Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 28 contracts
Samples: Purchase Agreement (Crixus BH3 Acquisition Co), Subscription Agreement (ScanTech AI Systems Inc.), Subscription Agreement (ScanTech AI Systems Inc.)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Company, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 28 contracts
Samples: Agreement and Plan of Merger (SANUWAVE Health, Inc.), Agreement and Plan of Merger (SEP Acquisition Corp.), Share Purchase Agreement (MingZhu Logistics Holdings LTD)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 25 contracts
Samples: Subscription Agreement (Catcha Investment Corp), Loan and Transfer Agreement (TortoiseEcofin Acquisition Corp. III), Loan and Transfer Agreement (TortoiseEcofin Acquisition Corp. III)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Company (and after the Closing, the Purchaser Representative and the Seller Representative), and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 22 contracts
Samples: Agreement and Plan of Merger (Global Blockchain Acquisition Corp.), Agreement and Plan of Merger (Deep Medicine Acquisition Corp.), Agreement and Plan of Merger (Pono Capital Two, Inc.)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Seller, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 19 contracts
Samples: Share Purchase Agreement (Akso Health Group), Share Purchase Agreement (Paranovus Entertainment Technology Ltd.), Share Purchase Agreement (Color Star Technology Co., Ltd.)
Binding Effect; 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. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto prior to the Effective Time without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties hereto.
Appears in 18 contracts
Samples: Indemnity Agreement (Ennis, Inc.), Agreement and Plan of Merger (Safenet Inc), Agreement and Plan of Merger (Sl Industries Inc)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 17 contracts
Samples: Share Exchange Agreement (Plasma Innovative Inc.), Share Exchange Agreement (Wu Ba Superior Products Holding Group Inc.), Share Exchange Agreement (China Teletech Holding Inc)
Binding Effect; 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 permitted successors and permitted assigns. This No Party to this Agreement shall not be assigned may assign or delegate, by operation of law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other PartiesParty to this Agreement, and which any such Party may withhold in its absolute discretion. Any purported assignment without such consent prior written consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 16 contracts
Samples: Settlement and Mutual Release Agreement (AnPac Bio-Medical Science Co., Ltd.), Restructuring Agreement (Eight Dragons Co.), Stock Redemption Agreement (Boly Group Holdings Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be is binding upon and inure upon, inures to the benefit of and is enforceable by and against the Parties and their respective heirs, personal representatives, successors and permitted assigns. This Neither this Agreement shall not nor any of the rights, interests or obligations under this Agreement may be transferred or assigned by operation any of law or otherwise the Parties without the prior written consent of the other Parties, Parties and any attempted assignment without such consent shall be null and in violation of this provision is void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 14 contracts
Samples: Exchange Agreement (SoOum Corp.), Exchange Agreement (SoOum Corp.), Restricted Stock Purchase Agreement (Authentic Teas Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned assigned, directly or indirectly, including by operation of law or otherwise law, by any Party without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 11 contracts
Samples: Membership Interest Purchase Agreement (INVO Bioscience, Inc.), Asset Purchase Agreement (INVO Bioscience, Inc.), Agreement and Plan of Merger (Oaktree Acquisition Corp.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned assigned, directly or indirectly, including by operation of law or otherwise law, by any party hereto without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparty hereto.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (CIIG Capital Partners II, Inc.), Director Nomination Agreement (GS Acquisition Holdings Corp II), Director Nomination Agreement (Zapp Electric Vehicles Group LTD)
Binding Effect; Assignment. This Agreement and all All of the provisions hereof shall be terms, covenants, representations, warranties and conditions of this Agreement are binding upon upon, and inure to the benefit of and are enforceable by, the Parties parties and their respective successors successors, representatives and permitted assigns. This No party to this Agreement shall not be assigned may assign this Agreement, by operation of law or otherwise otherwise, in whole or in part, without the prior written consent of the other Partiesparties, and any purported assignment without such consent made or attempted in violation of this Section shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Equity Bancshares Inc), Agreement and Plan of Reorganization (Equity Bancshares Inc), Agreement and Plan of Reorganization (First Financial Bankshares Inc)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and parties hereto, their respective heirs, administrators, successors and permitted assigns. This Agreement shall not be assigned by operation of law Except as otherwise provided in this Agreement, no party may assign or otherwise transfer its interests herein, or delegate its duties hereunder, without the prior written consent of the other Parties, and any party. Any assignment without such consent or delegation of duties in violation of this provision shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 10 contracts
Samples: Restricted Stock Unit Agreement (BurgerFi International, Inc.), Award Agreement (BurgerFi International, Inc.), Employment Agreement (BurgerFi International, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon on, and shall inure to the benefit of of, the Parties parties to it and their respective successors and permitted assigns. This Agreement shall ; provided, however, that Recipient may not be assigned by operation assign any of law or otherwise without the prior written consent of the other Partiesits rights under this Agreement, and any such purported assignment without such consent shall be null null, void and void; provided that of no such assignment shall relieve the assigning Party of its obligations hereundereffect.
