Common use of Binding Effect and Assignment Clause in Contracts

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 132 contracts

Samples: Parent Voting Agreement, Voting Agreement (Supervalu Inc), Stock Option Cancellation Agreement (Iridex Corp)

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Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 41 contracts

Samples: MCS Voting Agreement (Netiq Corp), Voting Agreement (Avanex Corp), Voting Agreement (Efficient Networks Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties (whether by operation of law or otherwise) without prior written consent of the other.

Appears in 40 contracts

Samples: Voting Agreement (Rocket Pharmaceuticals, Inc.), Voting Agreement (Renovacor, Inc.), Voting Agreement (Rocket Pharmaceuticals, Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party without the parties hereto may be assigned by either of the parties without prior written consent of the otherother Parties.

Appears in 28 contracts

Samples: Assignment and Assumption Agreement (USD Partners LP), Asset Purchase Agreement (Green Plains Inc.), Asset Purchase Agreement (Green Plains Partners LP)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the otherother party hereto.

Appears in 28 contracts

Samples: Merger Agreement (Pervasive Software Inc), Lock Up Agreement (Secure Computing Corp), Agreement and Plan of Reorganization (HMT Technology Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, ; but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the parties hereto may be assigned by either of the parties without prior written consent of the otherother party. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 26 contracts

Samples: Debt Forgiveness Agreement (Quotemedia Inc), Compensation Agreement (Quotemedia Inc), Debt Exchange Agreement (Quotemedia Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without the prior written consent of the otherothers.

Appears in 25 contracts

Samples: Americas Agreement and Plan (Capital Bancorp Inc), Agreement and Plan of Merger (Community Bank System, Inc.), Voting and Support Agreement (National Bank Holdings Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without the prior written consent of the other.

Appears in 24 contracts

Samples: Lock Up and Shareholder Agreement (One2one Living Corp), Lock Up and Shareholder Agreement (One2one Living Corp), Voting Agreement (Oak Technology Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other. Any purported assignment in violation of this Section shall be void.

Appears in 20 contracts

Samples: Agreement and Plan of Merger (Eclipsys Corp), Agreement and Plan of Merger (Eclipsys Corp), Agreement and Plan of Merger (Neoforma Com Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of party without the parties without prior written consent of the other.

Appears in 16 contracts

Samples: Voting Agreement (Trestle Holdings, Inc.), Voting Agreement (Ostex International Inc /Wa/), Voting Agreement (Morlex Inc /Co)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 16 contracts

Samples: Voting Agreement (Leventhal Mark S), Voting Agreement (Karkus Ted William), Voting Agreement (ProPhase Labs, Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the otherother parties.

Appears in 15 contracts

Samples: Agreement and Plan of Merger (Community Bank System, Inc.), Voting Agreement (Oneida Financial Corp.), Agreement and Plan of Merger (Wilber CORP)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations assigns of the parties hereto hereto; provided, however, that no assignment of any rights or delegation of any obligations provided for herein may be assigned made by either of any party without the parties without prior express written consent of the otherother parties.

Appears in 14 contracts

Samples: Agreement of Share Exchange (House of BODS Fitness, Inc.), Agreement of Share Exchange (House of BODS Fitness, Inc.), Agreement of Share Exchange and Purchase and Sale (New Pacific Ventures Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the otherothers. Nothing contained in this Agreement, express or implied, is intended to confer upon any person other than the parties hereto and their respective successors and permitted assigns any rights or remedies of any nature whatsoever by reason of this Agreement.

Appears in 12 contracts

Samples: Company Voting Agreement (Internet Commerce Corp), Parent Voting Agreement (Dataworld Solutions Inc), Voting Agreement (Santa Cruz Operation Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other. Any purported assignment in violation of this Section 6.2 shall be void.

Appears in 12 contracts

Samples: Voting and Tender Agreement, Voting Agreement (Barry R G Corp /Oh/), Voting Agreement (Rubios Restaurants Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided hereinin Section 9.2(f), neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties.

Appears in 11 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Archrock Partners, L.P.), Conveyance and Assumption Agreement, Contribution, Conveyance and Assumption Agreement (Exterran Holdings Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other.

