Common use of No Assignment or Benefit to Third Parties Clause in Contracts

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller or the Company may assign any of their respective rights or delegate any of their respective obligations under this Agreement (for the avoidance of doubt, no merger or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder), without the prior written consent of the others, except as provided in Section 10.5, and any attempted or purported assignment in violation of this Section 10.3 shall be null and void; provided, however, Buyer may assign all or any portion of this Agreement to any Affiliate of Buyer (or any debt financing source for collateral purposes) without the consent of any Party hereto, provided that such assignment shall not relieve Buyer from its obligations hereunder. From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18. Except as set forth in the immediately preceding sentence, nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties to this Agreement and their respective successors and permitted assigns, any rights or remedies under or by reason of this Agreement.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller SEP and SE Corp and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller or the Company No Party may assign any of their respective its rights or delegate any of their respective its obligations under this Agreement (for the avoidance of doubt, no merger or sale of securities of Buyer or Seller any Party or any entity that directly or indirectly controls any of Buyer or Seller Party shall constitute an assignment hereunder), without the prior written consent of the othersother, except as provided in Section 10.5, and any attempted or purported assignment in violation of this Section 10.3 shall be null and void; providedprovided that, howeverafter the First Closing, Buyer may assign all or any portion of this Agreement to any Affiliate of Buyer (or any debt financing source for collateral purposesa) SEP may, in its sole discretion, without the consent of any Party heretoSE Corp, assign all or a portion of its rights and/or obligations under this Agreement to an Affiliate of SEP and (b) SE Corp may, without the consent of SEP, assign all or a portion of its rights and/or obligations under this Agreement to an Affiliate; provided that that, in either case, (i) such assignment shall not relieve Buyer from the assigning party of its obligations hereunder, (ii) such assignment shall not have any adverse tax consequence to the non-assigning party or parties and (iii) the assigning Person shall within ten Business Days of such assignment notify all parties to this Agreement about such assignment, including providing copies of the documentation pursuant to which such assignment was effectuated. From and after the First Closing, each Person that is an Indemnified Party but not a party to this Agreement Agreement, shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18Article 9. Except as set forth in the immediately preceding sentence, nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties to this Agreement and their respective successors and permitted assigns, any rights or remedies under or by reason of this Agreement.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller the parties hereto and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller or the Company No party to this Agreement may assign any of their respective its rights or delegate any of their respective its obligations under this Agreement (for the avoidance Agreement, by operation of doubt, no merger Law or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder)otherwise, without the prior written consent of the othersother party hereto, except as provided in Section 10.5, and any attempted or purported assignment in violation of this Section 10.3 shall be null and void; provided, however, Buyer that Acquiror may assign any and all or any portion of its rights under this Agreement to any Affiliate CCI, or a wholly owned, direct or indirect, subsidiary of Buyer (or any debt financing source for collateral purposes) CCI, without the prior written consent of any Party hereto, provided that Seller (but no such assignment shall not relieve Buyer from Acquiror of any of its obligations hereunder). From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18. Except as set forth in the immediately preceding sentence, nothing Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Acquiror, Seller, the parties to this Agreement Indemnitees and their respective successors successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement; provided, however, that notwithstanding the foregoing, BBHI Holdings shall be an express and intended third party beneficiary for the purposes of Section 2.1, Section 2.3 and Section 2.4 of this Agreement; provided, further, however, that the Acquiror's financing sources and their respective current, former or future equity holders, controlling persons, directors, officers, employees, agents, Affiliates, members, managers, counsel, general or limited partners or assignees of any of the foregoing shall be third party beneficiaries of Sections 8.2(d) and 9.9 and this Section 9.3.