Common use of Assignments, Successors, and No Third-Party Rights Clause in Contracts

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, except that Purchaser may assign any of its rights under this Agreement to any Subsidiary of Purchaser and in the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this Agreement. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties; provided, except however, that Purchaser Buyer may at any time freely assign any or all of its rights under this Agreement Agreement, in whole or in part, to any Subsidiary of Purchaser and in Buyer or to any Person succeeding to or acquiring the event business of a Change the Buyer without obtaining the consent or approval of Control the Seller or of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this Agreementany other Person. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights or delegate any of its obligations under this Agreement without the prior consent of the other parties, which will not be unreasonably withheld or delayed, except that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary of Purchaser Buyer, and in the event such assignment shall not relieve Buyer of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s its duties and obligations under this Agreementhereunder. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party No Party may assign this Agreement or any of its rights or obligations under this Agreement without the prior consent of the other partiesParties, except and any purported assignment without a consent shall be void; provided, however, that Purchaser may Buyer shall be entitled to assign any of its rights under this Agreement hereunder to a wholly-owned subsidiary of Buyer, provided that such assignment shall not relieve Buyer of any Subsidiary of Purchaser of, and in the event of a Change of Control of PurchaserBuyer shall remain responsible for, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s its obligations under this Agreementhereunder. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the partiesParties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties Parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties Parties to this Agreement and their successors and permitted assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, parties except that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary Related Person of Purchaser Buyer and in further except that any of the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer Sellers may sell or assign his rights to assume, whether in writing receive payment hereunder (but may not delegate or by operation of law, all of Purchaser’s assign any obligations under this Agreementor liabilities hereunder) to another Seller. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the heirs, personal and legal representatives, successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their heirs, successors and permitted assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, which will not be unreasonably withheld or delayed, except that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary directly or indirectly wholly owned subsidiary of Purchaser Buyer, and in the event such assignment shall not relieve Buyer of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s its duties and obligations under this Agreementhereunder. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party No Party may assign any of its rights under this Agreement without the prior consent of the other partiesParties, which shall not be unreasonably withheld, conditioned or delayed, except that Purchaser Buyer may assign any of its rights under this Agreement to any wholly owned Subsidiary of Purchaser Buyer or Buyer Parent and in the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing Buyer’s or by operation of law, all of PurchaserBuyer Parent’s obligations under this Agreementlenders for collateral security purposes. Subject to the preceding sentence, this Agreement will shall apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the partiesParties. Nothing expressed or referred to in this Agreement will shall be construed to give any Person other than the parties Parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This , and this Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties Parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party --------------------------------------------------- may assign any of its rights under this Agreement without the prior consent of the other parties, except that Purchaser Buyer may assign any of its rights under this Agreement to any wholly owned Subsidiary of Purchaser and in the event of Buyer or to any Subsidiary which is wholly owned other than a Change of Control of Purchasernominal interest, Purchaser so long as such ownership shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this Agreementbe maintained. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns. 12.11.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, which will not be unreasonably withheld or delayed, except that Purchaser Buyer may assign any of its rights (but not its obligations) under this Agreement to any Subsidiary of Purchaser and in the event Buyer or to a Subsidiary of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of PurchaserBuyer’s obligations under this Agreementparent entity. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, upon and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, remedy or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither No party may assign any of its rights under this Agreement without the prior consent of the other parties; provided, except however, that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary the extent that such assignment is in connection with a sale of Purchaser and in Buyer, regardless of the event form or structure of a Change such sale (i.e., merger, sale of Control of Purchasersubstantially all assets, Purchaser stock sale, etc.), provided further that such assignee shall cause the acquirer to assume, whether in writing or by operation of law, assume all of Purchaserthe Buyer’s obligations under this Agreement. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, remedy or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, which will not be unreasonably withheld, except that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary subsidiary of Purchaser Buyer, except Buyer's obligation to deliver the Ansoft Shares, to execute the Registration Rights Agreement, and in to perform the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s indemnification obligations under this Agreementset forth herein. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior written consent of the other parties, which will not be unreasonably withheld, except that Purchaser Buyer may assign any of its rights rights, but not its obligations, under this Agreement to any Subsidiary of Purchaser Buyer and except that any party may grant to any of its lenders a security interest in the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether its rights in writing or by operation of law, all of Purchaser’s obligations under this Agreement. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement Agreernent or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their respective successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither No party may assign any of its rights under this Agreement without the prior consent of the other parties, except that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary one or more of Purchaser and in the event its direct or indirect Subsidiaries; provided, however, that no such assignment by Buyer will relieve it of a Change any of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s its obligations under this Agreementhereunder. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors heirs, successors, estates, executors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their heirs, successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, which will not be unreasonably withheld, except that Purchaser Buyer may assign any of its rights under this Agreement to any Subsidiary of Purchaser Buyer, and in the event Company may assign its rights to payment of a Change any portion of Control the Purchase Price to Owners or any current employees of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this AgreementCompany. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither No party may assign any of its rights or obligations under this Agreement without the prior written consent of the other partiesparty, except that Purchaser which shall not be unreasonably withheld; provided, however, Buyer may assign its rights hereunder to any of its rights under this Agreement to any Subsidiary of Purchaser and subsidiaries in the event of which it owns a Change of Control of Purchasermajority interest, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, but only if Buyer remains fully obligated for all of Purchaser’s its obligations under this Agreementand responsibilities hereunder. Subject to the preceding sentence, this Agreement will shall apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will shall be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, remedy or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party Andal or the Company, on the one hand, nor Parent or Acquisition on the other may assign any of its rights under this Agreement without the prior consent of the other partiesother, except that Purchaser may Parent and Acquisition shall be entitled to assign any of its rights under this Agreement to any Subsidiary Affiliate of Purchaser and in the event of a Change of Control of PurchaserParent, Purchaser provided that such assigning party shall cause the acquirer to assume, whether in writing or by operation of law, remain liable for all of Purchaser’s its liabilities and obligations under this Agreementhereunder. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties; provided, except however, that Purchaser the rights of Sellers under Section 2.7 to the Second Merger Consideration may assign any not be voluntarily assigned by Sellers or either of its rights under this Agreement to any Subsidiary of Purchaser them and in the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or may be transferred only by operation of law, all including, without limitation upon death of Purchaser’s obligations under this Agreementone or both of the Sellers. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the heirs, successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their heirs, successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, parties except that Purchaser Buyer may assign any of its rights under this Agreement, the Nonsolicitation and Nonaccptance Agreement, the Escrow Agreement and any other related agreement (i) to any Subsidiary or affiliate of Purchaser and in the event of a Change of Control of Purchaser, Purchaser shall cause the acquirer Buyer and/or (ii) to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this Agreementits lenders. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither Except for a transfer to an Affiliate, neither party may assign any of its rights or obligations under this Agreement without the prior consent of the each other partiesParty, except that Purchaser either party may assign any of its rights under this Agreement to any Subsidiary of Purchaser and in the event a third party as a part of a Change sale or transfer of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing all or by operation of law, substantially all of Purchaser’s obligations under this Agreementits assets (whether through merger, sale of assets, stock purchase, or otherwise). Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the partiesParties. Nothing expressed or referred to in this Agreement will be construed to give any Person person other than the parties Parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement Parties and their permitted successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither No party may -------------------------------------------------- assign any of its rights under this Agreement without the prior consent of the other parties, except that Purchaser Buyer may assign this Agreement and/or any of its rights under this Agreement to (i) any Subsidiary affiliate of Purchaser and in the event of a Change of Control of PurchaserBuyer, Purchaser or (ii) any bank, financial institution and/or other party providing any loans or financing to Buyer. No such assignment by Buyer shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this Agreementrelease Buyer from liability hereunder. Subject to the preceding sentencesentences, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of of, the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, right remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, except that Purchaser may assign any of its rights under this Agreement to any Subsidiary of Purchaser and or in connection with any financing, only so long as such assignment does not in any manner adversely change the event tax treatment of a Change the Contemplated Transactions for any of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this AgreementSellers. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, upon and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, right remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither party may assign any of its rights under this Agreement without the prior consent of the other parties, except that Purchaser may assign any of its rights under this Agreement to any Subsidiary of Purchaser and or in connection with any financing, only so long as such assignment does not in any manner adversely change the event tax treatment of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of Purchaser’s obligations under this AgreementContemplated Transactions for Seller. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, upon and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, right remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.

Assignments, Successors, and No Third-Party Rights. Neither No party may assign any of its rights under this Agreement without the prior consent of the other partiesparty provided, except however, that notwithstanding the foregoing, Purchaser may assign all or any of its rights under this Agreement and obligations hereunder to any Subsidiary affiliate of Purchaser and in the event or a lender of a Change of Control of Purchaser, Purchaser shall cause the acquirer to assume, whether in writing or by operation of law, all of so long as Purchaser remains liable for Purchaser’s obligations under this Agreementhereunder. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.