Appears in 10 contracts

Samples: Noncompetition and Nonsolicitation Agreement (Palmsource Inc), Agreement and Plan of Reorganization (Cybercash Inc), Agreement and Plan of Merger (Corillian Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without the prior written consent of the otherother parties.

Appears in 9 contracts

Samples: Escrow Agreement (Primal Solutions Inc), Agreement and Plan of Reorganization (Netscape Communications Corp), Agreement and Plan of Merger (Adknowledge Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without the prior written consent of all of the otherother parties hereto.

Appears in 9 contracts

Samples: Voting Agreement (Red Mile Entertainment Inc), Voting Agreement (GigOptix, Inc.), Voting Agreement (Nextera Enterprises Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned or delegated by either of the parties without prior written consent of the other.

Appears in 9 contracts

Samples: www.sec.gov, Voting Agreement (Powerdsine LTD), Voting Undertaking (Saifun Semiconductors Ltd.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties party without prior written consent of the other.

Appears in 8 contracts

Samples: Voting Agreement, Voting Agreement (NewStar Financial, Inc.), Voting Agreement (Corsair Capital LLC)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the thc parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 8 contracts

Samples: Voting Agreement (Fairchild Corp), Voting Agreement (Fairchild Corp), Voting Agreement (Kaynar Technologies Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other.

Appears in 7 contracts

Samples: Tender and Voting Agreement (Hewlett Packard Co), Tender and Voting Agreement (Polycom Inc), Tender and Voting Agreement (Spectralink Corp)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the otherother party hereto.

Appears in 7 contracts

Samples: Agreement and Plan of Merger and Reorganization (Centra Software Inc), Employment Agreement (Digital Insight Corp), Agreement and Plan of Reorganization (Novell Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations assigns of the parties hereto hereto. No assignment of any rights or delegation of any obligations provided for herein may be assigned made by either of any party without the parties without prior express written consent of the otherother party.

Appears in 7 contracts

Samples: Venture Agreement (Cardiotech International Inc), Venture Agreement (Implant Sciences Corp), Investment Agreement (American Interactive Media Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the otherother parties. Any purported assignment in violation of this Section shall be void.

Appears in 7 contracts

Samples: Shareholder Agreement (Micron Technology Foundation Inc), Shareholder Agreement (Interland Inc), Mti Shareholder Agreement (Micron Technology Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither Neither this Agreement nor any of the rights, interests or obligations of the parties hereto hereunder may be assigned by either any of the parties hereto, in whole or in part (whether by operation of law or otherwise), without the prior written consent of the otherother parties hereto. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns. Any purported assignment in violation of the provisions of this Agreement shall be null and void ab initio.

Appears in 6 contracts

Samples: Support Agreement (Chindex International Inc), Support Agreement (Chindex International Inc), Support Agreement (Silverberg Elyse Beth)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, ; but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 6 contracts

Samples: Management Services Agreement (Amersin Life Sciences CORP), Agreement and Plan of Merger (Entegris Inc), Agreement and Plan of Merger (GSV Inc)

Binding Effect and Assignment. This Agreement and all of the The provisions hereof shall be binding upon and upon, inure to the benefit of and shall be enforceable by the parties hereto and their respective heirs, personal representatives, successors and permitted assigns, but, except as otherwise specifically provided herein, neither this . This Agreement nor any of the rights, interests or obligations of the parties hereto may not be assigned by either of without the parties without prior written consent of the otherparties hereto.

Appears in 6 contracts

Samples: Management Services Agreement (Sunair Electronics Inc), Advisory Services Agreement (Devcon International Corp), Management Services Agreement (Sunair Services Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, but except as otherwise specifically provided hereinprovided, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties hereto without the prior written consent of the other.

Appears in 5 contracts

Samples: Lock Up Agreement (International Alliance Services Inc), Lock Up Agreement (First Chesapeake Financial Corp), Lock Up Agreement (Alliance Holding Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the otherothers.

Appears in 5 contracts

Samples: Support Agreement, Support Agreement (Jacqueline Badger Mars Trust), Securityholder Agreement (Ameralia Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations of the parties hereto may hereunder shall be assigned or transferred, by either operation of law or otherwise, by any party hereto without the parties without prior written consent of each other party. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the otherparties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 5 contracts

Samples: Contribution Agreement, Personnel Services and Allocation Agreement (Williams Partners L.P.), Contribution Agreement (Williams Partners L.P.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, butprovided, except as otherwise specifically provided herein, that neither this Agreement nor any of the rights, interests benefits or obligations of the parties hereto may hereunder shall be assigned or transferred, by either operation of law or otherwise, by any Selling Party without the parties without prior written consent of the otherBuyer.

