Binding Effect; Persons Benefiting; No Assignment. This Agreement shall inure to the benefit of and be binding upon the Parties hereto and their respective successors and permitted assigns. Except for the provisions of Section 8.2 (which section is intended for the benefit of the Persons identified therein), nothing in this Agreement is intended or shall be construed to confer upon any Person other than the Parties and their respective successors and permitted assigns any right, remedy or claim under or by reason of their Agreement or any part hereof. This Agreement shall not be assigned by any of the Partnership, the GP or any Seller without the prior written consent of Buyers and any purported assignment or other transfer without such consent shall be void and unenforceable. This Agreement shall not be assigned by a Buyer without the prior written consent of the Sellers and any purported assignment or other transfer without such consent shall be void and unenforceable, provided, that the consent of the Sellers shall not be required for an assignment to a Person who is an Affiliate of a Buyer.
Appears in 2 contracts
Samples: Purchase Agreement (Fly Leasing LTD), Purchase Agreement (Fly Leasing LTD)
Binding Effect; Persons Benefiting; No Assignment. This Agreement shall inure to the benefit of and be binding upon the Parties parties hereto and their respective successors and permitted assigns. Except for the provisions of Section 8.2 (which section is intended for the benefit of the Persons identified therein)as otherwise provided herein, nothing in this Agreement is intended or shall be construed to confer upon any Person entity or person other than the Parties parties hereto and their respective successors and permitted assigns any right, remedy or claim under or by reason of their Agreement or any part hereof. This Agreement shall may not be assigned by any of the Partnership, the GP or any Seller parties hereto without the prior written consent of Buyers the other parties hereto and any purported assignment or other transfer without such consent shall be void and unenforceable. This Agreement ; provided, however, that without such prior consent, Purchaser shall not be assigned by a Buyer without have the prior written consent right to assign all or any part of its right, title, interest or obligations hereunder to any wholly-owned Subsidiary of Purchaser or to any Person that may hereafter acquire all or any portion of the Sellers and any purported assignment or other transfer without such consent shall be void and unenforceable, provided, that the consent of the Sellers shall not be required for an assignment to a Person who is an Affiliate of a BuyerBusiness.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Jean Coutu Group (PJC) Inc.), Stock Purchase Agreement (Rite Aid Corp)
Binding Effect; Persons Benefiting; No Assignment. This Agreement shall inure to the benefit of and be binding upon the Parties parties hereto and their respective successors and permitted assigns. Except for the provisions of Section 8.2 (which section is intended for the benefit of the Persons identified therein)as otherwise provided herein, nothing in this Agreement is intended or shall be construed to confer upon any Person entity or person other than the Parties parties hereto and their respective successors and permitted assigns any right, remedy or claim under or by reason of their Agreement or any part hereof. This Agreement shall may not be assigned by any of the Partnership, the GP or any Seller parties hereto without the prior written consent of Buyers and any purported assignment or other transfer without such consent shall be void and unenforceable. This Agreement shall not be assigned by a Buyer without the prior written consent each of the Sellers other parties hereto and any purported assignment or other transfer without such consent shall be void and unenforceable, providedexcept that Buyer may assign any of its rights and obligations hereunder to any wholly-owned Subsidiary of Buyer Parent; provided that no such assignment by Buyer shall relieve Buyer Parent or Buyer of any of its obligations hereunder, that the consent and no Person other than Buyer, Buyer Parent or a wholly-owned Subsidiary of Buyer Parent shall have, or be a third-party beneficiary or assignee of, any of the Sellers shall not be required for an assignment to a Person who is an Affiliate rights of a BuyerBuyer or Buyer Parent under Section 5.13.
Appears in 1 contract
Binding Effect; Persons Benefiting; No Assignment. This Agreement shall inure to the benefit of and be binding upon the Parties hereto parties and their respective successors and permitted assignsassigns and any transferee of all or substantially all of the assets of such party. Except for No provision of this Agreement (including the provisions of Section 8.2 (which section is intended for the benefit of the Persons identified therein), nothing in this Agreement Article VIII relating to Indemnified Parties) is intended or shall be construed to confer upon any entity or Person other than the Parties parties and their respective successors and permitted assigns any right, remedy or claim under or by reason of their this Agreement or any part hereof. This Agreement shall may not be assigned by any of the Partnership, the GP or any Seller parties without the prior written consent of Buyers Buyer, in the case of any assignment by Seller, or Seller, in the case of any assignment by Buyer.; provided that Buyer may assign any of its rights, interests and obligations under this Agreement to one or more (direct or indirect) wholly-owned Subsidiaries of Buyer for any purported assignment or other transfer purposes hereunder without such consent shall be void and unenforceable. This Agreement shall not be assigned by a Buyer without the prior written consent of the Sellers and any purported assignment or other transfer without such consent shall be void and unenforceable, provided, that the consent of the Sellers Seller, but no such assignment shall not be required for an assignment relieve Buyer of any of its obligations hereunder (including Buyer’s obligations to a Person who is an Affiliate make payments under Article I) and, by virtue of a Buyersuch assignment, Buyer shall unconditionally guarantee such obligations.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Affiliated Managers Group Inc)