Benefit of Agreement; Assignment. (a) This Agreement shall be binding upon and inure to the benefit of, and shall be enforceable by, the parties hereto and their respective personal representatives, successors and assigns, except that the parties hereto may not transfer or assign any of their respective rights or obligations hereunder without the prior written consent of the other parties.
(b) The parties hereto agree and designate Xenith Bank and Union Bank and Trust as third-party beneficiaries of this Agreement, with Xenith Bank and Union Bank and Trust each having the right to enforce the terms hereof.
Benefit of Agreement; Assignment. This Agreement shall be binding upon and inure to the benefit of the Company and Purchaser and their respective successors and assigns, heirs, executors and personal representative, as applicable, except that the Company shall not have the right to assign any of its rights under this Agreement without the prior written consent of Purchaser. Notwithstanding the foregoing, the rights of Purchaser set forth herein shall inure to the benefit of Purchaser and its transferees. This Agreement is made solely for the benefit of the parties hereto and it is not the intention of the parties to confer third-party beneficiary rights upon any other Person other than any Person entitled to indemnity under Section 5 or as set forth above, and no other Person shall have any rights, interest or claims hereunder or otherwise be entitled to any benefits under or on account of this Agreement as a third-party beneficiary or otherwise.
Benefit of Agreement; Assignment. This Agreement shall be binding upon and inure to the benefit of, and shall be enforceable by, the parties hereto and their respective personal representatives, successors and assigns, except that the parties hereto may not transfer or assign any of their respective rights or obligations hereunder without the prior written consent of the other parties.
Benefit of Agreement; Assignment. The provisions of this Loan Agreement shall be binding upon and inure to the benefit of the respective successors, assigns, heirs, beneficiaries and representatives of Borrower and Lender; provided, however, that Borrower may not assign or transfer any of its rights under this Loan Agreement without the prior written consent of Lender, and any prohibited assignment shall be void. Borrower hereby consents to Lender’s sale, assignment, transfer or other disposition, at any time and from time to time hereafter, of this Loan Agreement, or the Other Agreements, or of any portion thereof, including without limitation Lender’s rights, titles, interests, remedies, powers and/or duties. Borrower shall establish and maintain a record of ownership (the “Register”) in which it agrees to register by book entry Lender’s and each initial and subsequent assignee’s interest in the Term Loan, and in the right to receive any payments hereunder and any assignment of any such interest. Notwithstanding anything to the contrary contained in this Loan Agreement, the Term Loan (including the Note in respect of such Term Loan) are registered obligations and the right, title, and interest of Lender and its assignees in and to such Term Loan shall be transferable upon notation of such transfer in the Register, pursuant to Borrower’s obligation above. In no event is any note to be considered a bearer instrument or bearer obligation. This Section shall be construed so that the Term Loan is at all times maintained in “registered form” within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Internal Revenue Code and any related regulations (or any successor provisions of the Code or such regulations).
Benefit of Agreement; Assignment. This Agreement shall inure to the benefit of and be binding upon the Parties and their respective executors, administrators, successors and assigns. This Agreement is for the personal services of Executive and may not be assigned by Executive.
Benefit of Agreement; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, heirs, executors and personal representative, as applicable. This Agreement is made solely for the benefit of the parties hereto and it is not the intention of the parties to confer third-party beneficiary rights upon any other Person other than any Person entitled to indemnification under Article VII and the Related Parties as set forth in Section 8.12 herein, and no other Person shall have any rights, interest or claims hereunder or otherwise be entitled to any benefits under or on account of this Agreement as a third-party beneficiary or otherwise.
Benefit of Agreement; Assignment. 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. This Agreement may not be assigned by operation of law or otherwise by the Purchaser without the express written consent of the Seller (which consent may be granted or withheld in the sole discretion of the Seller). Notwithstanding the foregoing, this Agreement and the rights hereunder may be (a) assigned as collateral security to any lender of funds to the Company, and (b) assigned by the Purchaser after the Closing to the beneficial owners of the Purchaser or to any subsequent purchaser or other holder of all or a portion of the shares of the Company Common Stock, provided that in no event shall the Purchaser be relieved from his obligations hereunder in connection with any such assignment.
Benefit of Agreement; Assignment. This Agreement shall be binding upon the Borrower, its successors and assigns, and shall inure to the benefit of the Issuing Bank, the Joint Lead Arrangers, the Arrangers, the Documentation Agent, the Administrative Agent and the Banks and their respective successors and assigns except that (a) the Borrower may not transfer or assign any or all of its rights or obligations hereunder except with the unanimous consent of all the Banks; (b) an assignment by a Bank of its Commitment, its Note and its Loans can only be made to a bank or financial institution organized and licensed under the laws of Mexico or a financial institution registered with the Hacienda; and (c) no Bank may assign its Commitment, its Note and the Loans made by such Bank and no Bank may make or cause to be made its Loans hereunder through any other Person, except pursuant to an instrument of assignment in substantially the form of Exhibit I (an "Assignment and Acceptance") and with the consent of the Administrative Agent, the Issuing Bank and the Borrower (which consent (x) in each case shall not be unreasonably withheld, (y) in the case of the Borrower, shall not be required in the case of an assignment to a Person party to this Agreement or a branch, agency or Subsidiary thereof (a "Bank Affiliate") or after the occurrence and during the continuance of an Event of Default and (z) in the case of the Administrative Agent and the Issuing Bank shall not be required in the case of an assignment to a Bank Affiliate); provided, however, that (i) the Borrower shall not be required to pay any further amounts pursuant to Sections 4.8, 4.10 and 4.11 than would have been required to be paid but for the transfer of such Bank's interest to a Bank Affiliate or the making of Loans through another office or Subsidiary of such Bank, except as provided in Section 4.10, (ii) the Letter of Credit shall at all times be issued by the Issuing Bank, (iii) any such assignment shall be in a minimum amount of US$1,000,000 and (iv) the Assignee shall pay a fee of US$3,500 to the Administrative Agent prior to the consummation of such assignment (other than an assignment to a Bank Affiliate). Nothing herein shall prohibit any Bank from pledging or assigning any Note to any Federal Reserve Bank in accordance with applicable law and without compliance with the foregoing provisions of this Section 13.10; provided, however, that such pledge or assignment shall not release such Bank from its obligations hereunder.
Benefit of Agreement; Assignment. (a) This Agreement shall be binding upon and inure to the benefit of, and shall be enforceable by, the parties hereto and their respective personal representatives, successors and assigns, except that the parties hereto may not transfer or assign any of their respective rights or obligations hereunder without the prior written consent of the other parties.
(b) The parties hereto agree and designate EVB and Sonabank as third-party beneficiaries of this Agreement, with EVB and Sonabank each having the right to enforce the terms hereof.
Benefit of Agreement; Assignment. (a) This Agreement shall be binding upon and inure to the benefit of, and shall be enforceable by, the parties hereto and their respective personal representatives, successors and assigns, except that the parties hereto may not transfer or assign any of their respective rights or obligations hereunder without the prior written consent of the other parties.
(b) The parties hereto agree and designate Blue Ridge Bank as a third-party beneficiary of this Agreement, with Blue Ridge Bank having the right to enforce the terms hereof.
