Common use of Assignment; Third Party Beneficiaries Clause in Contracts

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 12 contracts

Samples: Backstop Commitment Agreement (Bristow Group Inc), Backstop Commitment Agreement (Parker Drilling Co /De/), Backstop Commitment Agreement (Parker Drilling Co /De/)

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Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party of the parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any parties. Any purported assignment in violation of this Section 10.2 contravention hereof shall be void ab initionull and void. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 7.4, 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 hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (MidCap Financial Investment Corp), Agreement and Plan of Merger (MidCap Financial Investment Corp), Agreement and Plan of Merger (Franklin BSP Lending Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 5 contracts

Samples: Backstop Commitment Agreement (Penn Virginia Corp), Investment Agreement (Vanguard Natural Resources, Inc.), Equity Investment Agreement (Vanguard Natural Resources, LLC)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 4 contracts

Samples: Backstop Commitment Agreement (EP Energy LLC), Backstop Commitment Agreement (Gulfmark Offshore Inc), Backstop Commitment Agreement (Chaparral Energy, Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 2.6 or Section 2.6 10.7, and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, 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 other than the PartiesAgreement.

Appears in 4 contracts

Samples: Joinder Agreement (Valaris PLC), Joinder Agreement (Valaris PLC), Backstop Commitment Agreement

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company Visteon and the Requisite Commitment PartiesSignatories, other than an assignment by a Commitment Party expressly permitted by Signatory in accordance with Section 2.3 or Section 2.6 and any purported assignment in violation 1.5. For purposes of this Section 10.2 shall be void ab initioAgreement, “Requisite Signatories” means the Signatories holding an aggregate Distributable Commitment Percentage of greater than fifty percent (50%). Except as provided in Article VIII with respect to the Indemnified Persons, this This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the PartiesParties any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement.

Appears in 3 contracts

Samples: Cash Recovery Backstop Agreement (Ubs Ag), Cash Recovery Backstop Agreement (Goldman Sachs Group Inc), Cash Recovery Backstop Agreement (Citadel Securities LLC)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall may be assigned by any Party of the parties (whether by operation of Law or otherwise) without the prior written consent of the Company Company, in the case of Parent or Merger Sub, or Parent, in the case of the Company. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by each of the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 parties and any purported assignment in violation of this Section 10.2 shall be void ab initiotheir respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 6.8, 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 hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Exult Inc), Agreement and Plan of Merger (Hewitt Associates Inc), Agreement and Plan of Merger (Hewitt Associates Inc)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party of the parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any parties. Any purported assignment in violation of this Section 10.2 contravention hereof shall be void ab initionull and void. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 7.3, 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 hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (North Haven Private Income Fund LLC), Agreement and Plan of Merger (SL Investment Corp.), Agreement and Plan of Merger (SL Investment Corp.)

Assignment; Third Party Beneficiaries. (a) Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party either of the Parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and other Party. Subject to the Requisite Commitment Partiespreceding sentence, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 Agreement shall be void ab initiobinding upon, inure to the benefit of and be enforceable by each of the Parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSections 6.5(h) and 6.6, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person person other than the Parties any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (First Capital Bancorp, Inc.), Agreement and Plan of Merger (Park Sterling Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Required Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the PartiesParties (including their permitted transferees and assignees) and the Indemnified Persons.

Appears in 2 contracts

Samples: Investment Agreement (North Atlantic Drilling Ltd.), Investment Agreement (Seadrill LTD)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company (such consent shall not be unreasonably withheld or conditioned) and the Requisite Commitment Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 2.03, 2.06, 7.02 or Section 2.6 10.07 and any purported assignment in violation of this Section 10.2 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII 8 with respect to the Indemnified Persons, 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 other than the PartiesAgreement.

Appears in 2 contracts

Samples: Sponsor Backstop Commitment Agreement (Legacy Reserves Inc.), Backstop Commitment Agreement (Legacy Reserves Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned or transferred (in whole or in part) by any Party (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Partiesother Party; provided, other than an assignment by a Commitment Party expressly permitted by Section 2.3 that Purchaser shall be entitled to assign this Agreement in whole or Section 2.6 and in part to any of its Subsidiaries or Affiliates. Any purported assignment or transfer in violation of this Section 10.2 9.2 shall be null and void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Entasis Therapeutics Holdings Inc.), Securities Purchase Agreement (Entasis Therapeutics Holdings Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Required Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in under Article VIII IX with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 2 contracts

