Common use of Benefit of Parties Clause in Contracts

Benefit of Parties. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective heirs, legal representatives, successors and assigns. Upon the transfer of shares of Series A Preferred Stock to an ANPP Permitted Transferee (as defined in the New DHC Charter) pursuant to a Permitted Transfer (as defined in the New DHC Charter), (i) all then remaining ANPP Escrow Shares (plus any Additional Escrow Property attributable thereto (other than amounts previously released pursuant to Section 6(c)) shall be transferred to the ANPP Permitted Transferee in such Permitted Transfer and the parties hereto will use their respective reasonable best efforts to have any such remaining ANPP Escrow Shares issued in the name of such ANPP Permitted Transferee, and (ii) such ANPP Permitted Transferee will, as a condition to such transfer, agree to be bound by this Agreement and will be deemed to be subject to all of the rights and obligations of ANPP or any previous ANPP Permitted Transferee from whom such ANPP Permitted Transferee acquires the Series A Preferred Stock, hereunder, as if such ANPP Permitted Transferee was ANPP. Any corporation or association into which the Escrow Agent may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its escrow services business and assets as a whole or substantially as a whole, or any corporation or association resulting from any such conversion, sale, merger, consolidation or transfer to which it is a party, will be and become successor Escrow Agent hereunder and vested with all the trusts, powers, discretions, immunities, privileges and all other matters as was its predecessor, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrary notwithstanding. Except as otherwise provided herein, no assignment or attempted assignment of this Agreement or any interest hereunder will be effective without the written consent of ANPP, New DHC and the Escrow Agent. Any assignment of rights or delegation of duties under this Agreement by a party hereto without the prior written consent of the other parties hereto, if such consent is required hereby, will be void.

Benefit of Parties. This Agreement will and the various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the parties hereto Parties and their respective heirs, legal representatives, successors and permitted assigns. Upon the transfer of shares of Series A Preferred Stock to an ANPP Permitted Transferee (as defined in the New DHC Charter) pursuant to a Permitted Transfer (as defined in the New DHC Charter), (i) all then remaining ANPP Escrow Shares (plus any Additional Escrow Property attributable thereto (other than amounts previously released pursuant to Section 6(c)) shall be transferred to the ANPP Permitted Transferee in such Permitted Transfer and the parties hereto will use their respective reasonable best efforts to have any such remaining ANPP Escrow Shares issued in the name of such ANPP Permitted Transferee, and (ii) such ANPP Permitted Transferee will, as a condition to such transfer, agree to be bound by this Agreement and will be deemed to be subject to all of the rights and obligations of ANPP or any previous ANPP Permitted Transferee from whom such ANPP Permitted Transferee acquires the Series A Preferred Stock, hereunder, as if such ANPP Permitted Transferee was ANPP. Any corporation or association into which the Escrow Agent may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its escrow services business and assets as a whole or substantially as a whole, or any corporation or association resulting from any such conversion, sale, merger, consolidation or transfer to which it is a party, will shall be and become successor Escrow Agent escrow agent hereunder and vested with all the trusts, powers, discretions, immunities, privileges and all other matters as was its predecessor, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties heretoParties, anything herein to the contrary notwithstanding. Except as otherwise provided herein, no assignment or attempted assignment of this Agreement or any interest hereunder will shall be effective without the written consent of ANPP, New DHC Parties and the Escrow Agent. Any assignment ; provided, however, that Subject to Section 15(f) Lender may (i) assign any or all of its rights and interests to payment hereunder to one or delegation more of duties its Affiliates, (ii) designate one or more of its Affiliates to perform its obligations hereunder provided that Lender supplies the Escrow Agent with an updated Schedule 3 (in any or all of which cases Lender nonetheless shall remain responsible for the performance of all of its obligations hereunder), and (iii) assign any or all of its rights, interests and obligations under this Agreement to any lender as collateral security or to any subsequent purchaser of the Company (whether by a party hereto without merger, stock purchase, asset purchase or otherwise), subject to the prior written consent of the other parties heretoEscrow Agent, if such which consent is required herebyshall not be unreasonably withheld, will conditional or delayed. Any transfer or assignment of any of the rights, interests or obligations hereunder in violation of the terms hereof shall be voidvoid and of no force or effect.

Benefit of Parties. This Escrow Agreement will shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, legal representatives, successors and assigns. Upon the transfer of shares of Series A Preferred Stock to an ANPP Permitted Transferee (as defined in the New DHC Charter) pursuant to a Permitted Transfer (as defined in the New DHC Charter), (i) all then remaining ANPP Escrow Shares (plus any Additional Escrow Property attributable thereto (other than amounts previously released pursuant to Section 6(c)) shall be transferred to the ANPP Permitted Transferee in such Permitted Transfer and the parties hereto will use their respective reasonable best efforts to have any such remaining ANPP Escrow Shares issued in the name of such ANPP Permitted Transferee, and (ii) such ANPP Permitted Transferee will, as a condition to such transfer, agree to be bound by this Agreement and will be deemed to be subject to all of the rights and obligations of ANPP or any previous ANPP Permitted Transferee from whom such ANPP Permitted Transferee acquires the Series A Preferred Stock, hereunder, as if such ANPP Permitted Transferee was ANPP. Any corporation or association into which the Escrow Agent may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its escrow services corporate trust business and assets as a whole or substantially as a whole, or any corporation or association resulting from any such conversion, sale, merger, consolidation or transfer to which it is a party, will shall be and become successor Escrow Agent hereunder and vested with all the trusts, powers, discretions, immunities, privileges and all other matters as was its predecessor, without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrary notwithstanding. Except as otherwise provided herein, no assignment or attempted assignment of this Escrow Agreement or any interest hereunder will shall be effective without the written consent of ANPPRichemont, New DHC Xxxxxxx and the Escrow Agent. Except as otherwise expressly set forth herein and for the Indemnified Parties who are the beneficiaries of Section 5 of the Purchase Agreement, no person shall be, or be deemed to be, a third party beneficiary of this Escrow Agreement. Any assignment of rights or delegation of duties under tinder this Escrow Agreement by a party hereto without the prior written consent of the other parties hereto, if such consent is required hereby, will shall be void.