Appears in 9 contracts
Samples: Aircraft Time Sharing Agreement (Las Vegas Sands Corp), Aircraft Cost Sharing Agreement (Las Vegas Sands Corp), Aircraft Cost Allocation Agreement (Las Vegas Sands Corp)
Binding Effect; 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 permitted successors and permitted assigns. This Agreement and the rights and obligations hereunder shall not be assigned assignable or transferable by any of the parties, in whole or in part (including by operation of law or otherwise law), without the prior written consent of the other Partiesparties hereto, and which any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of party may withhold in its obligations hereunderabsolute discretion.
Appears in 9 contracts
Samples: Asset Purchase Agreement (Digital Media Solutions, Inc.), Asset Purchase Agreement (Digital Media Solutions, Inc.), Lock Up Agreement (Khosla Ventures Acquisition Co. II)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned assigned, directly or indirectly, including, without limitation, by operation of law or otherwise law, by any party hereto without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties hereto.
Appears in 9 contracts
Samples: Contribution Agreement (Nextvenue Inc), Agreement and Plan of Merger (Billing Concepts Corp), Stock Purchase Agreement (PRT Group Inc)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser, the Parent and the Company, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 7 contracts
Samples: Share Exchange Agreement (Planet Green Holdings Corp.), Share Exchange Agreement (Planet Green Holdings Corp.), Share Exchange Agreement (Planet Green Holdings Corp.)
Binding Effect; 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 and their respective successors and permitted assigns. This Neither Party may assign this Agreement or any rights or obligations hereunder, except for any assignment by such Party to a Subsidiary of such Party (which shall not be assigned relieve such Party of liability in the event of a default by operation of law or otherwise such Subsidiary), without the prior written consent of the other PartiesParty, and any such assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 7 contracts
Samples: Tax Matters Agreement (SecureWorks Corp), Shared Services Agreement, Tax Matters Agreement (SecureWorks Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This No Party may assign or delegate either this Agreement shall not be assigned or any of its rights, interests or obligations hereunder, by operation of law or otherwise otherwise, without the prior written consent approval of the other Parties, and any . Any purported assignment or delegation without such consent approval shall be null void and void; provided that of no such assignment shall relieve the assigning Party of its obligations hereundereffect.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Netrix Corp), Agreement and Plan of Merger (Openroute Networks Inc), Agreement and Plan of Merger (Destia Communications Inc)
Binding Effect; 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 administrators, successors and permitted assigns. This , but neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned or assignable by operation any of law or otherwise the parties hereto without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparty.
Appears in 7 contracts
Samples: Loan Modification Agreement (Compliance Systems Corp), Loan Agreement (PureSafe Water Systems, Inc.), Loan Agreement (PureSafe Water Systems, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective permitted successors and permitted assigns. This No party to this Agreement shall not be assigned may assign or delegate, by operation of law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other Partiesparties to this Agreement, and which any such party may withhold in its absolute discretion. Any purported assignment without such consent prior written consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Great Plains Holdings, Inc.), Acquisition Agreement (U.S. Silica Holdings, Inc.), Agreement and Plan of Merger (BioScrip, Inc.)
Binding Effect; 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. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto prior to the Effective Time, without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties hereto.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Fox & Hound Restaurant Group), Agreement and Plan of Merger (Fox Acquisition Co), Agreement and Plan of Merger (Fox & Hound Restaurant Group)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure insure to the benefit of the Parties parties and their respective successors and permitted assigns. This No assignment of this Agreement shall not or of any rights or obligations hereunder may be assigned made by the Company or the Purchaser (by operation of law or otherwise otherwise) without the prior written consent of the other Parties, parties hereto and any attempted assignment without such consent the required consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Xa, Inc.), Securities Purchase Agreement (Xa, Inc.), Securities Purchase Agreement (Xa, Inc.)
Binding Effect; Assignment. This Agreement and all of the terms and provisions hereof shall be binding upon upon, and inure to the benefit of of, the Parties parties hereto and their respective successors and permitted assigns. This , but, except as otherwise specifically provided herein, neither this Agreement shall not nor any of the rights, interests or obligations of any party hereof may be assigned to any other Person (other than to Merger Sub by operation of law or otherwise Parent) without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties hereto.
Appears in 6 contracts
Samples: Voting Agreement (Nuance Communications, Inc.), Voting Agreement (Secure Computing Corp), Voting Agreement (McAfee, Inc.)
