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; provided, however, that Buyer shall not assign this Agreement or any of its rights hereunder to any other person or entity without the prior written consent of the Stockholder.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Ign Entertainment Inc), Voting Agreement (Ign Entertainment Inc), Voting Agreement (Great Hill Partners LLC)

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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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the Stockholderother. This Agreement is intended to bind each Shareholder as a shareholder of Seller only with respect to the specific matters set forth herein.

Appears in 4 contracts

Samples: Voting Agreement (Panda Project Inc), Voting Agreement (Panda Project Inc), Voting Agreement (Vantagepoint Venture Partners 1996)

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, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the Shareholder may be assigned by the Shareholder without the prior written consent of the StockholderXxxxx.

Appears in 4 contracts

Samples: Shareholder's Agreement (Keane Inc), Shareholder's Agreement (Metro Information Services Inc), Shareholder's Agreement (Keane 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; provided. Neither Seller nor the Shareholders, howeveron the one hand, that Buyer shall not nor Buyer, on the other, may assign any obligation under this Agreement or any of its rights hereunder to any other person or entity without except with the prior written consent of the Stockholderother party hereto.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Wire One Technologies Inc), Asset Purchase Agreement (Wire One Technologies Inc), Asset Purchase Agreement (Wire One 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; providedby operation of law, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights the rights, interests or obligations of Stockholder hereunder may be assigned to any other person or entity without the prior written consent of the StockholderCompany.

Appears in 3 contracts

Samples: Form of Parent Voting Agreement (Omniture, Inc.), Form of Parent Voting Agreement (Visual Sciences, Inc.), Form of Parent Voting Agreement (Visual Sciences, 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of Stockholder may be assigned by Stockholder without the prior written consent of Parent. This Agreement shall inure to the Stockholderbenefit of Parent and its successors and assigns.

Appears in 2 contracts

Samples: Non Compete and Non Solicitation Agreement (Transcend Services Inc), Non Compete and Non Solicitation Agreement (Nuance Communications, 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; provided, however, that Buyer shall not assign but neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the Stockholderother. The Stockholder may assign this Agreement in connection with a Transfer of Shares as permitted hereunder (provided that the transferee agrees in writing to be bound by the terms of this Agreement in accordance with Section 2(a)).

Appears in 2 contracts

Samples: Tender and Voting Agreement (Cognos Inc), Tender and Voting Agreement (Cognos 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; providedby operation of law, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights the rights, interests or obligations of Stockholder hereunder may be assigned to any other person or entity without the prior written consent of the StockholderParent.

Appears in 2 contracts

Samples: Company Voting Agreement (Visual Sciences, Inc.), Company Voting Agreement (Omniture, 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the Shareholder may be assigned by the Shareholder without the prior written consent of the StockholderPurchaser.

Appears in 2 contracts

Samples: Form of Voting Agreement (S&t Bancorp Inc), Agreement and Plan of Merger (Ibt Bancorp 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to the rights, interests or obligations of the parties hereto may be assigned by any other person or entity of the parties without the prior written consent of the Stockholderothers. This Agreement is intended to bind Stockholder as a Stockholder of Parent only with respect to the specific matters set forth herein.

Appears in 2 contracts

Samples: Shareholder Agreement (Digital Island Inc), Form of Voting Agreement (Sandpiper Networks 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; provided, however, that Buyer shall . This Agreement may not assign this Agreement or be assigned by any of its rights hereunder to any other person or entity party hereto without the prior written consent of the Stockholderother parties; provided, however, that the Purchaser may assign any or all of its rights under this Agreement to a wholly owned subsidiary.

Appears in 1 contract

Samples: Stock Purchase Agreement (Universal Technical Institute 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the Shareholder may he assigned by the Shareholder without the prior written consent of the StockholderParent.

Appears in 1 contract

Samples: Voting Agreement (Carrollton Bancorp)

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, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the Stockholderother. This Agreement is intended to bind Stockholder as a Stockholder of Company only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Stockholder Voting Agreement (Gasonics International 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 assignsassigns of the parties hereto; provided, however, that Buyer shall not assign this Agreement no assignment of any rights or delegation of any of its rights hereunder to any other person obligations provided for herein may be made by Omniflora, van Beek or entity the Stockholder without the prior express written consent of the StockholderPurchaser.

