Common use of Succession and Assignment Clause in Contracts

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Acquisition Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate a wholly-owned subsidiary of the BuyerParent.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors successors, assigns, distributees, heirs, and permitted assignsgrantors of any revocable trusts of a Party hereto. No Party may assign either this Agreement or any of its or his rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that provided, however, PainCare and Subsidiary, may, without the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate prior consent of the Buyerother Party, assign this Agreement to their Affiliates.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Acquisition Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate a wholly-owned subsidiary of the BuyerParent (other than Split-Off Subsidiary).

Succession and Assignment. This Agreement shall be binding upon and ---------- --- ---------- inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that notwithstanding the Transitory Subsidiary foregoing, the -------- ------- Buyer may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval approval, in the case of assignment by the other Parties; provided that Buyer, by the Transitory Subsidiary may assign its rightsSeller, interests and obligations hereunder to an Affiliate and, in the case of assignment by the Seller or the Company, the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; Party, provided that the Transitory Subsidiary Buyer may assign its rightsall right, interests title and obligations hereunder interest in, to an Affiliate and under this Agreement to one or more Affiliates of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Neither Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided that the Transitory Subsidiary Buyer may assign some or all of its rights, interests and and/or obligations hereunder to an Affiliate one or more Affiliates of the Buyer. Any attempted assignment in contravention of this provision shall be void.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval approval, in the case of assignment by the other Parties; provided that Buyer, by the Transitory Subsidiary may assign its rightsSellers, interests and obligations hereunder to an Affiliate and, in the case of assignment by the Sellers or the Company, the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests rights or delegate any of its performance obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer. Any purported assignment of rights or delegation of performance obligations in violation of this Section 10.4 is void.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Sub may freely assign its rights, interests and rights to another wholly owned subsidiary of Parent without such prior written approval but no such assignment shall relieve Sub of any of its obligations hereunder to an Affiliate of the Buyerhereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; Party, provided that the Transitory Subsidiary Buyer may assign its rightsall right, interests title and obligations hereunder interest in, to an Affiliate of the Buyerand under this Agreement to one or more affiliated entities.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Buyer may freely assign its rights, interests and rights to another direct or indirect wholly owned subsidiary of Parent without such prior written approval but no such assignment shall relieve Buyer or Parent of any of its obligations hereunder to an Affiliate of the Buyerhereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assignsherein. No Party may shall have the right to assign either its rights or obligations under this Agreement or any of its rights, interests or obligations hereunder without the prior written approval consent of the other PartiesParties hereto; provided provided, however, that the Transitory Subsidiary Partnership may assign make a collateral assignment of this Agreement solely to secure financing for the Partnership and its rights, interests and obligations hereunder to an Affiliate of the Buyersubsidiaries.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests rights or delegate any of its performance obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer. Any purported assignment of rights or delegation of performance obligations in violation of this Section 9.4 is void.

Succession and Assignment. This Agreement shall be binding upon and ------------------------- inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein in this Agreement and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided that the Transitory Subsidiary Buyer may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; Party, provided that the Transitory Subsidiary Buyer may assign this Agreement in connection with a transfer of all or substantially all of its rights, interests assets and obligations hereunder to an Affiliate of the Buyerbusiness.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary MergerCo may assign its rights, interests and obligations hereunder to an Affiliate a wholly-owned subsidiary of the BuyerParent (other than Split-Off Subsidiary).

