Purchaser Bound. (a) The Purchaser covenants and agrees that, as and from Completion, the Purchaser is bound by the Leases as though the Purchaser was named as the lessor or licensor (as appropriate) in the Leases.
Purchaser Bound. Purchaser may not assign this Agreement without the prior written consent of Seller (which consent may be granted or withheld in Seller’s sole discretion), and any such prohibited assignment shall be void; provided, however, that (subject to (i) Purchaser and Affiliate (as defined below) providing to Seller written notice of such assignment, including evidence reasonably satisfactory to Seller that Affiliate satisfies the definition of Affiliate set forth below, (ii) Purchaser confirming (in writing) to Seller that such assignment does not relieve or release Purchaser of liability, and (iii) Affiliate confirming (in writing) to Seller, on behalf of Affiliate (as if Affiliate is Purchaser), Purchaser’s representations and warranties as set forth in Section 6.6 and Section 7.2 as well as assuming, accepting and agreeing (in writing) to be bound by and perform each of Purchaser’s obligations, liabilities, duties, covenants and agreements set forth in this Agreement) Purchaser may assign this Agreement, without Seller’s consent, to an Affiliate. No assignment shall release or relieve Purchaser from its obligations, liabilities and/or duties under this Agreement. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the respective legal representatives, successors, assigns, heirs and devisees of the parties. For the purposes of this Section 10.1, the term “Affiliate” means (a) an entity that directly or indirectly controls, is controlled by or is under common control with the Purchaser or (b) an entity at least a majority of whose economic interest is owned by Purchaser; and the term “control” means the power to direct the management of such entity through voting rights, ownership or contractual obligations.