Binding Effect; Assignment. This Except as otherwise expressly provided in this Agreement, no party will assign this Agreement and all or any of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law its rights or otherwise obligations, in whole or in part, without the prior written consent of the other Partiesparties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve made or attempted in violation of this Section will be void and of no effect. Subject to the assigning Party foregoing, this Agreement will be binding upon and will inure to the benefit of its obligations hereunderthe parties and their respective successors and permitted assigns.
Appears in 6 contracts
Samples: Agreement and Plan of Reorganization (Investar Holding Corp), Agreement and Plan of Reorganization (Investar Holding Corp), Agreement and Plan of Reorganization (Business First Bancshares, Inc.)
Binding Effect; 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. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto prior to the Effective Time without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparty hereto.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Medallion Financial Corp), Agreement and Plan of Merger (Rotonics Manufacturing Inc/De), Agreement and Plan of Merger (Digital Biometrics Inc)
Binding Effect; Assignment. This (a) The provisions of 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 assigns permitted assigns. This Agreement shall not be assigned by operation of law hereby, except that neither Borrower nor any other Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except for the following (any other Parties, and attempted assignment or transfer by any assignment without such consent party hereto shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.):
Appears in 5 contracts
Samples: Loan Agreement (MGM Resorts International), Loan Agreement (MGM Resorts International), Loan Agreement (MGM Mirage)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, Purchaser and the Company and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 5 contracts
Samples: Contribution Agreement (EKIMAS Corp), Agreement and Plan of Merger (Kludein I Acquisition Corp), Stock Purchase Agreement (EKIMAS Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the respective Parties and their respective permitted successors and permitted assigns. This No Party may assign or delegate its rights or obligations under this Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other PartiesParty, and which consent may be withheld for any reason. Any purported assignment without such consent in violation of the foregoing shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 5 contracts
Samples: Partnership Interests Restructuring Agreement (Shell Midstream Partners, L.P.), Partnership Interests Restructuring Agreement (Phillips 66), Partnership Interests Restructuring Agreement (MPLX Lp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the respective Parties and their respective permitted successors and permitted assigns. This No Party may assign or delegate its rights or obligations under this Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other Parties, and which consent may be withheld for any reason. Any purported assignment without such consent in violation of the foregoing shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 5 contracts
Samples: Unit Purchase Agreement (Occidental Petroleum Corp /De/), Unit Purchase Agreement (Occidental Petroleum Corp /De/), Unit Purchase Agreement (Occidental Petroleum Corp /De/)
Binding Effect; Assignment. This Except as otherwise provided herein, the rights and obligations of this Agreement and all of the provisions hereof shall be binding upon bind and inure to the benefit of the Parties parties and their respective successors and permitted legal assigns. This The rights and obligations of this Agreement shall may not be assigned by operation any of law or otherwise the parties without the prior written consent of the other Parties, and any parties. Any assignment without such consent in violation of this Section 5.7 shall be null void and void; provided that of no such assignment shall relieve the assigning Party of its obligations hereunderforce or effect.
Appears in 5 contracts
Samples: Exchange Agreement (Broadway Financial Corp \De\), Exchange Agreement (CJA Private Equity Restructuring Master Fund I LP), Exchange Agreement (Broadway Financial Corp \De\)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties hereto and their respective permitted successors and permitted assigns. This Except as otherwise provided in this Agreement, this Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any . Any assignment without such consent shall be null and void; provided provided, that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 5 contracts
Samples: Out Agreement (MGO Global Inc.), Lock Up Agreement (GoGreen Investments Corp), Lock Up Agreement (GoGreen Investments Corp)
Binding Effect; 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 parties hereto and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto without the prior written consent of the other Partiesparty, and any purported assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Partiesparties hereto, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party party of its obligations hereunder.
Appears in 4 contracts
Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.), Lock Up Agreement (Intuitive Machines, Inc.), Lock Up Agreement (Intuitive Machines, Inc.)
Binding Effect; 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. This , but neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto without the prior written consent of the other Partiesparty, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party whether by operation of its obligations hereunderlaw or otherwise.
Appears in 4 contracts
Samples: Joint Venture Agreement (Western Country Clubs Inc), Joint Venture Agreement (Sterling House Corp), Joint Venture Agreement (New York Bagel Enterprises Inc)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Seller (and after the Closing, the Purchaser Representative and the Seller Representative), and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (Tingo, Inc.)
Binding Effect; Assignment. This All the terms, provisions, covenants and conditions of this Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be enforceable by the Parties parties hereto and their respective successors heirs and permitted assignssuccessors. This Agreement and the rights and obligations of the parties hereto shall not be assigned or delegated by operation of law or otherwise any party hereto without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties hereto.
Appears in 4 contracts
Samples: Stock Sale and Debt Cancellation Agreement (Ceco Environmental Corp), Stock Sale Agreement (Ceco Environmental Corp), Agreement and Plan of Reorganization (Ceco Environmental Corp)
Binding Effect; 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 permitted successors and permitted assigns. This Agreement shall and all of its obligations are personal to the parties hereto and may not be assigned by operation of law assigned, transferred or otherwise delegated at any time without the prior written consent of the other Partiesparties, and any assignment purported assignment, transfer or delegation without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereundervoid ab initio.