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Buyer may freely assign its rights, interests and rights to another wholly owned subsidiary of Parent without such prior written approval but no such assignment shall relieve Buyer of any of its obligations hereunder to an Affiliate of the Buyerhereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Merger Sub may freely assign its rights, interests and obligations hereunder rights to an Affiliate another wholly owned subsidiary of the BuyerParent without such prior written approval but no such assignment shall relieve the Merger Sub of any of its obligations hereunder.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval approval, in the case of assignment by the other Parties; provided that Buyer, by the Transitory Subsidiary may assign its rightsSellers, interests and obligations hereunder to an Affiliate and, in the case of assignment by the Sellers or the Companies, the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided Party, except that the Transitory Subsidiary Buyer may assign its rights, interests and obligations rights hereunder to an Affiliate any wholly owned subsidiary of the Buyer, provided that no such assignment shall relieve the Buyer of any of its liabilities or obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other PartiesBuyer and the Sellers; provided provided, however, that the Transitory Subsidiary may Buyer shall be permitted without the prior written consent of the other Parties to assign its rights, interests and rights but not its obligations hereunder under this Agreement to an Affiliate of the Buyerlenders under the Debt Financing.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that Buyer and the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerRequisite Sellers.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary Merger Sub may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party Neither Seller nor Buyer may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerParty.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary Buyer may (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of the Buyerits Affiliates and (ii) designate one or more of its Affiliates to perform its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary Buyer may (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of its Affiliates and (ii) designate one or more of its Affiliates to perform its obligations hereunder, but no such assignment shall relieve the BuyerBuyer of any of its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Buyer may freely assign its rights, interests and obligations hereunder rights to an Affiliate another wholly owned subsidiary of the BuyerParent without such prior written approval but no such assignment shall relieve the Buyer of any of its obligations hereunder.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval approval, in the case of assignment by the other Parties; provided that Buyer, by the Transitory Subsidiary may assign its rightsSeller, interests and obligations hereunder to an Affiliate and, in the case of assignment by the Seller, the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Sub may freely assign its rights, interests and rights to another wholly owned subsidiary of Parent without such prior written approval but no such assignment shall relieve Sub or Parent of any of its respective obligations hereunder to an Affiliate of the Buyerhereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective personal representatives, heirs, successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval consent of the other PartiesParty; provided that the Transitory Subsidiary Buyer may assign any or all of its rights, interests and or obligations hereunder to an Affiliate one or more of the Buyerits Affiliates.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Neither Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided that the Transitory Subsidiary Buyer may assign some or all of its rights, interests and and/or obligations hereunder to an Affiliate one or more Affiliates of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided parties, provided, however, that the Transitory Subsidiary Merger Sub may freely assign its rights, interests and obligations hereunder rights to an Affiliate another wholly owned subsidiary of the BuyerParent without such prior written approval.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided Parties except that the Transitory Subsidiary Buyer may assign its rightsinterest hereunder, interests and obligations hereunder without the consent of the other Parties hereto, to an any Affiliate of the Buyer, in which case the Buyer shall remain liable for all of its obligations under this Agreement.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Neither Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparty; provided provided, however, that the Transitory Subsidiary Buyer may assign any or all of its rights, rights and interests and obligations (but not its obligations) hereunder to an Affiliate of the BuyerWangs.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may sell, assign or otherwise transfer or have a third party secure a present or future direct or indirect interest in either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate all of the BuyerPurchaser, the Company and the Selling Parties.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided provided, however, that the Transitory Subsidiary Buyer may assign this Agreement and any of its rights, interests and obligations hereunder to an Affiliate Affiliates without the approval of any other Party. The restriction on assignment shall not operate as a limitation on Reserves’ right to be substituted as the Buyerbuyer under this Agreement as provided in Section 2.5 hereof.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval approval, in the case of assignment by the other Parties; provided that Buyer or the Transitory Subsidiary may assign its rightsParent, interests by the Sellers, and, in the case of assignment by the Sellers or the Companies, the Buyer and obligations hereunder to an Affiliate of the BuyerParent.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary each of Parent and Merger Sub may freely assign its rights, interests and rights to another direct or indirect wholly owned subsidiary of Parent or Merger Sub without such prior written approval but no such assignment shall relieve Parent or Merger Sub of any of its obligations hereunder to an Affiliate of the Buyerhereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparty; provided provided, however, that the Transitory Subsidiary each Investor may assign its rights, rights and interests and obligations hereunder to an Affiliate of the Buyerany Permitted Transferees.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided parties, except that the Transitory Subsidiary Parent and Merger Sub may assign any or all of its respective rights, interests and or obligations hereunder to an Affiliate one or more of its Affiliates without the consent of the BuyerCompany, provided, that no such assignment shall relieve Parent or Merger Sub, as the case may be, from any of its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon upon, and inure to the benefit of of, the Parties named herein and their respective successors and permitted assigns. No Neither Party may assign either this Agreement or any of its the rights, interests or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary Purchaser may assign any or all of its rights, interests and or obligations hereunder under this Agreement to an Affiliate one or more of its Affiliates (in any or all of which cases Purchaser nonetheless shall remain responsible to Seller for the Buyerperformance of all of its obligations under this Agreement).

