Common use of Assignment; Successors in Interest Clause in Contracts

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilities. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 2 contracts

Samples: Stock Purchase Agreement (ExamWorks Group, Inc.), Stock Purchase Agreement (ExamWorks Group, Inc.)

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Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other PartiesParties to this Agreement; provided provided, however, that the Purchaser Purchasers shall, without the obligation to obtain the prior written consent of any other PartyParty to this Agreement, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to any one (1) or more Affiliates of the Purchaser, Purchasers and/or as collateral to a successor (or surviving entity to a merger) upon any Person providing financing for the sale of all or substantially all of its assets or business, or to its lenders under its credit facilitiestransactions contemplated by this Agreement. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall will also be a reference to the successors and a successor or permitted assigns thereofassign.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (PRGX Global, Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s 's rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other PartiesParties to this Agreement; provided that the Purchaser Buyer shall, without the obligation to obtain the prior written consent of any other PartyParty to this Agreement, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one (1) or more Affiliates of the PurchaserBuyer and further provided that, to a successor (or surviving entity to a merger) upon in such event, the sale of all or substantially all of Buyer shall not be released from its assets or business, or to its lenders under its credit facilitiesobligations hereunder. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall will also be a reference to the successors and a successor or permitted assigns thereofassign.

Appears in 1 contract

Samples: Asset Purchase Agreement (Arris Group Inc)

Assignment; Successors in Interest. No assignment or transfer by any Party party of such Partyparty’s rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other Partiesparties to this Agreement; provided provided, however, that the Purchaser shallmay assign any or all of its rights, obligations and interests hereunder without the obligation to obtain the prior any such written consent to any Affiliate of the Purchaser or to any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon ’s lenders as security for any obligations arising in connection with the sale financing of all or substantially all of its assets or business, or to its lenders under its credit facilitiesthe transactions contemplated hereby. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties parties and their respective successors and permitted assigns, and any reference to a Party shall party will also be a reference to the successors and a successor or permitted assigns thereofassign.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vahanna Tech Edge Acquisition I Corp.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other PartiesParties to this Agreement; provided provided, however, that the Purchaser shallmay assign any or all of its rights, obligations and interests hereunder without the obligation to obtain the prior any such written consent to any Affiliate of the Purchaser or to any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon ’s lenders as security for any obligations arising in connection with the sale financing of all or substantially all of its assets or business, or to its lenders under its credit facilitiesthe transactions contemplated hereby. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall will also be a reference to the successors and a successor or permitted assigns thereofassign.

Appears in 1 contract

Samples: Stock Purchase Agreement (Morlex Inc /Co)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the PurchaserPurchaser (provided, to a successor (or surviving entity to a merger) upon however, that no such assignment by the sale Purchaser shall relieve it of all or substantially all any of its assets or business, or to its lenders under its credit facilitiesobligations hereunder). This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Roper Industries Inc /De/)

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Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s its rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other PartiesParty to this Agreement; provided that the Purchaser shall, without the obligation to obtain the prior written consent of the Company or any other Partyof the Sellers, be entitled to assign this Agreement or all or any part of its their rights or obligations hereunder to any one (1) or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilities. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall will also be a reference to the successors and a successor or permitted assigns thereofassign.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Internet Security Systems Inc/Ga)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other PartiesParties to this Agreement; provided provided, however, that the Purchaser shall, without the obligation to obtain the prior written consent of any other PartyParty to this Agreement, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to any one (1) or more Affiliates of the Purchaser, Purchaser and/or as collateral to a successor (or surviving entity to a merger) upon any Person providing financing for the sale of all or substantially all of its assets or business, or to its lenders under its credit facilitiestransactions contemplated by this Agreement. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall will also be a reference to the successors and a successor or permitted assigns thereofassign.

Appears in 1 contract

Samples: Agreement and Plan of Merger (PRGX Global, Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of Purchaser but in such event shall be jointly and severally liable with the Purchaser, to a successor (or surviving entity to a merger) upon transferee for all obligations of the sale of all or substantially all of its assets or business, or to its lenders under its credit facilitiesPurchaser hereunder. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sunlink Health Systems Inc)

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