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller the parties to this Agreement and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller or the Company No party to this Agreement may assign any of their respective its rights or delegate any of their respective its obligations under this Agreement (for the avoidance Agreement, by operation of doubt, no merger Law or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder)otherwise, without the prior written consent of the othersother parties hereto, except as provided in Section 10.5, and any attempted or purported assignment in violation of this Section 10.3 shall be null and void; provided, however, that (i) Buyer may assign any or all of its rights under this Agreement to one or more of its Affiliates (but no such assignment shall relieve Buyer of any portion of its obligations hereunder and such Affiliate shall become bound by all of the terms of this Agreement) and (ii) Buyer may, without the prior written consent of any other party to this Agreement, assign its rights, but not its obligations under this Agreement to any Affiliate of its Financing Sources as collateral security for obligations to such Financing Sources; provided, that Buyer (or any debt financing source shall remain responsible for collateral purposes) without the consent performance of any Party hereto, provided that such assignment shall not relieve Buyer from all of its obligations hereunder. From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18. Except as set forth in the immediately preceding sentence, nothing Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person Person, other than the parties to this Agreement Buyer, Seller and their respective successors successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement, except, (a) with respect to the Financing Sources, the provisions of Section 9.3, Section 10.2, this Section 10.3, Section 10.4, Section 10.9 and Section 10.14 (which shall be for the benefit also of the Financing Sources) and (b) with respect to the Indemnified Parties, Article VIII.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller Seller, Members and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller Seller, Members or the Company may assign any of their respective rights or delegate any of their respective obligations under this Agreement (for the avoidance of doubt, no merger or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder), without the prior written consent of the others, except as provided in Section 10.5, and any attempted or purported assignment in violation of this Section 10.3 shall be null and void; provided, however, Buyer may assign all or any portion of this Agreement to any Affiliate of Buyer (or any debt financing source for collateral purposes) without the consent of any Party hereto, provided that such assignment shall not relieve Buyer from its obligations hereunder. From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18. Except as set forth in the immediately preceding sentence, nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties to this Agreement and their respective successors and permitted assigns, any rights or remedies under or by reason of this Agreement.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller the Parties and their respective successors, legal representatives and permitted assigns. None Subject to the provisions of BuyerSection 2.11, Seller or the Company no Party may assign any of their respective its rights or delegate any of their respective its obligations under this Agreement (for the avoidance Agreement, by operation of doubt, no merger Law or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder)otherwise, without the prior written consent of the othersother Parties, except that (a) Buyer may assign any and all of its rights under this Agreement to one or more of its Affiliates (but no such assignment shall relieve Buyer of any of its obligations hereunder), (b) Buyer may assign any and all rights under this Agreement to any Debt Financing Source as provided collateral in Section 10.5connection with the Debt Financing, and any attempted or purported assignment in violation of this Section 10.3 shall be null and void; provided, however(c) after the Closing, Buyer may assign any and all or any portion of its rights under this Agreement to any Affiliate of Buyer Person (or any debt financing source for collateral purposes) without the consent of any Party hereto, provided that but no such assignment shall not relieve Buyer from of any of its obligations hereunder) and (d) Sellers may assign some or all of their rights or delegate some or all of their obligations hereunder to successor entities (including any liquidating trust) pursuant to the Bankruptcy Cases (but no such assignment shall relieve Sellers of any of their obligations hereunder). From and after the Closing, each Person that is an Indemnified Party but Any assignment not a party to made in accordance with this Agreement Section 9.4 shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18void. Except as set forth in the immediately preceding sentence, nothing Nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties to this Agreement Buyer and Sellers and their respective successors successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement, except for Section 6.10 (which is intended to be for the benefit of the Indemnitees).