Appears in 5 contracts

Samples: Consulting Agreement (Lets Talk Cellular & Wireless Inc), Assumption and Consent Agreement (Lets Talk Cellular & Wireless Inc), Assumption and Consent Agreement (Lets Talk Cellular & Wireless Inc)

Binding Effect and Assignment. This The provisions of this Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but; PROVIDED THAT, except as otherwise specifically provided herein, neither no party to this Agreement nor may assign, delegate or otherwise transfer any of the rights, interests its rights or obligations of under this Agreement without the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties hereto.

Appears in 5 contracts

Samples: Form of Stockholder Agreement (Earthlink Inc), Stockholder Agreement (Softbank Corp), Stockholder Agreement (Peoplepc Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the otherother parties.

Appears in 5 contracts

Samples: Tax Benefit Preservation Plan Exemption Agreement (AutoWeb, Inc.), Standstill and Voting Agreement (Autobytel Inc), Voting Agreement (MoSys, Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by operation of law or otherwise by either of the parties without prior written consent of the other.

Appears in 4 contracts

Samples: Voting Agreement (Limelight Networks, Inc.), Form of Stock Purchase Agreement (Limelight Networks, Inc.), Voting Agreement (Limelight Networks, Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties hereto without prior written consent of the otherother party hereto.

Appears in 4 contracts

Samples: Restricted Stock Repurchase Agreement (Actelis Networks Inc), Support Agreement (Resonate Inc), Stock Repurchase Agreement (Passave, Inc.)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties party without prior written consent of the other.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Parametric Technology Corp), Agreement and Plan of Reorganization (Computervision Corp /De/), Agreement and Plan of Reorganization (Softdesk Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither . Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto may be assigned hereto, in whole or in part (whether by either operation of Law or otherwise), without the parties without prior written consent of the otherother parties, and any attempt to make any such assignment without such consent shall be null and void.

Appears in 4 contracts

Samples: Voting Agreement ('Mktg, Inc.'), Voting Agreement ('Mktg, Inc.'), Agreement and Plan of Merger (Iomega Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations assigns of the parties hereto hereto: provided, however, that no assignment of any rights or delegation of any obligations provided for herein may be assigned made by either of any party without the parties without prior written express consent of the otherother parties.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Entrada Networks Inc), Stock Purchase Agreement (Entrada Networks Inc), And Restated Agreement and Plan of Merger (Entrada Networks Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.. 7.3

Appears in 4 contracts

Samples: Merger Agreement (Phoenix Technologies LTD), Merger Agreement (Metatools Inc), Merger Agreement (Hewlett Packard Co)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and upon, inure to the benefit of and be enforceable by, the parties hereto and their permitted assigns and their respective successors successors, heirs, agents, representatives, trust beneficiaries, attorneys, affiliates and associates and all of their respective predecessors, successors, permitted assigns, heirs, executors and administrators, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 4 contracts

Samples: Voting Agreement (Shamrock Holdings Inc), Voting Agreement (Paradigm Geophysical LTD), Voting Agreement (Paradigm Geophysical LTD)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other.

Appears in 4 contracts

Samples: Employment Agreement (Healthcentral Com), Voting Agreement (CBT Group PLC), International Integration Incorporated Voting Agreement (Razorfish Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other. Any purported assignment in violation of this Section 6 shall be void.

Appears in 4 contracts

Samples: Voting Agreement (Onstream Media CORP), Voting Agreement (Narrowstep Inc), Voting Agreement (Narrowstep Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party without the parties hereto may be assigned by either of the parties without prior written consent of the other.other Parties. 

Appears in 4 contracts

Samples: Asset Purchase Agreement (Green Plains Inc.), Asset Purchase Agreement (Green Plains Partners LP), Asset Purchase Agreement (Green Plains Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of without the parties without prior written consent of the othereach other party hereto.