Appears in 4 contracts
Samples: Sponsor Voting Agreement (SEP Acquisition Corp.), Form of Voting Agreement (SANUWAVE Health, Inc.), Sponsor Voting Agreement (SANUWAVE Health, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto, and their respective representatives, successors and permitted assigns. This Agreement shall not be assigned assignable by operation of law or otherwise either party, without the prior express written consent of the other Partiesparty, and any assignment without such which consent shall not be null unreasonably withheld, including to a Person in which it has merged or which has otherwise succeeded to all or substantially all of such party’s business and void; provided that no such assignment shall relieve the assigning Party assets to which this Agreement pertains and which has assumed in writing or by operation of law its obligations hereunderunder this Agreement. Any attempted assignment in violation of this provision will be void.
Appears in 4 contracts
Samples: Product Purchase Agreement, Management and Product Purchase Agreement (Vmware, Inc.), Management and Product Purchase Agreement (Vmware, Inc.)
Binding Effect; Assignment. This Assumption and Joinder 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. This Neither this Assumption and Joinder Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation of law or otherwise any party hereto without the prior written consent of the other Parties, and any parties. Any assignment without such consent in violation of the preceding sentence shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 4 contracts
Samples: Assumption and Joinder Agreement (Expedia Group, Inc.), Assumption and Joinder Agreement (Liberty Expedia Holdings, Inc.), Assumption and Joinder Agreement (Liberty Expedia Holdings, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon upon, and inure to the benefit of of, the Parties parties hereto and their respective successors and permitted assigns. This Agreement shall , but may not be assigned by operation of law or otherwise one party without the prior written consent of the other Parties, and any parties. Any attempted assignment without such consent that does not comply with this Section 9 shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereundervoid ab initio.
Appears in 3 contracts
Samples: Intellectual Property Agreement (Stratex Networks Inc), Intellectual Property Agreement (Harris Corp /De/), Netboss Service Agreement (Harris Stratex Networks, Inc.)
Binding Effect; Assignment. This Neither this Agreement and all nor any of the provisions hereof rights, interests or obligations hereunder shall be assigned by any of the parties (whether by operation of law or otherwise) without the prior written consent of the other party. Subject to the preceding sentence, this Agreement will be binding upon and upon, inure to the benefit of and be enforceable by the Parties parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation Any purported assignment in violation of law or otherwise without the prior written consent of the other Parties, and any assignment without such consent this Section 12(a) shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ready Capital Corp), Voting Agreement (Sutherland REIT Holdings, LP), Voting Agreement (Broadmark Realty Capital Inc.)
Binding Effect; Assignment. This Agreement and all All of the terms and provisions hereof of this Agreement shall be binding upon and inure to the benefit of of, and be enforceable by the Parties parties hereto and their respective successors and permitted assigns. This Neither party shall assign its rights or obligations under this Agreement shall not be assigned (by operation of law or otherwise without otherwise) unless such party concurrently assigns its rights and obligations under the prior written consent of Separation Agreement to the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party same assignee of its rights and obligations hereunder.
Appears in 3 contracts
Samples: Assignment and Assumption Agreement (Vistra Energy Corp), Assignment and Assumption Agreement (Vistra Energy Corp), Assignment and Assumption Agreement (Energy Future Competitive Holdings Co LLC)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties hereto and their respective permitted successors and permitted assigns. This Except as otherwise provided in this Agreement, this Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any all Parties hereto. Any assignment without such consent shall be null and void; provided provided, that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Lock Up Agreement (Air Water Co), Up Agreement (Air Water Co), Lock Up Agreement (Air Water Co)
Binding Effect; 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 heirs, successors and permitted assigns. This , provided, however, that this Agreement and a party’s rights or obligations hereunder shall not be assigned assignable, delegable, or subcontracted by operation of law or otherwise any party without the prior written consent of the each other Partiesparty. Any purported assignment, and any assignment without such consent delegation or subcontract in violation of this Section 10 shall be null void and void; provided that of no such assignment shall relieve the assigning Party of its obligations hereunderbinding effect.
