Parties in Interest and Assignment Sample Clauses

Parties in Interest and Assignment. This Agreement shall be binding upon and inure solely to the benefit of each party hereto, and nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement; provided, however, that Purchaser may assign all or any of its rights and obligations hereunder to any of its Affiliates, provided that no such assignment shall relieve Purchaser of its obligations hereunder if such assignee does not perform such obligations.
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Parties in Interest and Assignment. (a) This Agreement is binding upon and is for the benefit of the parties and their respective successors and permitted assigns. Except as expressly provided in this Agreement, nothing in this Agreement, express or implied, is intended to confer on any Person other than the parties or their respective successors and permitted assigns any rights, remedies or obligations or liabilities under or by reason of this Agreement. (b) Except as provided in Section 15.2(c), neither this Agreement nor any of the rights or duties of any party may be transferred or assigned to any Person except by a written agreement executed by all of the parties. (c) Notwithstanding the above, Buyer may transfer and assign all or any portion of its rights under this Agreement to an Affiliate of Buyer or in connection with any merger, consolidation or conversion of Buyer or any sale of all or a significant portion of the assets of Buyer.
Parties in Interest and Assignment. All the terms and provisions of this Agreement shall be binding upon, and inure to the benefit of and be enforceable by the personal representatives, successors and permitted assigns of the Seller and the Buyer, it being understood, however, that such assignment shall in no way relieve the parties to this Agreement of their responsibilities and obligations under this Agreement and no assignment shall be permitted unless consented to by the Seller and the Buyer.
Parties in Interest and Assignment. (a) This Agreement is binding upon and is for the benefit of the parties hereto and their respective successors and permitted assigns. Except as expressly provided herein, nothing in this Agreement, express or implied, is intended to confer on any person other than the parties hereto or their respective successors and assigns any rights, remedies or obligations or liabilities under or by reason of this Agreement. (b) Neither this Agreement nor any of the rights or duties of any party hereto may be transferred or assigned to any person except by a written agreement executed by all of the parties hereto.
Parties in Interest and Assignment. This Agreement shall inure to the benefit of and bind both parties hereto and their respective successors if any, or permitted assigns if any. Neither party hereto shall assign any interest in this Agreement to a third party without the written consent of the other party.
Parties in Interest and Assignment. (a) This Agreement is binding upon and is for the benefit of the parties hereto and their respective successors and assigns and is expressly not for the benefit of any person other than Buyer and Seller, including any of the past or current employees of Seller. (b) Neither this Agreement nor any of the rights or duties of any party hereto may be transferred or assigned to any person except by a written agreement executed by each of the parties hereto.
Parties in Interest and Assignment. (a) This Agreement is binding upon and is for the benefit of the parties hereto and their respective successors and assigns. (b) Neither this Agreement nor any of the rights (except the right to receipt of any payment) or duties of any party hereto may be transferred or assigned to any person except by a written agreement executed by all of the parties hereto; provided, however, that BUYER may assign its rights or delegate its duties hereunder to a wholly owned subsidiary of BUYER. (c) It is expressly agreed that this Agreement is not intended to create any rights in respect of any third party beneficiaries.
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Parties in Interest and Assignment. (a) This Agreement is binding upon and is for the benefit of the parties and their respective successors and permitted assigns. Except as expressly provided in this Agreement, nothing in this Agreement, express or implied, is intended to confer on any Person other than the parties or their respective successors and permitted assigns any rights, remedies or obligations or liabilities under or by reason of this Agreement. (b) Except as provided in Section 6(c), neither this Agreement nor any of the rights, duties or obligations of any party may be transferred or assigned to any Person except by a written agreement executed by all of the parties. (c) Notwithstanding Section 6(b), Buyer may transfer and assign all or any portion of its rights under this Agreement to an Affiliate (as defined in the Interest Purchase Agreement) of Buyer or in connection with any merger, consolidation or conversion of Buyer or any sale of all or a significant portion of the assets associated with the Business.
Parties in Interest and Assignment. Nothing expressed or implied in this Agreement is intended or shall be construed to confer any rights or remedies under or by reason of this Agreement upon any Person other than (i) Purchaser and (ii) Seller, and their respective heirs, personal representatives, successors and permitted assigns. Nothing in this Agreement is intended to relieve or discharge the Liabilities of any third Person to Purchaser or Seller. This Agreement and any rights or interests arising from or in connection with this Agreement shall (i) not be assignable by Seller and any such purported assignment shall be null and void and of no force or effect, (ii) be assignable by Purchaser with the prior written consent of Seller, which consent will not be unreasonably withheld.
Parties in Interest and Assignment. This Agreement shall be binding upon, inure solely to the benefit of, and be enforceable by, the parties, the 3PBs and their successors and permitted assigns. VoteCo may not assign any rights or delegate any obligations hereunder without the prior written consent of CEC, CEOC, the Requisite Consenting Creditors (as defined in the Bank RSA) if the Amended 1L Bond RSA is entered into and, to the extent relating to Section 1.1, CAC; CEC may not assign any rights or delegate any obligations hereunder without the prior written consent of VoteCo, CEOC and the Requisite Consenting Creditors (as defined in the Bank RSA) if the Amended 1L Bond RSA is entered into; and either such consent can be granted or denied in the sole, exclusive and non-appealable discretion of the party whose consent is sought. Any such purported assignment or delegation made in violation of the foregoing shall be null and void. VoteCo acknowledges this Agreement and all of the partiesrespective obligations hereunder shall survive and be fully enforceable in accordance with its terms notwithstanding the commencement and pendency of any CEC Chapter 11 Case.
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