Appears in 1 contract

Samples: Stock Purchase Agreement (World Commerce Online Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and shall be binding upon the successors, assigns and representatives of the parties hereto and their respective successors and permitted assigns; provided, however, that Buyer hereto. This Agreement shall not assign this be assignable by Buyer except to an affiliate Buyer which assumes Buyer’s rights and obligations hereunder. This Agreement or any of its rights hereunder to any other person or entity shall not be assigned by Seller without the Buyer’s prior written consent of the Stockholderconsent.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Corning Natural Gas 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; provided, however, that Buyer shall not assign but neither this Agreement nor any of the rights, interests or obligations of the parties hereto may be assigned by the Company or any Shareholder (whether by operation of its rights hereunder to any other person law or entity otherwise) without the prior written consent of either such Shareholder or the StockholderCompany, as applicable.

Appears in 1 contract

Samples: Voting and Election Agreement (Advanced Emissions Solutions, 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations of the Stockholder may be assigned by the Stockholder (other than to any affiliate of the Stockholder or any affiliate of its rights hereunder a parent company of the Stockholder, provided that such affiliate specifically agrees in writing to any other person or entity be bound by the terms of this Agreement) without the prior written consent of the StockholderParent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nasdaq Stock Market 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 binding upon the parties hereto hereto, their directors, officers, assigns, agents, employees, and their respective successors and permitted assigns; provided, however, that Buyer successors-in-interest. The Purchaser shall not have the right to assign this Agreement or any of its rights hereunder to any other person or entity without the prior written consent of the StockholderBroker.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Rand Logistics, Inc.)

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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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the Stockholderother. This Agreement is intended to bind each Shareholder solely as a securityholder of Seller only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Escrow Agreement (Driversshield Com Corp)

Binding Effect and Assignment. This Agreement is binding and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and hereto, their respective personal representatives, successors and permitted assigns; provided, however, that Buyer shall not assign this Agreement or any may not be assigned by the Buyer without the Seller's prior written consent, and no such assignment shall relieve the Buyer of its rights hereunder to any other person or entity without the prior written consent of the Stockholderobligations hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Ifs International 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, in the case of a Shareholder, his or her personal representatives or estates; provided, however, that Buyer shall not assign that, except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of a Shareholder may be assigned by such Shareholder without the prior written consent of the StockholderParent.

Appears in 1 contract

Samples: Shareholder Agreement (Fidelity National Financial Inc /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 successors and permitted assigns; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto ay be assigned by either of the parties without the prior written consent of the Stockholderother. This Agreement is intended to bind the Stockholder solely as a securityholder of Parent only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Voting Agreement (Movie Star Inc /Ny/)

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, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to the rights, interests or obligations of the parties hereto may be assigned by any other person or entity of the parties without the prior written consent of the Stockholderothers. This Agreement is intended to bind Shareholder as a Shareholder of Company only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Form of Shareholder Agreement (Sandpiper 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the Stockholderother. This Agreement is intended to bind Shareholder as a shareholder of the Company only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Investor Agreement (Sybase 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder the rights, interests or obligations of Stockholder may be assigned to any other person or entity without the prior written consent of the StockholderCompany.

Appears in 1 contract

Samples: Form of Parent Voting Agreement (Juniper Networks Inc)

Binding Effect and Assignment. This Shareholder 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, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Shareholder Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the parties hereto may be assigned by either of the parties without the prior written consent of the Stockholderother. This Shareholder Agreement is intended to bind Shareholder as a shareholder of Target only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Uproar Inc)

Binding Effect and Assignment. This Agreement and all of the provisions hereof shall be binding with respect to the specific matters set forth herein and shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to any other person the rights, interests or entity obligations of the Stockholder may be assigned by the Stockholder without the prior written consent of the Stockholderothers.

Appears in 1 contract

Samples: Agreement (Amwest Insurance Group 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; provided, however, that Buyer shall . This Agreement may not assign this Agreement or be assigned by any of its rights hereunder to any other person or entity party hereto without the prior written consent of the Stockholderother parties; provided, however, that the Purchaser may assign any or all of its rights under this Agreement to a wholly owned direct or indirect subsidiary.

Appears in 1 contract

Samples: Stock Purchase Agreement (Universal Technical Institute 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; provided, howeverbut, that Buyer shall not assign except as otherwise specifically provided herein, neither this Agreement or nor any of its rights hereunder to the rights, interests or obligations of the parties hereto may be assigned by any other person or entity of the parties without the prior written consent of the Stockholderothers. This Agreement is intended to bind Shareholder as a Shareholder of Company only with respect to the specific matters set forth herein.

Appears in 1 contract

Samples: Shareholder Agreement (Digital Island Inc)

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