Appears in 3 contracts
Samples: Consulting Agreement, Consulting Agreement, Consulting Agreement
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective permitted successors and permitted assigns. This Except as contemplated by Section 5.1(f), no party to this Agreement shall not be assigned may assign or delegate, by operation of law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other Partiesparties to this Agreement, and which any such party may withhold in its absolute discretion. Any purported assignment without such consent prior written consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Stockholders Agreement (Avista Capital Partners GP, LLC), Stockholders Agreement (Angiodynamics Inc), Stockholders Agreement (Angiodynamics Inc)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, MICT and Intermediate and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (MICT, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Company (and after the Closing, the Purchaser Representative and the Seller Representative), and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PowerUp Acquisition Corp.), Agreement and Plan of Merger (Semper Paratus Acquisition Corp), Agreement and Plan of Merger (Aesther Healthcare Acquisition Corp.)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Chaparral Energy, Inc.), Agreement and Plan of Reorganization (United Refining Energy Corp), Merger Agreement and Plan of Reorganization (BBV Vietnam S.E.A. Acquisition Corp.)
Binding Effect; 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 permitted successors and permitted assigns. This No Party to this Agreement shall not be assigned may assign or delegate, by operation of law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other PartiesParty, and which any such Party may withhold in its absolute discretion. Any purported assignment without such prior written consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Assignment and Amendment Agreement (Liberated Solutions, Inc.), Rescission and Mutual Release Agreement (Eight Dragons Co.), Rescission and Mutual Release Agreement (Eight Dragons Co.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned in whole or in part, directly or indirectly, including by operation of law or otherwise law, by any Party without the prior written consent of the other Parties, and any attempted or purported assignment without such consent or delegation in violation of this Section 9.5 shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Power & Digital Infrastructure Acquisition II Corp.), Agreement and Plan of Merger (East Resources Acquisition Co), Agreement and Plan of Merger (Software Acquisition Group Inc. III)
Binding Effect; 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. This Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other Partiesby any Member except in compliance with Article IX hereof, and any assignment without such consent not permitted hereunder shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Operating Agreement (Secure America Acquisition CORP), Operating Agreement (Secure America Acquisition CORP), Operating Agreement (Ultimate Escapes, Inc.)
Binding Effect; 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. This Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (Zoom Technologies Inc), Stock Purchase Agreement (Photomedex Inc)
Binding Effect; Assignment. This All the terms, provisions, covenants, representations, warranties and conditions of this Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be enforceable by the Parties parties to this Agreement and their respective successors and permitted assigns. This ; but this Agreement and the rights and obligations hereunder shall not be assigned assignable or delegable by operation of law or otherwise any party without the prior express written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the non-assigning Party of its obligations hereunderor non-delegating parties.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Plains Resources Inc), Stock Purchase Agreement (Plains Resources Inc), Stock Purchase Agreement (Plains Resources Inc)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon upon, and inure to the benefit of of, the Parties parties and their respective successors successors, legal representatives and permitted assigns. This No assignment of this Agreement shall not or of any rights or obligations hereunder may be assigned made by operation of law or otherwise either party without the prior written consent of the other Parties, and any party. Any attempted assignment without such the required consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Horizon Medical Products Inc), Manufacturing Agreement (Horizon Medical Products Inc), Transition Services Agreement (Sentigen Holding Corp)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser, the Company, the Purchaser Representative and the Seller Representative, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Share Exchange Agreement (JM Global Holding Co), Merger Agreement (Borqs Technologies, Inc.), Merger Agreement (Pacific Special Acquisition Corp.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties parties and their respective successors successors, permitted assigns and permitted assignslegal representatives. This Agreement shall not Neither this Agreement, nor any of the rights, interests or obligations hereunder, may be assigned assigned, in whole or in part, by operation of law or otherwise otherwise, by any party without the prior written consent of the other Parties, party hereto and any such assignment without such consent that is not consented to shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Administrative Services Agreement (Lincoln Benefit Life Co), Indemnity Reinsurance Agreement (Allstate Life of New York Separate Account A), Indemnity Reinsurance Agreement (Allstate Financial Advisors Separate Account I)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Company (and after the Closing, the Purchaser and the Seller Representative), and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Innovative International Acquisition Corp.), Agreement and Plan of Merger (Biolife Solutions Inc), Agreement and Plan of Merger (Biolife Solutions Inc)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties parties and their respective successors successors, permitted assigns and permitted assignslegal representatives. This Agreement shall not Neither this Agreement, nor any of the rights, interests or obligations hereunder, may be assigned assigned, in whole or in part, by operation of law or otherwise by any party without the prior written consent of the other Parties, parties hereto and any such assignment without such consent that is not consented to shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Acquisition Agreement (Stancorp Financial Group Inc), Asset Purchase Agreement (Phoenix Companies Inc/De)
Binding Effect; Assignment. This Neither this Agreement and all nor any of the provisions hereof rights, interests or obligations hereunder shall be assigned by any of the parties (whether by operation of law or otherwise) without the prior written consent of the other party. Subject to the preceding sentence, this Agreement will be binding upon and upon, inure to the benefit of and be enforceable by the Parties parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation Any purported assignment in violation of law or otherwise without the prior written consent of the other Parties, and any assignment without such consent this Section 13(a) shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Voting Agreement (Western Asset Mortgage Capital Corp), Voting Agreement (Terra Capital Partners, LLC)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Company (and after the Closing, the Disinterested Director Majority and the Company Stockholder), and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Customers Bancorp, Inc.), Agreement and Plan of Merger (Megalith Financial Acquisition Corp)
Binding Effect; Assignment. This The provisions of this Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law No Party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without the prior written consent of the each other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderParty.
