No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Sub may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-owned Subsidiary of Parent, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 10 contracts
Samples: Merger Agreement (Alpnet Inc), Merger Agreement (U S Wireless Data Inc), Agreement and Plan of Merger (Mim Corp)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto either Party without the prior written consent of the other parties hereto Party and any attempt to do so will be void, except that Sub Purchaser may assign any or all of its rights, interests and obligations hereunder to another direct or indirect a wholly-owned Subsidiary of Parentsubsidiary, provided that any such Subsidiary subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein, but no such assignment shall relieve Purchaser of its obligations hereunder. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto Parties and their respective successors and assigns.
Appears in 6 contracts
Samples: Stock Purchase Agreement (International Rectifier Corp /De/), Share Purchase Agreement (International Rectifier Corp /De/), Stock Purchase Agreement (International Rectifier Corp /De/)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, void except that Parent and Merger Sub may assign all or any or all of its rights, interests their respective rights and obligations hereunder to another any direct or indirect wholly-wholly or partially owned Subsidiary subsidiary, subsidiaries, or other affiliates of Parentthe Parent without the consent of the Company, provided that any no such Subsidiary agrees in writing to be bound by all assignment shall relieve the assigning party of the terms, conditions and provisions contained hereinits obligations hereunder if such assignee does not perform such obligations. Subject to the preceding sentence, this This Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 3 contracts
Samples: Merger Agreement (Interwest Home Medical Inc), Merger Agreement (Bonneville Pacific Corp), Merger Agreement (Interwest Home Medical Inc)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Buyer and Merger Sub may assign any or all of its their rights, interests and obligations hereunder to another direct or indirect wholly-owned Subsidiary of ParentBuyer, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 3 contracts
Samples: Merger Agreement (Bryan Steam Corp), Merger Agreement (Bryan Steam Corp), Merger Agreement (Burnham Corp)
No Assignment; Binding Effect. Neither this Agreement nor any ----------------------------- right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties Party hereto and any attempt to do so will be void, except (i) for assignments and transfers by operation of law, and (ii) that Sub the Buyer may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-owned Subsidiary an Affiliate of the Buyer with the consent of the Parent, provided that any such Subsidiary agrees in writing to which consent shall not unreasonably be bound by all of the terms, conditions and provisions contained hereinwithheld. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties Parties hereto and their respective permitted successors and assigns.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Cellstar Corp), Asset Purchase Agreement (Cellstar Corp), Asset Purchase Agreement (Cellstar Corp)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Acquisition Sub may assign any or all of its rights, interests and obligations 68 30 hereunder to another direct or indirect wholly-owned Subsidiary of ParentHarsco, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 2 contracts
Samples: Merger Agreement (Chemi Trol Chemical Co), Merger Agreement (Chemi Trol Chemical Co)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Sub may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-wholly- owned Subsidiary of Parent, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 2 contracts
Samples: Merger Agreement (Geodynamics Corp), Merger Agreement (HFS Inc)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Sub may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-wholly owned Subsidiary of Parent, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 1 contract
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Sub Buyer may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-wholly owned Subsidiary of ParentBuyer, provided PROVIDED that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 1 contract
Samples: Merger Agreement (Dairy Mart Convenience Stores Inc)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Sub may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-owned Subsidiary of Parent, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.. 42
Appears in 1 contract
Samples: Merger Agreement (Alpnet Inc)
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party hereto without the prior written consent of the other parties hereto and any attempt to do so will be void, except that Parent may cause Merger Sub may to assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-owned Subsidiary of Parent, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this This Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 1 contract
Samples: Merger Agreement
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party Party hereto without the prior written consent of the other parties Party hereto and any attempt to do so will be void, except (i) for assignments and transfers by operation of Laws and (ii) that Sub the Purchaser may assign any or all of its rights, interests and obligations hereunder (including its rights under Article 9) to another direct or indirect wholly-owned Subsidiary of Parenta subsidiary, provided that any such Subsidiary subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the preceding sentence, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties hereto and their respective successors and assigns.
Appears in 1 contract
No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any party of the Parties hereto (whether by operation of Law or otherwise) without the prior written consent of the other parties hereto parties; provided, however, that Parent may assign Merger Sub's rights and obligations, in whole or in part, under this Agreement to Parent or any attempt to do so will other wholly owned subsidiary of Parent. Any assignment in violation of the preceding sentence shall be void, except that Sub may assign any or all of its rights, interests and obligations hereunder to another direct or indirect wholly-owned Subsidiary of Parent, provided that any such Subsidiary agrees in writing to be bound by all of the terms, conditions and provisions contained herein. Subject to the two preceding sentencesentences, this Agreement is binding upon, inures to the benefit of and is enforceable by the parties Parties hereto and their respective successors and assigns.
Appears in 1 contract