No Assignment; Successors and Assigns. The parties' respective rights and obligations hereunder may not be assigned, transferred, pledged, or encumbered, in any manner, direct or indirect, contingent or otherwise, in whole or in part, voluntarily or by operation of law, without the prior written consent of the other parties, provided that any of the Westxxxxx Xxxities may assign, in whole or in part, any of its rights and obligations hereunder and under the Implementing Agreements to one or more of its Affiliates without the consent of the other parties hereto, but Westxxxxx XXX and WREF III will remain liable for their obligations hereunder and under each of the Implementing Agreements to which they are a party. Subject to the preceding sentence, and subject to the restrictions contained in Section 6.3, this Agreement shall be binding on the parties hereto and their respective successors and permitted assigns. In the event of the 61 57 death, disability or incapacity of Alter or Biedxxxxx, xxch party's executors, administrators, testamentary trustees or personal representatives shall be bound by all the terms and conditions of this Agreement and, in addition, such party's legatees or beneficiaries shall be bound by the provisions of Article VI.
Appears in 2 contracts
Samples: Contribution and Sale Agreement (Alter Robert A), Contribution and Sale Agreement (Westbrook Real Estate Partners LLC)
No Assignment; Successors and Assigns. The parties' respective rights and obligations hereunder may not be assigned, transferred, pledged, or encumbered, in any manner, direct or indirect, contingent or otherwise, in whole or in part, voluntarily or by operation of law, without the prior written consent of the other parties, provided that any of the Westxxxxx Xxxities Xxxxxxxxx Entities may assign, in whole or in part, any of its rights and obligations hereunder and under the Implementing Agreements to one or more of its Affiliates without the consent of the other parties hereto, but Westxxxxx XXX Xxxxxxxxx LLC and WREF III will remain liable for their obligations hereunder and under each of the Implementing Agreements to which they are a party. Subject to the preceding sentence, and subject to the restrictions contained in Section 6.3, this Agreement shall be binding on the parties hereto and their respective successors and permitted assigns. In the event of the 61 57 death, disability or incapacity of Alter or BiedxxxxxXxxxxxxxx, xxch such party's executors, administrators, testamentary trustees or personal representatives shall be bound by all the terms and conditions of this Agreement and, in addition, such party's legatees or beneficiaries shall be bound by the provisions of Article VI.
Appears in 2 contracts
Samples: Contribution and Sale Agreement (Westbrook Real Estate Partners LLC), Contribution and Sale Agreement (Alter Robert A)