Appears in 3 contracts

Samples: Voting Agreement (Nymagic Inc), Voting Agreement (Nymagic Inc), Voting Agreement (Nymagic Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations of the parties hereto may hereunder shall be assigned or transferred, by either operation of law or otherwise, by a party hereto without the parties without prior written consent of the otherother party. Except as provided in Article 5 and Article 6, nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 3 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Sanchez Energy Corp), Contribution, Conveyance and Assumption Agreement (Sanchez Energy Corp), Contribution, Conveyance and Assumption Agreement (Sanchez Energy Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations assigns of the parties hereto hereto; provided, however, that no assignment of any rights or delegation of any obligations provided for herein may be assigned made by either of any party without the parties without prior written express consent of the otherother parties.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Intermountain Refining Co Inc), Stock Purchase Agreement (Intermountain Refining Co Inc), Stock Purchase Agreement (Unico Inc /Nm/)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other. Nothing contained in this Agreement, express or implied, is intended to confer upon any person other than the parties hereto and their respective successors and permitted assigns any rights or remedies of any nature whatsoever by reason of this Agreement.

Appears in 3 contracts

Samples: Company Voting Agreement (Critical Path Inc), Company Voting Agreement (Critical Path Inc), Company Voting Agreement (Isocor)

Binding Effect and Assignment. This Agreement and all of ----------------------------- the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties party without prior written consent of the other.

Appears in 3 contracts

Samples: CKS Voting Agreement (Usweb Corp), CKS Voting Agreement (Usweb Corp), CKS Voting Agreement (CKS Group Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the other.prior

Appears in 3 contracts

Samples: Voting Agreement (Caldera Systems Inc), Voting Agreement (Santa Cruz Operation Inc), Exhibit 2 Voting Agreement (Santa Cruz Operation Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors successors, heirs, personal representatives and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties hereto without prior written consent of the other.

Appears in 3 contracts

Samples: Employment and Non Competition Agreement (Utstarcom Inc), Employment and Non Competition Agreement (Utstarcom Inc), Employment and Non Competition Agreement (Utstarcom Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except Except as otherwise specifically provided hereinin Section 2, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto may be assigned (whether by either operation of Law or otherwise) without the parties without prior written consent of the otherother parties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective permitted successors and assigns. Any assignment in violation of this Section 12.2 shall be void.

Appears in 3 contracts

Samples: Support Agreement (Blackstone Holdings II L.P.), Support Agreement (Unitedhealth Group Inc), Support Agreement (Wyndham Worldwide Corp)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other. Any purported assignment in violation of this Section shall be void.

Appears in 3 contracts

Samples: Voting Agreement (Verisign Inc/Ca), Voting Agreement (Verisign Inc/Ca), Voting Agreement (Verisign Inc/Ca)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors representatives, successors, and permitted assigns; provided, buthowever, except that this provision shall not be construed as otherwise specifically provided hereinpermitting assignment, neither this Agreement nor any substitution, delegation, or other transfer of the rights, interests rights or obligations of the parties hereto may be assigned by either of party except upon the parties without prior written consent of the otherboth parties hereto.

Appears in 3 contracts

Samples: Coaching and Strategic Agreement (Lsi Communications Inc), Coaching and Strategic Agreement (Lsi Communications Inc), Coaching and Strategic Agreement (Lsi Communications Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be enforceable by each of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this . This Agreement nor any of the rights, interests or obligations of the parties hereto may not be assigned by either of party without the parties without prior written consent of the otherother party.

Appears in 3 contracts

Samples: Reorganization Agreement (Sanchez Computer Associates Inc), Stock Exchange Agreement (Incubatethis Inc), Stock Exchange Agreement (Incubatethis Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations assigns of the parties hereto hereto; provided, however, that no voluntary assignment of any rights or delegation of any obligations provided for herein may be assigned made by either of any party without the parties without prior express written consent of the other.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Xeta Technologies Inc), Stock Purchase Agreement (Xeta Technologies Inc), Stock Purchase Agreement (Xeta Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party without the parties hereto may be assigned by either of the parties without prior written consent of the otherother Parties hereto.