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of, in the case of assignment by Company or any Principal Shareholder, Purchaser, and, in the other Parties; provided that the Transitory Subsidiary may assign its rightscase of assignment by Purchaser, interests and obligations hereunder to an Affiliate of the BuyerCompany.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors successors, assigns, distributees, heirs, and permitted assignsgrantors of any revocable trusts of a Party hereto. No Party may assign either this Agreement or any of its or his rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary provided, however, OREX may assign its rights, interests and obligations hereunder this Agreement to an Affiliate their Affiliates as part of the Buyera corporate restructuring.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided provided, that the Transitory Subsidiary Buyer may assign some or all of its rights, interests and and/or obligations hereunder to an Affiliate one or more wholly-owned Subsidiaries of the Buyer; provided, further, that the Buyer shall remain liable under this Agreement if it makes such an assignment.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Partiesparties; provided that the Transitory Subsidiary Company may assign its rights, interests and obligations hereunder to an Affiliate of in the Buyerevent it consummates a merger, acquisition and/or sale.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its such Party’s rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that . Notwithstanding the Transitory Subsidiary foregoing, Purchaser may assign its rights, interests and obligations hereunder rights under this Agreement on or before the Closing Date to an Affiliate or wholly owned Subsidiary in its sole and absolute discretion, provided that such assignment shall not relieve Purchaser of the Buyerany of its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided Party, except that the Transitory Subsidiary Buyer may assign its rightsthis Agreement, interests or specific rights hereunder, to any Affiliate, and obligations hereunder to an Affiliate that upon consummation of the Buyertransactions contemplated hereby, the Buyer may assign the rights obtained hereunder without restriction (other than restrictions to which such rights may be subject pursuant to their terms).

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary Buyer may assign all or any portion of its rights, interests and and/or obligations hereunder to an Affiliate one or more wholly owned subsidiaries of the Buyer, provided that the Buyer remains primarily liable therefor, and the Buyer may assign or grant a security interest to its lender in its rights in this Agreement.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of, and be binding upon, the successors and assigns of the Parties named herein and their respective successors and permitted assignsParties. No Party may assign either Neither this Agreement or nor any of its the rights, interests or obligations of a Party hereunder without the prior written approval of the other Partiesshall be assignable by such Party; provided provided, however, that the Transitory Subsidiary Parent may assign its rights, interests and obligations hereunder but not its obligations, under this Agreement to an any Affiliate of the BuyerParent or to any future purchaser of the Parent or the Surviving Company or its respective assets or (b) collaterally assign any or all of their rights and interests hereunder to one or more lenders of the Parent or the Surviving Company.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their its respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary any Buyer may assign its rights, interests and obligations hereunder this Agreement to an any subsidiary or Affiliate of such Buyer without the Buyerconsent of Seller; and provided further that any such assignment shall not release such Buyer from its obligations hereunder. Any such assuming subsidiary, Affiliate shall agree in writing to be bound by all of the terms and conditions of this Agreement.

Succession and Assignment. This Agreement shall be binding upon and ------------------------- inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assignssuccessors. No Party party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Merger Sub may freely assign its rights, interests and rights to a Parent Subsidiary without such prior written approval but no such assignment shall relieve Merger Sub of any of its obligations hereunder to an Affiliate of the Buyerhereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; , provided however, that the Transitory Subsidiary Optionee may assign some or all of its rights, interests and obligations rights hereunder to an Affiliate of the Buyera wholly owned subsidiary.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided provided, however, that the Transitory Subsidiary Sub may assign its rights, interests and obligations hereunder to an Affiliate of the Buyeranother Affiliate.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests interests, and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary may Buyer may: (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate ten or more of the Buyerits Affiliates; and (ii) designate ten or more of its Affiliates to perform its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that Buyer may without the Transitory Subsidiary may consent of Sellers (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of the Buyerits Affiliates and (ii) designate one or more of its Affiliates to perform its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective personal representatives, heirs, successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval consent of the each other PartiesParty; provided that the Transitory Subsidiary Buyer may assign any or all of its rights, interests and or obligations hereunder to an Affiliate one or more of the Buyerits Affiliates without such prior consent, so long as Buyer still remains responsible for such obligations thereafter.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests DGBI and obligations hereunder to an Affiliate of the BuyerSignatory Equity Holders.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesBuyer and Seller; provided provided, however, that the Transitory Subsidiary Seller may (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of the Buyerits Affiliates and (ii) designate one or more of its Affiliates to perform its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that Buyer Representative and the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerSeller Representative.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its such Party's rights, interests or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however that the Transitory Subsidiary Buyer may (1) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of the Buyerits Affiliates and (2) designate one or more of its Affiliates to perform its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that . Notwithstanding the Transitory Subsidiary foregoing, the Buyer may assign its rights, interests rights and obligations hereunder to an Affiliate a subsidiary of the Buyer, provided that the Buyer also remains liable for the discharge of such obligations.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that parties. Notwithstanding the Transitory Subsidiary foregoing, Purchaser may assign its rights, interests and obligations rights hereunder to an Affiliate or to any successor to substantially all of its business and may collaterally assign its rights with respect to this Agreement and the Buyertransactions contemplated herein to its lender(s).