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller the parties hereto and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller or the Company No party to this Agreement may assign any of their respective its rights or delegate any of their respective its obligations under this Agreement (for the avoidance Agreement, by operation of doubt, no merger Law or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder)otherwise, without the prior written consent of the othersother party hereto; provided, except however, that, without such consent, (i) Acquiror may cause SiTV Media, LLC or any of its wholly owned subsidiaries to purchase the Membership Interests and (ii) Acquiror may assign this Agreement and its rights hereunder to the Lenders or agents on behalf of the Lenders as collateral security; provided in Section 10.5further that neither causing SiTV Media, and LLC or any attempted or such subsidiary to purchase the Membership Interests nor any such assignment shall relieve Acquiror of its obligations hereunder. Any purported assignment in violation of this Section 10.3 9.3 shall be null and void; provided, however, Buyer may assign all or any portion of this Agreement to any Affiliate of Buyer (or any debt financing source for collateral purposes) without the consent of any Party hereto, provided that such assignment shall not relieve Buyer from its obligations hereunder. From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18. Except as set forth in the immediately preceding sentence, nothing Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Acquiror, Seller, the parties to this Agreement Indemnified Parties and their respective successors successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement; provided, however, that notwithstanding the foregoing, the Lenders and their Representatives shall be third party beneficiaries of, and shall be entitled to enforce the provisions of, this Section 9.3, Section 7.6, Section 9.2 and Section 9.9.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of BuyerXxxxx, Seller and their respective successors, legal representatives Representatives and permitted assigns. None of Buyer, Neither Buyer nor Seller or the Company may assign any of their respective rights or delegate any of their respective obligations under this Agreement (for the avoidance of doubt, no merger or sale of securities of Buyer or Seller or any entity that directly or indirectly controls any of Buyer or Seller shall constitute an assignment hereunder)Agreement, without the prior written consent of the others, except (a) assignment by Buyer to its Affiliates, (b) as provided collateral security, to any lender to Buyer, and Seller agrees to execute and deliver to such lender an acknowledgment of such collateral assignment in Section 10.5form and substance reasonably satisfactory to such lender and Seller, or (c) in connection with a sale of a line of business or a significant portion of the assets of Buyer, a sale of Buyer or a sale of all or substantially all of the assets of Buyer, and any attempted or purported assignment in violation of this Section 10.3 shall be null and voidvoid ab initio; provided, however, that Buyer may assign all or any portion will remain responsible for each of this Agreement to any Affiliate of Buyer (or any debt financing source for collateral purposes) without the consent of any Party hereto, provided that such assignment shall not relieve Buyer from its obligations hereunder. From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.18. Except as set forth in the immediately preceding sentence, nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties Parties to this Agreement and their respective successors and permitted assigns, any rights or remedies under or by reason of this AgreementAgreement other than any Person entitled to indemnity or release under Section 6.6.

No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of Buyer, Seller SEP and Contributor and their respective successors, legal representatives and permitted assigns. None of Buyer, Seller or the Company No Party may assign any of their respective its rights or delegate any of their respective its obligations under this Agreement (for the avoidance of doubt, no merger or sale of securities of Buyer or Seller any Party or any entity that directly or indirectly controls any of Buyer or Seller Party shall constitute an assignment hereunder), without the prior written consent of the others, except as provided in Section 10.511.5, and any attempted or purported assignment in violation of this Section 10.3 11.3 shall be null and void; providedprovided that, howeverafter the Closing, Buyer may assign all or any portion of this Agreement to any Affiliate of Buyer (or any debt financing source for collateral purposesa) SEP may, in its sole discretion, without the consent of any Party heretoContributor assign all or a portion of its rights and/or obligations under this Agreement to an Affiliate of SEP and (b) Contributor may, without the consent of SEP, assign all or a portion of its rights and/or obligations under this Agreement to an Affiliate; provided that that, in either case, (i) such assignment shall not relieve Buyer from the assigning party of its obligations hereunder, (ii) such assignment shall not have any adverse tax consequence to the non-assigning party or parties and (iii) the assigning Person shall within ten Business Days of such assignment notify all parties to this Agreement about such assignment, including providing copies of the documentation pursuant to which such assignment was effectuated. From and after the Closing, each Person that is an Indemnified Party but not a party to this Agreement Agreement, shall be an express third-party beneficiary of Section 6.7, Section 9.2 and Section 9.3, and Parent shall be an express third-party beneficiary of Section 6.187.14. Except as set forth in the immediately preceding sentence, nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties to this Agreement and their respective successors and permitted assigns, any rights or remedies under or by reason of this Agreement.