Common use of Assignment; Successors; Third Party Beneficiaries Clause in Contracts

Assignment; Successors; Third Party Beneficiaries. Except as set forth in this Section 6.2, this Agreement and the rights, interests and obligations of the Parties hereunder may not be assigned, transferred or delegated. This Agreement and the rights, interests and obligations of a Party hereunder may be assigned, transferred or delegated by the Party to a Person who succeeds to all or substantially all the assets of the Party, which successor or Person agrees in a writing delivered to the other Party to be subject to and bound by all interests and obligations set forth in this Agreement. This Agreement and the rights, interests and obligations of SVC and its Permitted Transferees (as defined in the Stockholders Agreement) hereunder may be assigned, transferred or delegated by such Persons to a Person who acquires all or any portion of the Registrable Securities owned by such Persons; provided, that (i) such assignment, transfer or delegation relates to at least ten percent (10%) of the Registrable Securities then owned by SVC and its Permitted Transferees, (ii) such assignment, transfer or delegation is in compliance with the terms and conditions of the Stockholders Agreement, if applicable, and applicable securities laws, and (iii) such Person agrees in a writing delivered to the Company to be subject to and bound by all interests and obligations set forth in this Agreement. This Agreement shall bind and inure to the benefit of and be enforceable by the Parties and their respective successors and permitted assigns. Except as expressly provided in Article IV and Section 6.4(c), this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person other than the Parties any rights or remedies under this Agreement.

Assignment; Successors; Third Party Beneficiaries. Except as set forth in this Section 6.2, (a) This Agreement is not assignable by any Party without the prior written consent of all of the other Parties and any attempt to assign this Agreement without such consent shall be void and of no effect; provided that Purchaser may, upon written notice to the Shareholders and the rightsCompany, interests (i) assign any of its rights and obligations, in whole or in part, hereunder to an Affiliate of Purchaser to the extent that such assignment does not result in a legal impediment to the consummation of the transactions contemplated by this Agreement, (ii) following the Closing assign any of its rights and obligations of the Parties hereunder may not be assignedhereunder, transferred in whole or delegated. This Agreement and the rightsin part, interests and obligations of a Party hereunder may be assigned, transferred or delegated by the Party to a Person who succeeds to third party in connection with a sale of all or substantially all the assets of the Party, which successor or Person agrees in a writing delivered to the other Party to be subject to and bound by all interests and obligations set forth in this Agreement. This Agreement and the rights, interests and obligations of SVC and its Permitted Transferees (as defined in the Stockholders Agreement) hereunder may be assigned, transferred or delegated by such Persons to a Person who acquires all or any portion business of the Registrable Securities owned by such Persons; provided, that (i) such assignment, transfer or delegation relates to at least ten percent (10%) of the Registrable Securities then owned by SVC and its Permitted Transferees, (ii) such assignment, transfer or delegation is in compliance with the terms and conditions of the Stockholders Agreement, if applicable, and applicable securities laws, Company and (iii) such Person agrees collaterally assign, in a writing delivered whole or in part, any of its rights hereunder as security to the Company one or more lenders; provided that any assignment by Purchaser under this Section 11.6, other than pursuant to be subject to and bound by all interests and Section 11.6(a)(ii), shall not relieve Purchaser or Purchaser Guarantor of any of their obligations set forth in under this Agreement. Agreement or any other Transaction Document. (b) This Agreement shall bind and inure to the benefit of of, and be binding on and enforceable by and against, the Parties and their respective successors and permitted assignsassigns of the respective Parties, whether or not so expressed. Except as expressly provided in Article IV and Section 6.4(c), this Agreement (including the documents and instruments referred to Nothing in this Agreement) , expressed or implied, is not intended or shall be construed to and does not confer upon any Person other than the Parties hereto and the successors and assigns permitted by this Section 11.6, any rights right, remedy or remedies claim under or by reason of this AgreementAgreement and no Person, other than the Parties, their successors and permitted assigns, is entitled to rely on any representation, warranty, covenant or agreement contained herein, provided that each present and former director and officer of the Company shall be a permitted third party beneficiary solely in connection with Section 5.11 hereof.

Assignment; Successors; Third Party Beneficiaries. Except as set forth This Agreement is not assignable by any Party without the prior written consent of all of the other Parties and any attempt to assign this Agreement without such consent shall be void and of no effect. Notwithstanding the foregoing, without the prior written consent of Sellers, Purchaser and its permitted assigns may at any time, in this Section 6.2its sole discretion, assign, in whole or in part, (a) its rights and obligations pursuant to this Agreement and the rightsTransaction Documents, interests and obligations to one or more of the Parties hereunder may not be assignedits Affiliates, transferred or delegated. This (b) its rights under this Agreement and the rightsTransaction Documents, interests and obligations of a Party hereunder may be assignedin each case, transferred for collateral security purposes to any lender providing financing to Purchaser or delegated by the Party lessor pursuant to a Person who succeeds to lease financing transaction, and any such lender or lessor (or collateral agent acting on its behalf) may exercise all or substantially all the assets of the Partyrights and remedies of Purchaser hereunder and thereunder, which successor and Sellers agree to, and shall cause its Affiliates to, execute and deliver a consent in favor of such lenders or Person agrees in a writing delivered lessors (or collateral agent acting on their behalf) with respect to the other Party collateral assignments contemplated by this Section 11.4 in form and substance reasonably satisfactory to Sellers and containing customary and reasonable provisions for similar nonrecourse financings. Notwithstanding the foregoing, Purchaser shall not be subject released or novated from any obligations assigned by Purchaser pursuant to and bound by all interests and obligations set forth in this Agreement. This Agreement and the rights, interests and obligations of SVC and its Permitted Transferees (as defined in the Stockholders Agreement) hereunder may be assigned, transferred or delegated by such Persons to a Person who acquires all or any portion of the Registrable Securities owned by such Persons; provided, that (i) such assignment, transfer or delegation relates to at least ten percent (10%) of the Registrable Securities then owned by SVC and its Permitted Transferees, (ii) such assignment, transfer or delegation is in compliance with the terms and conditions of the Stockholders Agreement, if applicable, and applicable securities laws, and (iii) such Person agrees in a writing delivered to the Company to be subject to and bound by all interests and obligations set forth in this AgreementSection 11.4. This Agreement shall bind and inure to the benefit of of, and be binding on and enforceable by and against, the Parties and their respective successors and permitted assignsassigns of the respective Parties, whether or not so expressed. Except as expressly provided in Article IV and Section 6.4(c), this Agreement (including the documents and instruments referred to Nothing in this Agreement) , expressed or implied, is not intended or shall be construed to and does not confer upon any Person other than the Parties any rights right, remedy or remedies claim under or by reason of this Agreement.