Binding Effect; Assignability; Third-Party Beneficiaries Sample Clauses
Binding Effect; Assignability; Third-Party Beneficiaries. (a) This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. The Administrative Agent and the Collateral Agent, for the benefit of the Secured Parties, are intended by the parties hereto to be third-party beneficiaries of this Agreement.
(b) Notwithstanding anything to the contrary contained herein, this Agreement may not be assigned by the Purchaser or the Seller except as permitted by this Section 10.10 or the Credit Agreement. Simultaneously with the execution and delivery of this Agreement, the Purchaser will collaterally assign all of its right, title and interest in this Agreement to the Collateral Agent, for the benefit of the Secured Parties, to which collateral assignment the Seller hereby expressly consents. After the occurrence and during the continuance of an Event of Default, the Collateral Agent, for the benefit of the Secured Parties, under the Credit Agreement upon such collateral assignment may enforce the provisions of this Agreement, exercise the rights of the Purchaser and enforce the obligations of the Seller hereunder without joinder of the Purchaser.
Binding Effect; Assignability; Third-Party Beneficiaries. (a) This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors, legal representatives and permitted assigns. Any Shareholder that ceases to beneficially own any Company Securities shall cease to be bound by the terms hereof (other than (i) the provisions of Section 3.4 (Transfer Restrictions), 3.6 (Indemnification by the Company), 3.7 (Indemnification by Participating Shareholders), 3.8 (Conduct of Indemnification Proceedings), 3.9 (Contribution) and 3.11 (Other Indemnification; Third-Party Beneficiaries) applicable to such Shareholder with respect to any offering of Registrable Securities completed before the date such Shareholder ceased to own any Company Securities and (ii) this ARTICLE V) (and the related definitions for each of the foregoing set forth in ARTICLE I).
(b) Neither this Agreement nor any right, remedy, obligation or liability arising hereunder or by reason hereof shall be assignable by any party hereto pursuant to any Transfer of Company Securities or otherwise without the prior written consent of the Company, provided that a Shareholder may assign or aggregate its rights and obligations under this Agreement among its Affiliates and Related Funds without any prior written consent.
(c) Nothing in this Agreement, expressed or implied, is intended to confer on any Person other than the parties hereto, and their respective heirs, successors, legal representatives and permitted assigns, any rights, remedies, obligations or liabilities under or by reason of this Agreement other than as expressly provided under this Agreement pursuant to
Binding Effect; Assignability; Third-Party Beneficiaries. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Notwithstanding anything to the contrary contained herein, this Agreement may not be assigned by the Purchaser or the Seller except as permitted by this Section 8.8. ‑ 14 ‑
Binding Effect; Assignability; Third-Party Beneficiaries a) This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. The Administrative Agent and the Collateral Agent, for the benefit of the Secured Parties, are intended by the parties hereto to be third-party beneficiaries of this Agreement.