Appears in 2 contracts
Samples: Voting Agreement (CST Brands, Inc.), Voting Agreement (CrossAmerica Partners LP)
Binding Effect; 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 heirs, executors, successors and permitted assigns. This , but, except as expressly contemplated herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned assigned, directly or indirectly, by operation of law the Company or otherwise Holder without the prior written consent of the other Partiesother. Upon any such assignment, and any assignment without such consent this Agreement shall be null and void; provided that no such assignment shall relieve amended to substitute the assigning Party of its obligations hereunderassignee as a party hereto in a writing reasonably acceptable to the other party.
Appears in 2 contracts
Samples: Stockholders Agreement (Cygne Designs Inc), Registration Rights Agreement (HFS Inc)
Binding Effect; 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 successors, but the rights and permitted assigns. This Agreement obligations hereunder shall not not, except as otherwise expressly provided herein, be assigned by operation of law assignable, transferable or otherwise delegable without the prior written consent of the other Parties, party hereto and any assignment attempted assignment, transfer or delegation hereof without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Services Agreement (Applied Blockchain, Inc.), Services Agreement (Applied Blockchain, Inc.)
Binding Effect; Assignment. This Agreement Each and all of the provisions hereof of this Agreement shall be binding upon and inure to the benefit of the Parties hereto, and except as otherwise specifically provided in this Agreement, their respective successors and permitted assigns. This Agreement shall not , provided, however, that neither this Agreement, nor any rights herein granted may be assigned assigned, transferred, or encumbered by operation of law Lessee, and any purported or otherwise attempted transfer or assignment by Lessee without the prior express written consent of the other Parties, and any assignment without such consent Lessor shall be null void and void; provided that of no such assignment shall relieve the assigning Party of its obligations hereundereffect.
Appears in 2 contracts
Samples: Time Sharing Agreement (Snap Inc), Time Sharing Agreement (Kilroy Realty, L.P.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned assigned, directly or indirectly, including, without limitation, by operation of law or otherwise law, by any party hereto without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparty hereto.
Appears in 2 contracts
Samples: Investment Agreement (Flowers Christopher J), Investment Agreement (Enstar Group Inc)
Binding Effect; Assignment. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by a party without the prior written consent of the other party hereto and any attempt to do so will be void, except that Assignor may assign all or a portion of this Agreement to an Affiliate without the prior written consent of Assignee. 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. This Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Asset Transfer Agreement, Asset Transfer Agreement (GlyEco, Inc.)
Binding Effect; Assignment. This The rights and obligations of this Agreement and all of the provisions hereof shall be binding upon bind and inure to the benefit of the Parties and their respective successors and permitted assigns. This Except as expressly provided herein, the rights and obligations of this Agreement shall may not be assigned by operation of law or otherwise the Parties hereto without the prior written consent of the other Parties, and any . Any purported assignment without such consent in violation of this Section 7(h) shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Voting Agreement, Voting Agreement (Lifetime Brands, Inc)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall will be binding upon and inure inures to the benefit of and is enforceable by the Parties and their respective successors and permitted assignsassigns of the Parties hereto. This Agreement shall may not be assigned by operation of law or otherwise any Party hereto without the prior written consent of the all other Parties, Parties hereto. Any assignment or attempted assignment in contravention of this Section will be void ab initio and any assignment without such consent shall be null and void; provided that no such assignment shall will not relieve the assigning Party party of its obligations hereunderany obligation under this Agreement.
Appears in 2 contracts
Samples: Agreement Regarding Purchase and Sale (Next Group Holdings, Inc.), Agreement Regarding Puchase and Sale (Next Group Holdings, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no this Agreement may be assigned by the Sponsor to a successor sponsor without such assignment consent, and such successor sponsor shall relieve be responsible for the assigning Party sponsor’s obligations and the assigning sponsor shall be relieved of its obligations hereunder.
Appears in 2 contracts
Samples: Subscription Agreement (Semper Paratus Acquisition Corp), Subscription Agreement (Semper Paratus Acquisition Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. This No party to this Agreement shall not be assigned by operation may assign or delegate all or any portion of law its rights, obligations, or otherwise liabilities under this Agreement without the prior written consent of the other Parties, and any assignment without such parties to this Agreement (which consent shall not be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderunreasonably withheld, delayed, denied, or conditioned).
