Assignments; Exercise in Part Sample Clauses
The "Assignments; Exercise in Part" clause governs the ability of a party to transfer its rights or obligations under the agreement, as well as the possibility of exercising contractual rights in part rather than in full. Typically, this clause will specify whether assignments are permitted, require prior written consent, or are prohibited altogether, and may clarify if a party can partially exercise a right, such as delivering only a portion of goods or services. Its core function is to maintain control over who may assume contractual responsibilities and to prevent piecemeal or fragmented performance that could undermine the agreement's intent or create administrative complications.
Assignments; Exercise in Part. This Agreement shall not be assigned by Seller or Parent without the prior written consent of Buyer; provided that after the Closing, Seller or Parent may assign its rights pursuant to this Agreement to any other Person in connection with the dissolution, liquidation or winding up or administration of its affairs; and further provided that, whether or not any requisite consent of Buyer has been obtained, this Agreement will be binding upon all respective successors of Seller and Parent, whether by operation of law or otherwise (except that this proviso shall not apply to any transfer or disposal pursuant to a Pledge Agreement). Any attempt by Seller or Parent to assign this Agreement without first obtaining the consent of Buyer shall be void. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. This Agreement may be assigned in whole or in part by Buyer without the prior written consent of Seller or Parent to any Person (provided that no such assignment shall relieve the assigning Person of any of its obligations or liabilities hereunder), and Buyer will inform Seller and Parent of any such assignment. Any assignee of Buyer will be deemed to be "Buyer" for purposes of this Agreement as to the rights assigned to such assignee.
Assignments; Exercise in Part. This Agreement shall not be assigned by Bastet or Stockholder without the prior written consent of Buyer; provided that after the Closing, Bastet may assign its rights pursuant to this Agreement to any other Person in connection with the dissolution, liquidation or winding up or administration of the affairs of Bastet; and further provided that, whether or not any requisite consent of Buyer has been obtained, this Agreement will be binding upon all successors of Bastet and Stockholder, whether by operation of law or otherwise (except that this proviso shall not apply to any transfer or disposal pursuant to the Pledge Agreement). Any attempt by Bastet or Stockholder to assign this Agreement without first obtaining the consent of Buyer shall be void. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. This Agreement may be assigned in whole or in part by Buyer without the prior written consent of Bastet or Stockholder to any Person (provided that no such assignment shall relieve the assigning Person of any of its obligations or liabilities hereunder).
Assignments; Exercise in Part. This Agreement shall not be assigned by Bastet or Stockholder without the prior written consent of Buyer; provided that after the Closing (in the case of the Asset Sale), Bastet may assign its rights pursuant to this Agreement to any other Person in connection with the dissolution, liquidation or winding up or administration of the affairs of Bastet; and further provided that, whether or not any requisite consent of Buyer has been obtained, this Agreement will be binding upon all successors of Bastet and Stockholder, whether by operation of law or otherwise, including any Person who acquires Bastet Stock pursuant to any exercise of the Stock Option (except that this proviso shall not apply to any transfer or disposal pursuant to the Pledge Agreement). Any attempt by Bastet or Stockholder to assign this Agreement without first obtaining the consent of Buyer shall be void. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. This Agreement may be assigned in whole or in part by Buyer without the prior written consent of Bastet or Stockholder to any Person (provided that no such assignment shall relieve the assigning Person of any of its obligations or liabilities hereunder), and at Buyer's election the Stock Option may be exercised, and the Stock Sale may be consummated, from time to time as to less than all of the Bastet Stock without any adverse impact on Buyer's right subsequently to exercise the Stock Option and consummate the Stock Sale as to any or all of the Bastet Stock. Without limiting the foregoing, Buyer may exercise the Stock Option and consummate the Stock Sale as to less than all of the Bastet Stock (including with respect to less than all of the Bastet Stock held by any particular Person who is a Stockholder), in which event for purposes of such Sale the provisions of this Agreement relating to the consummation of such Stock Sale will apply only to the Bastet Stock as to which the Stock Option is exercised, and Buyer may thereafter exercise the Stock Option and consummate the Stock Sale on one or more occasions as to all or any portion of the Bastet Stock.