No Third Party Beneficiary; Assignment Sample Clauses
POPULAR SAMPLE Copied 1 times
No Third Party Beneficiary; Assignment. Except as expressly provided in Article VI with respect to Buyer Indemnified Parties and Seller Indemnified Parties and subject to the last sentence of this Section 7.3, this Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other Person any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement. Neither this Agreement nor any of the rights, interests or obligations hereunder may be assigned by any of the parties hereto without the prior written consent of the other party, except that Buyer may assign any of its rights or interests hereunder after the Closing without the consent of any Seller or the Agent, provided, further, that no such assignment shall relieve Buyer of any of its obligations hereunder. Any purported assignment or delegation in violation of this Agreement shall be null and void ab initio. For the avoidance of doubt, anything in this Section 7.3 (or Article VI) to the contrary notwithstanding, (i) Buyer and Agent each may make indemnification claims on behalf of, and otherwise act of behalf of, one or more Buyer Indemnified Parties and Seller Indemnified Parties, respectively, as contemplated by Article VI and, in the case of the Agent, Section 7.11 hereof and (ii) Buyer may assign or delegate to any Company (or any of its successors or assigns), all rights or obligations, respectively, of Buyer under Article VI in respect of such Company as an Indemnified Person. Each Company and its successors and assigns are hereby constituted express third party beneficiaries of Articles V (other than Sections 5.5 and 5.6) and VII hereof.
No Third Party Beneficiary; Assignment. The Parties acknowledge this Agreement is made solely for the benefit of the Parties, their successors, heirs, and assigns, but nothing in this Agreement is intended, nor will be deemed, to confer rights or remedies upon any person or legal entity other than the Parties and their respective successors and assigns. Nevertheless, Buyer shall not assign any of its rights or duties hereunder, including by merger, consolidation, operation of law or otherwise, without the prior written consent of Seller which is not to be unreasonably withheld. Seller may assign any of its rights or duties hereunder to a wholly owned subsidiary or affiliate, including by merger, consolidation, operation of law or otherwise, without the prior written consent of Buyer.