Appears in 2 contracts
Samples: Membership Interest Subscription and Option Agreement (KingsCrowd, Inc.), Acquisition Agreement (Endexx Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties parties and their respective successors and permitted assigns. This No assignment of this Agreement shall not or of any rights or obligations hereunder may be assigned made by either IDX or ChannelHealth, on the one hand, or Allscripts, Parent, Sub A or Sub B, on the other (by operation of law or otherwise otherwise) without the prior written consent of the other Parties, party hereto and any attempted assignment without such the required consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Voting Agreement and Irrevocable Proxy (Idx Systems Corp), Voting Agreement and Irrevocable Proxy (Allscripts Inc /Il)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Purchaser, Pubco and the other Parties, Company and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (ClimateRock), Business Combination Agreement (ClimateRock)
Binding Effect; 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. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparty hereto.
Appears in 2 contracts
Samples: Acquisition Agreement (Parker Hannifin Corp), Acquisition Agreement (Parker Hannifin Corp)
Binding Effect; Assignment. This Subject to Section 13.3, this Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise prior to the Closing without the prior written consent of SPAC, Holdings and the other Parties, and any Company. Any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (Home Plate Acquisition Corp), Business Combination Agreement (Home Plate Acquisition Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (Aetherium Acquisition Corp), Registration Rights Agreement (Inflection Point Acquisition Corp.)
Binding Effect; 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. This Agreement shall not be assigned by operation of law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; , except that Parent and Merger Sub may assign any or all of their rights and obligations hereunder to any direct or indirect wholly owned subsidiary of Parent, provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Employers Holdings, Inc.), Agreement and Plan of Merger (Amcomp Inc /Fl)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesPurchaser and the Company (and after the Closing, the Purchaser Representative and the Company Stockholder); provided, however, any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Digital Ally, Inc.), Agreement and Plan of Merger (Clover Leaf Capital Corp.)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other Parties, and any assignment without such consent shall be null and void, except that Parent and Merger Sub may assign any or all of their rights and obligations hereunder to any direct or indirect wholly owned subsidiary of Parent; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (FMG Acquisition Corp), Agreement and Plan of Merger (FMG Acquisition Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and upon, inure to the benefit of and be enforceable by and against the Parties and their respective successors heirs, personal representatives, successors, and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall not be transferred or assigned by operation any of law or otherwise the Parties without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Stock Purchase Agreement (First Chesapeake Financial Corp), Securities Purchase Agreement (First Chesapeake Financial Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective permitted successors and permitted assigns. This No party to this Agreement shall not be assigned may assign or delegate, by operation of law Law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other Partiesparties to this Agreement, and which any such party may withhold in its absolute discretion. Any purported assignment without such consent prior written consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (ModivCare Inc), Asset Purchase Agreement (Sportsman's Warehouse Holdings, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties parties and their respective successors and permitted assigns. This Agreement shall not be assigned assignable by operation of law or otherwise any party to this Agreement without the express prior written consent of all other parties to this Agreement and, in the event of an attempted assignment by one party to this Agreement without the express prior written consent of all other Partiesparties, and any such attempted assignment without such consent shall be null void and void; provided that no such assignment shall relieve without effect. Notwithstanding the assigning Party foregoing, the Seller may assign some or all of its rights and obligations hereunderunder this Agreement to Sub.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Global Geophysical Services Inc), Asset Purchase Agreement (Global Geophysical Services Inc)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and upon, -------------------------- inure to the benefit of and be enforceable by and against the Parties and their respective successors heirs, personal representatives, successors, and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall not be transferred or assigned by operation any of law or otherwise the Parties without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Acquisition and Exchange Agreement (American Dental Partners Inc), Agreement and Plan of Merger and Reorganization (American Dental Partners Inc)
Binding Effect; Assignment. This Subject to Section 10.3, this Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties hereto and their respective successors and permitted assigns. This Agreement shall not be assigned by any Party, by operation of law Law or otherwise otherwise, without the prior written consent of SPAC and the other PartiesCompany, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (Financial Strategies Acquisition Corp.), Business Combination Agreement (Global SPAC Partners Co,)
Binding Effect; Assignment. This Subject to Section 11.3, this Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties hereto and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Purchaser (and after the other PartiesClosing, Purchaser Representative), Pubco and the Company, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (Golden Star Acquisition Corp), Business Combination Agreement (Aimei Health Technology Co., Ltd.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective permitted successors and permitted assigns. This No party to this Agreement shall not be assigned may assign or delegate, by operation of law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other Parties, and any parties to this Agreement. Any purported assignment without such consent prior written consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Patterson Uti Energy Inc), Agreement and Plan of Merger (Patterson Uti Energy Inc)
Binding Effect; 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. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation any of law or otherwise the parties hereto prior to the Effective Time without the prior written consent of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties hereto.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Landrys Seafood Restaurants Inc), Agreement and Plan of Merger (Applied Digital Solutions Inc)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the Parties and their respective permitted successors and permitted assigns. This No Party to this Agreement shall not be assigned may assign or delegate, by operation of law or otherwise otherwise, all or any portion of its rights, obligations or liabilities under this Agreement without the prior written consent of the other Parties, and which any such Party may withhold in its absolute discretion. Any purported assignment without such consent prior written consents shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Membership Interest Purchase Agreement (Adtalem Global Education Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall will be binding upon and inure to the benefit of the Parties hereto and their respective successors and permitted assigns. This Agreement shall , but will not be assigned assignable or delegable by operation of law or otherwise any Party hereto without the prior written consent of each of the other Parties; provided, that the terms and any assignment without such consent provisions of this Agreement shall not be null and void; provided effective or binding upon a Purchaser that no such assignment shall relieve the assigning Party has transferred all of its obligations hereunderPreferred Units to a third-party and, upon such transfer, the rights of such Purchaser under this Agreement shall terminate and cease.
