Common use of Assignments; Third Party Beneficiaries Clause in Contracts

Assignments; Third Party Beneficiaries. This Equity Commitment Agreement is not assignable by any party without the prior written consent of the other parties; provided, however, that the Investors may transfer or distribute any or all shares of Holdco Common Stock or Specified Securities the Investors receive under the Plan to their Affiliates; provided, further, that the Investors may assign their rights, interests or obligations (including all or a portion of their Backstop Percentages) hereunder to one or more Permitted Transferees without the Company’s prior written consent, or to any other Person with the Company’s prior written consent, such consent not to be unreasonably withheld; provided, further, all such assignments are subject to the covenant set forth in Section 10(a) hereof and that no such assignment shall relieve the Investors of their obligations hereunder and, upon the satisfaction of the conditions set forth in Section 11 hereof (except the condition set forth in Section 11(k) hereof, which shall be satisfied solely with respect to Oaktree), Oaktree shall be required to consummate the transactions contemplated herein; and provided, further, the Company may assign its post-Closing Date obligations hereunder to Name Acquisition Co. pursuant to the Acquisition Agreement. This Equity Commitment Agreement is intended to be solely for the benefit of the parties hereto, the Indemnified Parties, and their respective successors and assigns. Nothing herein, express or implied, is intended to or shall confer upon any other third party any legal or equitable right, benefit, standing or remedy of any nature whatsoever under or by reason of this Equity Commitment Agreement.

Assignments; Third Party Beneficiaries. This Equity Commitment Agreement is may not assignable be assigned by any party Buyer without the prior written consent of the other partiesSeller, which consent Seller may grant or withhold in its sole and absolute discretion; provided, however, that the Investors may transfer or distribute any or all shares of Holdco Common Stock or Specified Securities the Investors receive under the Plan to their Affiliates; provided, further, that the Investors may assign their rights, interests or obligations (including all or a portion of their Backstop Percentages) hereunder to one or more Permitted Transferees without the Company’s prior written consent, or to any other Person with the Company’s prior written consent, such consent not to be unreasonably withheld; provided, further, all such assignments are subject to the covenant set forth in Section 10(a) hereof and that no such assignment shall relieve the Investors Buyer from any of their its obligations hereunder andor delay the Closing of this transaction. Any attempted assignment by Buyer without the prior written consent of Seller shall be voidable by Seller; provided, however, upon not less than ten (10) Business Days prior written notice to Seller, Buyer may designate an affiliate of Buyer to take title to and assume the satisfaction of the conditions set forth in Section 11 hereof (except the condition set forth in Section 11(k) hereofLoan Rights and Obligations, which shall be satisfied solely provided Buyer has provided all information with respect to Oaktree)such affiliate requested by Seller to perform Seller’s due diligence and Seller’s diligence regarding such affiliate has not revealed any information regarding such affiliate or its principals, Oaktree shall be required officers, directors, or direct or indirect owners that would make it undesirable, in Seller’s sole determination, for Seller to consummate the transactions contemplated herein; by this Agreement, which affiliate shall execute the applicable Closing Documents and providedbe deemed to have made each and every representation and warranty of Buyer in this Agreement as to itself, furtherand which affiliate shall be deemed to be bound by and shall perform all of the obligations of Buyer under this Agreement, on a joint and several basis. Buyer initially designates 1180 Xxxxxxx Xxxxx Renewal LLC, a Delaware limited liability company, as its designee to take title to and assume the Loan Rights and Obligations pursuant to this Section 7.6. Subject to the foregoing, this Agreement and the terms, covenants, conditions, provisions, obligations, undertakings, rights and benefits hereof, including the Exhibits hereto, shall be binding upon and shall inure to the benefit of, the Company may assign its post-Closing Date obligations hereunder to Name Acquisition Co. pursuant to undersigned parties and their respective heirs, executors, administrators, representatives, successors, and assigns. Except for those provisions benefitting the Acquisition Agreement. This Equity Commitment Released Parties, nothing expressed or mentioned in this Agreement is intended or will be construed to be solely for the benefit of the parties hereto, the Indemnified Parties, and their respective successors and assigns. Nothing herein, express or implied, is intended to or shall confer upon give any other third party Person any legal or equitable right, benefit, standing remedy or remedy of any nature whatsoever claim under or by reason in respect of this Equity Commitment Agreement, or any provisions herein contained, this Agreement and all conditions and provisions hereof being intended to be and being for the sole and exclusive benefit of Seller and Buyer and for the benefit of no other Person.

Assignments; Third Party Beneficiaries. This Equity Commitment Agreement is may not assignable be assigned by any party Buyer without the prior written consent of the other partiesSeller, which consent may not be unreasonably withheld; provided, however, that the Investors may transfer or distribute any or all shares of Holdco Common Stock or Specified Securities the Investors receive under the Plan to their Affiliates; provided, further, that the Investors may assign their rights, interests or obligations (including all or a portion of their Backstop Percentages) hereunder to one or more Permitted Transferees without the Company’s prior written consent, or to any other Person with the Company’s prior written consent, such consent not to be unreasonably withheld; provided, further, all such assignments are subject to the covenant set forth in Section 10(a) hereof and that no such assignment shall relieve the Investors Buyer from any of their its obligations hereunder andor delay the Closing of this transaction. Any attempted assignment by Buyer without the prior written consent of Seller shall be voidable by Seller; provided, however, upon not less than ten (10) Business Days prior written notice to Seller, Buyer may designate an affiliate of Buyer to take title to and assume the satisfaction of the conditions set forth in Section 11 hereof (except the condition set forth in Section 11(k) hereofLoan Rights and Obligations, which shall be satisfied solely provided Buxxx xas provided all information with respect to Oaktree)such affiliate requested by Seller to perform Seller’s due diligence and Seller’s diligence regarding such affiliate has not revealed any information regarding such affiliate or its principals, Oaktree shall be required officers, directors, or direct or indirect owners that would make it undesirable, in Seller’s sole determination, for Seller to consummate the transactions contemplated herein; by this Agreement, which affiliate shall execute the applicable Closing Documents and providedbe deemed to have made each and every representation and warranty of Buyer in this Agreement as to itself, furtherand which affiliate shall be deemed to be bound by and shall perform all of the obligations of Buyer under this Agreement, on a joint and several basis. Subject to the foregoing, this Agreement and the terms, covenants, conditions, provisions, obligations, undertakings, rights and benefits hereof, including the Exhibits hereto, shall be binding upon and shall inure to the benefit of, the Company may assign its post-Closing Date obligations hereunder to Name Acquisition Co. pursuant to undersigned parties and their respective successors, and assigns. Except for those provisions benefitting the Acquisition Agreement. This Equity Commitment Released Parties, nothing expressed or mentioned in this Agreement is intended or will be construed to be solely for the benefit of the parties hereto, the Indemnified Parties, and their respective successors and assigns. Nothing herein, express or implied, is intended to or shall confer upon give any other third party Person any legal or equitable right, benefit, standing remedy or remedy of any nature whatsoever claim under or by reason in respect of this Equity Commitment Agreement, or any provisions herein contained, this Agreement and all conditions and provisions hereof being intended to be and being for the sole and exclusive benefit of Seller and Buyer and for the benefit of no other Person.