Binding Effect; Assignment; No Third-Party Rights Clause Samples

Binding Effect; Assignment; No Third-Party Rights. This Agreement shall be binding upon and shall inure to the benefit of, and be enforceable by, the Parties and their permitted successors and assigns. This Agreement may not be assigned by any Party without the prior written consent of the other Parties. Nothing herein is intended to, nor shall it, create any rights in any Person other than the Parties and their respective successors and assigns.

Binding Effect; Assignment; No Third-Party Rights. This Agreement shall be binding upon and inure to the benefit of Buyer, the Company and Sellers, their respective representatives, successors, and permitted assigns; provided, however, that no party may assign his, her, or its rights or obligations under this Agreement without the prior written consent of the other parties. Nothing expressed or referred to in this Agreement shall be construed to give any person other than the parties to this Agreement any legal or equitable right, remedy, or claim under or with respect to this Agreement or any provision of this Agreement, except such rights as shall inure to a successor or permitted assignee pursuant to this Section 11.4.

Binding Effect; Assignment; No Third-Party Rights. This Agreement shall be binding upon and shall inure to the benefit of, and be enforceable by, the Parties and their permitted successors and assigns. This Agreement may not be assigned by any Party without the prior written consent of the other Parties; provided that Buyer may (i) assign any or all of its rights and interests hereunder to one or more of its Affiliates, (ii) designate one or more of its Affiliates to perform its obligations hereunder (in any or all of which cases Buyer nonetheless shall remain responsible for the performance of all of its obligations hereunder), or (iii) assign any or all of its rights and interest hereunder to a purchaser or assignee of all or substantially all of Buyer's assets or business. Except as set forth in Section 7.06, nothing herein is intended to, nor shall it, create any rights in any Person other than the Parties and their respective successors and assigns.

Binding Effect; Assignment; No Third-Party Rights. This Agreement shall be binding upon and shall inure to the benefit of, and be enforceable by, the Parties and their permitted successors and assigns. 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, except that neither this Agreement nor any of the rights, interests or obligations hereunder may be assigned or delegated by Seller or TVM without the prior written consent of Buyer. Buyer may not assign in whole or in part its rights and obligations pursuant to this Agreement and all other agreements, documents and instruments executed or delivered in connection herewith; provided, however, that (a) Buyer may, in its sole discretion, direct Seller to convey the Acquired Assets, in whole or in part, to one or more of its Affiliates and (b) Buyer may assign this Agreement, all other agreements, documents and instruments executed or delivered in connection herewith, and its rights and obligations hereunder and thereunder in connection with a merger or consolidation involving Buyer or in connection with a sale of stock (or other ownership interests) or assets of Buyer or other disposition of all or any portion of the Acquired Assets; provided, however, that no such assignment will relieve Buyer of its obligations hereunder. Buyer may assign any or all of its rights pursuant to this Agreement, including their rights to indemnification, and all other agreements, documents and instruments executed or delivered in connection herewith, to any of its lenders as collateral security. Except as set forth in Section 7.05, nothing herein is intended to, nor shall it, create any rights in any Person other than the Parties and their respective successors and assigns.

Binding Effect; Assignment; No Third-Party Rights. Entire Agreement * 8.03 Headings * 8.04 Notices *

Binding Effect; Assignment; No Third-Party Rights. Prior to Closing, neither party may assign any of its rights under this Agreement without the prior consent of the other parties, which will not be unreasonably withheld, except that Purchaser may assign any of its rights under this Agreement to any direct or indirect subsidiary of Purchaser or Vitec Group plc. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon, and inure to the benefit of the successors and permitted assigns of the parties. Nothing expressed or referred to in this Agreement will be construed to give any Person other than the parties to this Agreement any legal or equitable right, remedy, or Claim under or with respect to this Agreement or any provision of this Agreement. This Agreement and all of its provisions and conditions are for the sole and exclusive benefit of the parties to this Agreement and their successors and assigns.