No Third Party Beneficiary; No Benefit Plan Amendment. Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Purchaser, Purchaser Indemnitees, the Companies, Sellers, Seller Indemnitees and their respective successors, heirs, personal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement. Nothing in this Agreement shall be deemed to amend, modify or terminate any Benefit Plan.
No Third Party Beneficiary; No Benefit Plan Amendment. Except as set forth in this Section 10.5, nothing in this Agreement, express or implied, is intended to confer upon any Person other than the parties signing this Agreement and the Shareholders with any rights or remedies under or by reason of this Agreement; provided, however, that (a) each D&O Indemnified Person is an intended beneficiary of Section 7.5, with the right to enforce the provisions thereof in accordance with their terms; (b) each Shareholder is an intended beneficiary of Section 7.12, Section 7.13 and Section 7.14 with the right to enforce the provisions thereof in accordance with their terms; and (c) each XXXX Indemnitee and each Shareholder Indemnitee is an intended beneficiary of Article VIII with the right to enforce the provisions thereof in accordance with their terms. Nothing in this Agreement shall be deemed to amend, modify, or terminate any Benefit Plan.