Samples: Backstop Commitment Agreement, Backstop Commitment Agreement (Chesapeake Energy Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned or transferred (in whole or in part) by any Party (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 Party; provided that Purchaser shall be entitled to assign this Agreement in whole or Section 2.6 and in part to any of its Subsidiaries or Affiliates. Any purported assignment or transfer in violation of this Section 10.2 8.2 shall be null and void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this This Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Armata Pharmaceuticals, Inc.), Securities Purchase Agreement (Armata Pharmaceuticals, Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned or transferred (in whole or in part) by any Party (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted except as contemplated by Section 2.3 or Section 2.6 2.1(c), and any purported assignment or transfer in violation of this Section 10.2 9.2 shall be null and void ab initio. Except as provided in Article VIII VII with respect to the Indemnified Persons, and except for the Placement Agent, which may rely upon Article III, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 2 contracts

Samples: Equity Commitment Agreement (Infrastructure & Energy Alternatives, Inc.), Equity Commitment Agreement (Infrastructure & Energy Alternatives, Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment PartiesConsenting Noteholders, other than an assignment by a Commitment Private Placement Party expressly permitted by Section 2.3 2.5 or Section 2.6 2.7 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 2 contracts

Samples: Private Placement Agreement, Private Placement Agreement (Peabody Energy Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company Debtors and the Requisite Required Equity Commitment Parties, other than an assignment by a an Equity Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 11.2 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII IX with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 2 contracts

Samples: Backstop Commitment Agreement (Revlon Consumer Products Corp), Backstop Commitment Agreement (Revlon Consumer Products Corp)

Assignment; Third Party Beneficiaries. (a) Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 2.6, and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents initio and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights of no force or remedies under this Agreement other than the Partieseffect.

Appears in 2 contracts

Samples: Backstop Commitment Agreement, Backstop Commitment Agreement

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party of the parties (whether by operation of Law law or otherwise) TABLE OF CONTENTS without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any parties. Any purported assignment in violation of this Section 10.2 contravention hereof shall be void ab initionull and void. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 7.5, this Agreement (including the documents and instruments referred to in this AgreementTransaction Documents) is not intended to and does not confer upon any Person other than the parties hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (BlackRock Capital Investment Corp), Agreement and Plan of Merger (BlackRock TCP Capital Corp.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party of the parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any parties. Any purported assignment in violation of this Section 10.2 contravention hereof shall be void ab initionull and void. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 6.6, 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 hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ares Capital Corp), Agreement and Plan of Merger (Allied Capital Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party either of the parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any party. Any purported assignment in violation of this Section 10.2 contravention hereof shall be void ab initionull and void. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 6.6, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person person other than the parties hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Wachovia Corp New), Agreement and Plan of Merger (Wachovia Corp New)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party party hereto (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Equity Backstop Parties, other than an assignment by a Commitment an Equity Backstop Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Replacement Equity Backstop Commitment Agreement (Garrett Motion Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Financing Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 2.6, and any purported assignment in violation of this Section 10.2 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII with respect to the Indemnified Persons, the terms and provisions of this Agreement (including the documents and instruments referred to in this Agreement) is not are intended to solely for the benefit of the Parties hereto and does not confer upon any their respective successors and permitted assigns, and no other Person any rights or remedies under this Agreement other than the Partiesshall be a third-party beneficiary hereof.

Appears in 1 contract

Samples: Backstop and Private Placement Agreement (Diamond Offshore Drilling, Inc.)

Assignment; Third Party Beneficiaries. Neither This Agreement and all of the provisions hereof shall be binding and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but neither this Agreement nor any of the rights, interests or and obligations under this Agreement hereunder shall be assigned by any Party (whether by operation of Law or otherwise) the parties hereto without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any parties. Any purported assignment made in violation of this Section 10.2 13 shall be null and void ab initio. Except as provided in Article VIII Other than Section 4(c), with respect to which the Indemnified PersonsCompany is hereby made, and shall be deemed to be, a third-party beneficiary, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement hereunder upon any other than Person except the Partiesparties hereto.