Appears in 3 contracts

Samples: Contribution Agreement (Delek US Holdings, Inc.), Contribution Agreement (Delek Logistics Partners, LP), Contribution Agreement (Noble Midstream Partners LP)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of party without the parties without prior written consent of the otherother party.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (United Financial Mortgage Corp), Voting Agreement (Atlantic Bank of New York), Voting Agreement (Yonkers Financial Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties Parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties Parties hereto may be assigned by either of the parties Parties without the prior written consent of the other.

Appears in 3 contracts

Samples: Voting Agreement (Costa Brava Partnership III LP), Voting Agreement (Techteam Global Inc), Voting Agreement (Emancipation Capital)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party without the parties hereto may be assigned by either of the parties without prior written consent of the otherother Party.

Appears in 3 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Yangtze River Development LTD), Contribution, Conveyance and Assumption Agreement, Contribution, Conveyance and Assumption Agreement (EnLink Midstream Partners, LP)

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Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, ; but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party without the parties hereto may be assigned by either of the parties without prior written consent of the otherother Party.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Watsco Inc), Purchase and Contribution Agreement (Watsco Inc), Purchase and Contribution Agreement (Watsco Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither . No party may assign any obligation under this Agreement nor any of except with the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 3 contracts

Samples: Share Purchase Agreement (G Iii Apparel Group LTD /De/), Share Purchase Agreement (G Iii Apparel Group LTD /De/), Share Purchase Agreement (G Iii Apparel Group LTD /De/)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties.

Appears in 3 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Exterran Holdings Inc.), Conveyance and Assumption Agreement (Universal Compression Partners, L.P.), Contribution, Conveyance and Assumption Agreement (Exterran Partners, L.P.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither . Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto may be assigned hereto, in whole or in part (whether by either operation of law or otherwise), without the parties without prior written consent of the otherother party, and any attempt to make any such assignment without such consent shall be null and void.

Appears in 3 contracts

Samples: Voting Agreement (Tang Capital Partners Lp), Voting Agreement (Ardea Biosciences, Inc./De), Voting Agreement (Baker Julian)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto, their respective permitted successors and assigns. This Agreement shall not be assignable by either party hereto without the written consent of the other party hereto. Nothing in this Agreement, express or implied, is intended to confer upon any person other than the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests benefits or obligations of hereunder. No person other than the parties hereto may be assigned by either is an intended beneficiary of the parties without prior written consent of the otherthis Agreement or any portion hereof.

Appears in 3 contracts

Samples: Acquisition Agreement (First Community Bank Corp of America), Agreement and Plan of Merger (FCStone Group, Inc.), Support Agreement (International Assets Holding Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be binding upon the parties hereto and their respective successors legal representatives and permitted assigns, but, except as otherwise specifically provided herein, neither this successors. This Agreement nor any of the rights, interests or obligations of the parties hereto may not be assigned by either of the parties without prior written consent of the otherany party hereto.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Bull Run Corp), Separation and Distribution Agreement (Gray Television Inc), Separation and Distribution Agreement (Triple Crown Media, Inc.)

Binding Effect and Assignment. This Agreement and all of the provisions hereof and thereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and successors, permitted assigns, butliquidators, except as otherwise specifically provided hereinreceivers, special managers, trustees and other court appointed officers but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 3 contracts

Samples: Voting Agreement (Syneron Medical Ltd.), Voting Agreement (Dovrat Shlomo), Voting Agreement (XT Holdings Ltd.)

Binding Effect and Assignment. This Agreement and all of Except as expressly permitted by the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided hereinterms hereof, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may hereunder shall be assigned by either of the parties Parties without the prior express written consent of the otherother Party.

Appears in 3 contracts

Samples: Support Agreement (Microsemi Corp), Support Agreement (Zarlink Semiconductor Inc), Support Agreement (OSISKO MINING Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except Except as otherwise specifically provided hereinin Section 2, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto may be assigned (whether by either operation of Law or otherwise) without the parties without prior written consent of the otherother parties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective permitted successors and assigns. Any assignment in violation of this Section 15.2 shall be void.

Appears in 3 contracts

Samples: Support Agreement, Support Agreement (NXP Semiconductors N.V.), Support Agreement (Freescale Semiconductor, Ltd.)

