No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, legal representatives and permitted assigns. Subject to the provisions of Section 2.10, no Party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of each other Party, except as provided in Section 9.6 and except that Buyer may assign any and all of its rights and delegate any of its obligations under this Agreement or any Ancillary Agreement to any Person that acquires Units from the Buyer in accordance with the terms and conditions of the LLC Agreement (but no such assignment or delegation shall relieve Buyer of any of its obligations hereunder). Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Buyer, Seller, FTFC, the Companies, the Indemnified Parties and their respective successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement.
Appears in 2 contracts
Samples: Master Investment Agreement (Vantiv, Inc.), Master Investment Agreement (Fifth Third Bancorp)
No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, legal representatives and permitted assigns. Subject to Notwithstanding the provisions of Section 2.10foregoing, no Party party to this Agreement may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of each the other Partyparty hereto and any purported assignment in violation of the foregoing shall be null and void; provided, except as provided in Section 9.6 and except however, that Buyer may assign any and all of its rights and delegate any of its obligations under this Agreement to one or any Ancillary Agreement to any Person more of its Subsidiaries (it being understood that acquires Units from the Buyer in accordance with the terms and conditions of the LLC Agreement (but no such assignment or delegation shall not relieve Buyer of any of its obligations hereunder). Nothing Except as expressly set forth in Article VIII, nothing in this Agreement, express or implied, is intended to confer upon any Person other than Buyer, Buyer and Seller, FTFC, the Companies, the Indemnified Parties and their respective successors, legal representatives and permitted assigns, any rights rights, benefits or remedies under or by reason of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hershey Co), Asset Purchase Agreement (B&G Foods, Inc.)
No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, legal representatives and permitted assigns. Subject to the provisions of Section 2.10, no Party party to this Agreement may assign any of its rights or delegate any of its obligations under this Agreement Agreement, by operation of Law or otherwise, without the prior written consent of each the other Partyparty hereto, except as provided in Section 9.6 9.5 and except that Buyer may assign any and all of its rights and delegate any of its obligations under this Agreement to one or any Ancillary Agreement to any Person that acquires Units from the Buyer in accordance with the terms and conditions more direct or indirect wholly owned subsidiaries of the LLC Agreement VeriFone Holdings, Inc. (but no such assignment or delegation shall relieve Buyer of any of its obligations hereunder). Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Buyer, Seller, FTFC, the CompaniesROI, the Indemnified Parties and their respective successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Return on Investment Corp), Asset Purchase Agreement (Return on Investment Corp)
No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, legal representatives and permitted assigns. Subject to the provisions of Section 2.10, no Party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of each other Party, except as provided in Section 9.6 and except that Buyer may assign any and all of its rights and delegate any of its obligations under this Agreement or any Ancillary Agreement to any Person that acquires Units from the Buyer in accordance with the terms and conditions of the LLC Agreement (but no such assignment or delegation shall relieve Buyer of any of its obligations hereunder). Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Buyer, Seller, FTFC, the Companies, the Indemnified Parties and their respective successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement.
Appears in 1 contract
No Assignment or Benefit to Third Parties. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, legal representatives and permitted assigns. Subject to the provisions of Section 2.102.13, no Party party to this Agreement may assign any of its rights or delegate any of its obligations under this Agreement Agreement, by operation of Law or otherwise, without the prior written consent of each the other Partyparty hereto, except as provided in Section 9.6 10.5 and except that Buyer may assign any and all of its rights and delegate any of its obligations under this Agreement or any Ancillary Agreement to any Person that acquires Units from the Buyer in accordance with the terms and conditions one or more of the LLC Agreement its Wholly-Owned Subsidiaries (but no such assignment or delegation shall relieve Buyer of any of its obligations hereunder). Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Buyer, Seller, FTFC, the Companies, the Indemnified Parties and their respective successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement.
Appears in 1 contract