Appears in 1 contract

Samples: Tender and Voting Agreement (Conmed Corp)

Assignment; Third Party Beneficiaries. Neither this Commitment Agreement nor any of the rights, interests or obligations under this Commitment Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company Exide and the Requisite Commitment Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 2.3, 2.6 or Section 2.6 10.7, and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Commitment Agreement (including the documents and instruments referred to in this Commitment Agreement) is not intended to and does not confer upon any Person other than the Parties any rights or remedies under this Agreement other than the PartiesCommitment Agreement.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Exide Technologies)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment PartiesPlan Sponsors, other than an assignment by a Commitment Party Plan Sponsor expressly permitted by Section 2.3 Sections 2.3, 2.6, 6.5 or Section 2.6 10.10 or any other provision of this Agreement and any purported assignment in violation of this Section 10.2 10.5 shall be void ab initio. Except as provided in Article ARTICLE VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Unit Purchase and Support Agreement (Horsehead Holding Corp)

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Assignment; Third Party Beneficiaries. (a) Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party either of the Parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and other Party. Subject to the Requisite Commitment Partiespreceding sentence, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 Agreement shall be void ab initiobinding upon, inure to the benefit of and be enforceable by each of the Parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSections 6.5(d), 6.5(g), 6.5(h) and 6.6, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person person other than the Parties any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Park Sterling Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 2.2 or Section 2.6 2.5 and any purported assignment in violation of this Section 10.2 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Equity Commitment Agreement (Phi Inc)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 or 2.6 and Section 2.6 10.7, and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, 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 other than the PartiesAgreement.

Appears in 1 contract

Samples: Joinder Agreement (Noble Corp PLC)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party, Reserve Party or QPGL expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Commitment Agreement (Pacific Drilling S.A.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party party hereto (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Consenting Parties, other than an assignment by a Commitment an Equity Backstop Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Equity Backstop Commitment Agreement (Garrett Motion Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section ‎Section 2.3 or Section 2.6 ‎2.6 and any purported assignment in violation of this Section ‎Section 10.2 shall be void ab initio. Except as provided in Article ‎Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Bonanza Creek Energy, Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment PartiesConsenting Noteholders, other than an assignment by a Commitment Party expressly permitted by Section 2.3 2.5 or Section 2.6 2.7 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Peabody Energy Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.65

Appears in 1 contract

Samples: Investment Agreement (Vanguard Natural Resources, Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company Debtors and the Requisite Required Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 11.3 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII IX with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Party City Holdco Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 2.3, 2.6, 7.2 or Section 2.6 10.7 or any other provision of this Agreement and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, 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 other than the PartiesAgreement.

Appears in 1 contract

Samples: Equity Commitment Agreement

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment PartiesParty, other than an assignment by a the Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Tuesday Morning Corp/De)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 2.3, 2.6 or Section 2.6 6.7 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Section 6.18(c) with respect to agents under the Second Lien Indenture and Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Momentive Performance Materials Inc.)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party of the parties (whether by operation of Law law or otherwise) without the prior written consent of the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 and any parties. Any purported assignment in violation of this Section 10.2 contravention hereof shall be void ab initionull and void. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by each of the parties and their respective successors and assigns. Except as otherwise specifically provided in Article VIII with respect to the Indemnified PersonsSection 7.5, this Agreement (including the documents and instruments referred to in this AgreementTransaction Documents) is not intended to and does not confer upon any Person other than the parties hereto any rights or remedies under this Agreement other than the PartiesAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BlackRock Capital Investment Corp)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Issuer and the Company and the Requisite Commitment Parties, other than an assignment by a Commitment Party expressly permitted by Section 2.3 or Section 2.6 2.4 and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Agreement (including the documents and instruments referred to in this Agreement) is not intended to and does not confer upon any Person any rights or remedies under this Agreement other than the Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Weatherford International PLC)

Assignment; Third Party Beneficiaries. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company (such consent shall not be unreasonably withheld or conditioned) and the Requisite Commitment Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 2.03, 2.06, 7.02 or Section 2.6 10.07 and any purported assignment in violation of this Section 10.2 10.02 shall be void ab initioinitio and of no force or effect. Except as expressly provided in Article VIII 8 with respect to the Indemnified Persons, 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 other than the PartiesAgreement.

Appears in 1 contract

Samples: Noteholder Backstop Commitment Agreement (Legacy Reserves Inc.)

Assignment; Third Party Beneficiaries. Neither this Commitment Agreement nor any of the rights, interests or obligations under this Commitment Agreement shall be assigned by any Party (whether by operation of Law or otherwise) without the prior written consent of the Company and the Requisite Commitment Backstop Parties, other than an assignment by a Commitment Backstop Party expressly permitted by Section 2.3 2.3, 2.6, or Section 2.6 7.3, and any purported assignment in violation of this Section 10.2 shall be void ab initio. Except as provided in Article VIII with respect to the Indemnified Persons, this Commitment Agreement (including the documents and instruments referred to in this Commitment Agreement) is not intended to and does not confer upon any Person other than the Parties any rights or remedies under this Agreement other than the PartiesCommitment Agreement.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Nii Holdings Inc)

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