Binding Effect and Assignment. This Support Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Support Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 3 contracts

Samples: Support Agreement (Adamis Pharmaceuticals Corp), Support Agreement (Adamis Pharmaceuticals Corp), Support Agreement (Adamis Pharmaceuticals Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of of, and be binding upon, the parties hereto and their respective successors heirs, executors, administrators, legal representatives and permitted assigns. This Agreement, butand the rights and obligations created hereunder, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests may not be transferred or obligations of the parties hereto may be assigned by either of any party without the parties without prior written consent of the otherother parties.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kitty Hawk Inc), Option Agreement (K2 Vc LTD)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests interest or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other.

Appears in 2 contracts

Samples: Visio Voting Agreement (Microsoft Corp), Visio Voting Agreement (Microsoft Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither either this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.. 7.3

Appears in 2 contracts

Samples: Agreement (Rational Software Corp), Voting Agreement (Truevision Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assignsassigns and any person or entity to which record or beneficial ownership of such Shares or New Shares shall pass, whether by operation of law or otherwise, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the otherparties.

Appears in 2 contracts

Samples: Voting Agreement (Precision Auto Care Inc), Voting Agreement (Precision Auto Care Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither . Neither this Agreement nor any of the rights, interests or obligations of the parties hereto may hereunder shall be assigned by either of the parties hereto, in whole or in part (whether by operation of Law or otherwise), without the prior written consent of the otherother party, and any attempt to make any such assignment without such consent shall be null and void.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sciele Pharma, Inc.), Tender and Voting Agreement (Sciele Pharma, Inc.)

Binding Effect and Assignment. This The provisions of this Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but; provided that, except as otherwise specifically provided herein, neither no party to this Agreement nor may assign, delegate or otherwise transfer any of the rights, interests its rights or obligations of under this Agreement without the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties hereto.

Appears in 2 contracts

Samples: Stockholder Agreement (Dset Corp), Stockholder Agreement (Ne Technologies Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns, but, ; but except as otherwise specifically provided hereinin this Agreement, neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party without the parties hereto may be assigned by either of the parties without prior written consent of the otherother Party and in compliance with the Partnership Agreement.

Appears in 2 contracts

Samples: Partnership Interest Purchase and Sale Agreement (Tc Pipelines Lp), Partnership Interest Purchase and Sale Agreement (Northern Border Partners Lp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of of, and be binding upon, the parties hereto and their respective successors heirs, executors, administrators, legal representatives and permitted assigns. This Agreement, butand the rights and obligations created hereunder, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests may not be transferred or obligations of the parties hereto may be assigned by either of any party without the parties without prior written consent of the otherother parties.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hicks Thomas O), Agreement and Plan of Merger (Specialty Teleconstructors Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors successors, heirs, assigns and permitted assignslegal representatives, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without prior written consent of the otherothers.

Appears in 2 contracts

Samples: Voting Agreement (Practiceworks Inc), Voting Agreement (Eastman Kodak Co)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned or waived by either any of the parties without the prior written consent of the otherother parties.

Appears in 2 contracts

Samples: Voting Agreement (Island Pacific Inc), Voting Agreement (Island Pacific Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto Parties and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any Party or CNX without the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties hereto.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (CNX Midstream Partners LP), Purchase and Sale Agreement (CNX Resources Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure enure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither . Neither this Agreement nor any of the rights, interests rights hereunder or obligations under the Restructuring shall be assigned by any of the parties hereto may be assigned by either of without the parties without prior written consent of the otherother party hereto.

Appears in 2 contracts

Samples: Restructuring Agreement (Mass Financial Corp.), Restructuring Agreement (KHD Humboldt Wedag International Ltd.)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without the prior written consent of the otherother parties.

Appears in 2 contracts

Samples: Support Agreement (Airgate PCS Inc /De/), Support Agreement (Ipcs Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of any party without the parties without prior written consent of the otherothers.

Appears in 2 contracts

Samples: Clark Principal Share Purchase and Voting Agreement (Allen Systems Group Inc), Principal Share Purchase and Voting Agreement (Allen Systems Group Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, neither . Neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto prior to the parties hereto may be assigned by either of Closing without the parties without prior written consent of the otherother party. Except as expressly provided herein, nothing in this Agreement is intended to confer upon any Person other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Williams Companies Inc), Membership Interest Purchase Agreement (Williams Companies Inc)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either any of the parties without the prior written consent of the other.