Appears in 2 contracts
Samples: Board Representation and Standstill Agreement (Crestwood Equity Partners LP), Board Representation and Standstill Agreement (Crestwood Midstream Partners LP)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of the other PartiesAssignor and the Assignee, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Assignment and Assumption Agreement (Xiaobai Maimai Inc.), Assignment and Assumption Agreement (Hexindai Inc.)
Binding Effect; Assignment. This Subject to Section 14.3, this Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of SPAC, Pubco, Merger Sub I, Merger Sub II and the other PartiesCompany, and any assignment without such consent shall be null and void; provided provided, that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (Investcorp Europe Acquisition Corp I), Business Combination Agreement (OpSec Holdings)
Binding Effect; Assignment. This Subject to Section 10.3, this Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties hereto and their respective successors and permitted assigns. This Agreement shall not be assigned by any Party, by operation of law Law or otherwise otherwise, without the prior written consent of Purchaser and the other PartiesCompany, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (AlphaVest Acquisition Corp.), Business Combination Agreement (TradeUP Global Corp)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Purchaser, Pubco and the other PartiesCompany (and after the Closing, a Disinterested Independent Director Majority), and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (Hainan Manaslu Acquisition Corp.), Business Combination Agreement (Evo Acquisition Corp)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Purchaser, Pubco and the other PartiesCompany, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Business Combination Agreement (American Resources Corp), Business Combination Agreement (AI Transportation Acquisition Corp)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be binding upon each of the Parties hereto and their respective successors and permitted assigns. This , but neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by operation of law or otherwise either Party without the prior express written consent of the other PartiesParty, and which may be withheld for any assignment without such consent shall be null and void; provided that reason or for no such assignment shall relieve the assigning Party of its obligations hereunderreason.
Appears in 2 contracts
Binding Effect; Assignment. This Subject to Section 13.3, this Agreement and all of the provisions hereof shall be binding upon and inure solely to the benefit of the Parties hereto and their respective successors and permitted assigns. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Purchaser, Pubco, Merger Sub and the other PartiesCompany (and after the Share Acquisition Closing, the Purchaser Representative and the Company Shareholders Representative), and any assignment without such consent shall be null and void; provided provided, that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Lock Up Agreement (Vertical Aerospace Ltd.), Lock Up Agreement (Broadstone Acquisition Corp.)
Binding Effect; 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. This Prior to Closing, this Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Buyer and the other PartiesCompany, and any assignment without such consent shall be null and void; provided provided, that no such assignment shall relieve the assigning Party party of its obligations hereunder.
Appears in 2 contracts
Samples: Lock Up Agreement (PSQ Holdings, Inc.), Lock Up Agreement (PSQ Holdings, Inc.)
Binding Effect; 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 parties hereto and their respective successors and permitted assigns. This Neither this Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties hereto in whole or in part (whether by operation of law or otherwise otherwise) without the prior written consent of the other Partiesparties, and any such assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Voting Agreement (Aditxt, Inc.), Voting Agreement (Aditxt, Inc.)
Binding Effect; Assignment. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective shall be enforceable by each party, its successors and permitted assigns. This Agreement shall not be assigned by operation Except as provided in the preceding sentence, no party may assign any of law its rights or otherwise obligations hereunder without the prior written consent approvals of the other Parties, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunderparties.
Appears in 2 contracts
Samples: Share Purchase Agreement (Focus Media Holding LTD), Share Purchase Agreement (Focus Media Holding LTD)
Binding Effect; 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. This Agreement shall not be assigned by operation of law Law or otherwise without the prior written consent of Purchaser, Pubco, the other PartiesCompany, the Purchaser Representative and the Seller Representative, and any assignment without such consent shall be null and void; provided that no such assignment shall relieve the assigning Party of its obligations hereunder.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Integrated Wellness Acquisition Corp), Agreement and Plan of Merger (MTech Acquisition Corp)
