Common use of Binding Effect; Assignment; Third-Party Beneficiaries Clause in Contracts

Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole or in part, in connection with any disposition or transfer of all or any portion of the Parent or the Purchaser or its business in any form of transaction without the consent of any of the other Parties. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement to any lender to the Parent or the Purchaser as collateral security without the consent of any of the other Parties. Except as provided in ARTICLE VI with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Lowell Farms Inc.), Asset Purchase Agreement

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Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole or in part, in connection with any disposition or transfer of all or any portion of the Parent or the Purchaser or its business in any form of transaction without the consent of any of the other Parties. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement to any lender to the Parent or the Purchaser as collateral security without the consent of any of the other Parties. Except as provided in Section 4.5(b)(i) with respect to underwriters entitled to enforce such provision and ARTICLE VI VII with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third third-party beneficiary rights in any Person.

Appears in 2 contracts

Samples: Purchase Agreement (Lowell Farms Inc.), Purchase Agreement

Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole Agreement to an Affiliate of Purchaser or in part, in connection with any disposition or transfer of all or any portion to an acquirer of the Parent Purchaser in a merger, asset sale or the sale of ownership interests, provided, however, any such assignment shall not relieve Purchaser or of its business in any form of transaction without the consent of any of the other Partiesobligations hereunder. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement to any lender to the Parent or the Purchaser Purchaser, as collateral security without the consent of any of the other Parties. Except as provided in ARTICLE VI VIII with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Kakarala Kartik), Asset Purchase Agreement (Smart Server, Inc)

Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole or in part, in connection with any disposition or transfer of all or any portion of Purchaser, the Parent Company or the Purchaser or its business their respective businesses in any form of transaction without the consent of any of the other Parties. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement to any lender to the Parent Purchaser, Medytox or the Purchaser Company as collateral security without the consent of any of the other Parties. No assignment by Purchaser, without the consent of the other Parties, shall relieve the Purchaser of any of its obligations under this Agreement. Except as provided in ARTICLE VI VII with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person.

Appears in 1 contract

Samples: Stock Purchase Agreement (Medytox Solutions, Inc.)

Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole or in part, in connection with any disposition or transfer of all or any portion of Parent, the Parent Company, Wholesale Holdings or the Purchaser or its business their respective businesses in any form of transaction without the consent of any of the other Parties. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement and the Escrow Agreement to any lender to the Parent Parent, Wholesale Holdings or the Purchaser Company as collateral security without the consent of any of the other Parties. Except as provided in ARTICLE VI VII with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person.

Appears in 1 contract

Samples: Merger Agreement (RumbleON, Inc.)

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Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole or in part, in connection with any disposition or transfer of all or any portion of Purchaser, the Parent Company or the Purchaser Company’s Subsidiaries or its business their respective businesses in any form of transaction without the consent of any of the other Parties. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement to any lender to Purchaser, the Parent Company or any of the Purchaser Company’s Subsidiaries as collateral security without the consent of any of the other Parties. Except as provided in ARTICLE VI VII with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fresh Del Monte Produce Inc)

Binding Effect; Assignment; Third-Party Beneficiaries. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns; provided, however, that no Party may assign its rights and/or obligations hereunder without the consent of the other Parties. Notwithstanding the foregoing, the Parent or the Purchaser may assign its rights and obligations pursuant to this Agreement, in whole or in part, in connection with any disposition or transfer of all or any portion of Purchaser, the Parent Company or the Purchaser or its business their respective businesses in any form of transaction without the consent of any of the other Parties. In addition, the Parent or the Purchaser may assign any or all of its rights pursuant to this Agreement to any lender to the Parent Purchaser, Rennova or the Purchaser Company as collateral security without the consent of any of the other Parties. No assignment by Purchaser, without the consent of the other Parties, shall relieve the Purchaser of any of its obligations under this Agreement. Except as provided in ARTICLE VI this Agreement with respect to Persons entitled to indemnification thereunder, nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person.

Appears in 1 contract

Samples: Stock Purchase Agreement (Rennova Health, Inc.)

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