Appears in 2 contracts

Samples: Exhibit 2 Voting Agreement (Borland International Inc /De/), Voting Agreement (Visigenic Software Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties Parties hereto and their respective successors and permitted assigns. Neither this Agreement, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests privileges, duties or obligations of the parties hereto Parties hereto, may be assigned or delegated by either any Party unless such assignment or delegation is consented to by the other Parties in writing and the transferor assumes all obligations hereunder of the parties without prior written consent of the othertransferring Party.

Appears in 2 contracts

Samples: Broker User Agreement, Agent User Agreement

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests interest or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other.

Appears in 2 contracts

Samples: Shareholder Agreement (Microsoft Corp), Shareholder Agreement (Microsoft Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the other. Any purported assignment in violation of this Section shall be void.

Appears in 2 contracts

Samples: Voting Agreement (Primus Knowledge Solutions Inc), Voting Agreement (Persistence Software Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.neither

Appears in 2 contracts

Samples: Escrow Agreement (Vantive Corp), Company Voting Agreement (Wilfam Lp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the otherother parties. Any purported assignment in violation of this Section shall be void.

Appears in 2 contracts

Samples: Irrevocable Proxy Agreement (Abu-Ghazaleh Mohammad), Voting Agreement (Fresh Del Monte Produce Inc)

Binding Effect and Assignment. This The terms of this Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted successors, assigns, butand legal representatives, except as otherwise specifically provided herein, neither this Agreement nor including any successor owner of the Property; provided, however, that neither party hereto may assign any rights, interests powers, duties, or obligations of hereunder without the parties hereto may be assigned by either of the parties without prior written consent of the other.other party. Member Signature:

Appears in 2 contracts

Samples: garfieldwsc.com, garfieldwsc.com

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns; provided, buthowever, that except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of any party hereto without the parties without prior written consent of the otherother parties hereto.

Appears in 2 contracts

Samples: Voting Agreement (Igi Inc), Voting Agreement (Igi Inc)

Binding Effect and Assignment. This Agreement and all of ----------------------------- the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mpath Interactive Inc/Ca), Agreement and Plan of Merger (Mpath Interactive Inc/Ca)

Binding Effect and Assignment. This Letter Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, ; but neither this Letter Agreement nor any of the rights, interests benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the parties hereto may be assigned by either of the parties without prior written consent of the otherother party. Nothing in this Letter Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 2 contracts

Samples: Letter Agreement (Continucare Corp), Letter Agreement (Continucare Corp)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon on and inure shall enure to the benefit of the parties hereto Parties and their respective successors and permitted assigns, but, except . Except as otherwise specifically provided hereinexpressly permitted by the terms hereof, neither this Agreement nor any of the rights, interests or obligations of the parties hereto hereunder may be assigned by either of the parties Parties without the prior written consent of the other.other Party. Notwithstanding this Section 8.4, Parent may, without the prior written consent of E&C, assign all or any part of its rights under this Agreement:

Appears in 2 contracts

Samples: Arrangement Agreement (Elephant & Castle Group Inc), Arrangement Agreement (Sexton Roger)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, but, except as otherwise specifically provided herein, but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the other; provided, that Parent may assign any of their rights and obligations hereunder, in whole or in part, to any Affiliate or Subsidiary of Parent without obtaining the consent of the Shareholder.

Appears in 2 contracts

Samples: Form of Voting Agreement (Corel Corp), Voting Agreement (Intervideo Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns, but, except as otherwise specifically provided herein, neither this . This Agreement nor any of the rights, interests or obligations of the parties hereto may shall not be assigned assignable by either of party hereto without the parties without prior written consent of the otherother party hereto. Nothing in this Agreement, express or implied, is intended to confer upon any person other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.

Appears in 2 contracts

Samples: Assumption Agreement (Enterprise Products Partners L P), Merger Agreement (Enterprise Products Partners L P)

Binding Effect and Assignment. This Agreement and all of the ----------------------------- provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assignssuccessors, but, except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by either of the parties without prior written consent of the otherparties.

Appears in 2 contracts

Samples: Shareholder Agreement (Digital Island Inc), Shareholder Agreement (Digital Island Inc)

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