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary Buyer may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerBuyer without the prior written approval of the other Parties provided further that in the event of any such assignment the Buyer remains primarily liable for all of the obligations and liabilities under this Agreement.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests Buyer and obligations hereunder to an Affiliate of the Buyer.Seller

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary Buyer may (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of the Buyerits Affiliates and (ii) designate one or more of its Affiliates to perform its obligations hereunder, but no such assignment shall relieve Buyer of any of its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Partiesparties; provided provided, however, that the Transitory Subsidiary Purchaser may freely assign its rights, interests and obligations hereunder rights to an Affiliate purchase Shares in the Offer to another wholly owned subsidiary of the BuyerParent without such prior written approval.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided provided, that the Transitory Subsidiary Buyer may assign its rights, interests and obligations hereunder rights under this Agreement to an Affiliate another wholly owned subsidiary of the BuyerBuyer by notice to the Company; provided, further, that the Buyer shall remain liable for all its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may sell, assign or otherwise transfer or have a third party secure a present or future interest in either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate all of the BuyerPurchaser, the Company and the Selling Parties.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided provided, however, that the Transitory Subsidiary Buyer may (i) assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more wholly-owned subsidiaries and (ii) designate one or more of the Buyerits wholly-owned subsidiaries to perform its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Neither Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided that the Transitory Subsidiary Buyer may assign some or all of its rights, interests and and/or obligations hereunder to an Affiliate one or more Affiliates of the BuyerBuyer provided that Buyer shall remain liable for such Affiliates performance.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of Parent, Parent and the other PartiesStockholders' Agent; provided that the Transitory Subsidiary Parent may assign some or all of its rights, interests and and/or obligations hereunder to an Affiliate one or more Affiliates of the BuyerParent.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided Parties except that Buyer shall have the Transitory Subsidiary may right to transfer and assign any or all of its rights, interests rights and obligations hereunder to an Affiliate any entity which at the time of such transfer and assignment is controlled by Buyer or by Affiliates of Buyer; provided, however, that Buyer shall remain liable for the Buyerperformance of its obligations under this Agreement.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of Ramtron and the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerShareholders.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that party. Notwithstanding the Transitory Subsidiary foregoing sentence, Seller may assign its rights, interests and obligations hereunder his rights under this Agreement relating directly or indirectly to the Collateral to an Affiliate of assignee or successor in interest to the BuyerNote without Company’s prior written approval.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein in this Agreement and their respective successors and permitted assigns. No Party may assign either this Agreement or any of his, her, or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that Buyer and the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerSellers.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesParty; provided, however, that the Buyer may (i) assign any or all of its rights and interests hereunder to one or more of its Affiliates and (ii) designate one or more of its Affiliates to perform its obligations hereunder; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder Buyer shall continue to an Affiliate of the Buyerbe liable hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided provided, however, that the Transitory Subsidiary Buyer may assign any or all of its rights, rights and interests and obligations hereunder to an Affiliate one or more of the Buyerits affiliates.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that , except to a Person to whom a Transfer of Company Equity (such terms as defined in the Transitory Subsidiary may assign its rights, interests and obligations hereunder Shareholder Joinder Agreement) is made to an Affiliate a Related Party or otherwise free of the Buyerrestrictions of the Shareholder Joinder Agreement.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors successors, heirs, legatees, legal representatives and permitted transferees and assigns. No Party may assign either this Agreement or any of its Its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided provided, however that the Transitory Subsidiary each of Hydron and Harezi may assign this Agreement or any of its respective rights, interests and interests, or obligations hereunder to an Affiliate any of the Buyerits respective Affiliates without such prior written approval.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of his, her or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that Purchaser and the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the BuyerSellers.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its their rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that Purchaser or the Transitory Subsidiary may assign its rightsSeller, interests and obligations hereunder to an Affiliate of the Buyeras applicable.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary Parent or the Buyer may assign its rights, interests and obligations hereunder to an Affiliate of the Parent or the Buyer; provided, further that if such assignment takes place, the Parent will continue to be liable jointly and severally with such assignee for all of its obligations hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party Except for the assignment by the Surviving Corporation of its rights or interests hereunder after the Closing to one or more of its lenders for collateral security purposes, no party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests Company and obligations hereunder to an Affiliate of the BuyerMergerCo.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign or delegate either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary Parent may assign its rights, interests the rights and obligations hereunder of Merger Sub to an Affiliate another wholly-owned subsidiary of the Buyer.Parent. Agreement and Plan of Merger

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of his, her, or its rights, interests interests, or obligations hereunder without the prior written approval of the other PartiesBuyer and Seller Representative; provided provided, however, that the Transitory Subsidiary Buyer may assign its rights, interests interests, and obligations hereunder to an Affiliate without such consent if Buyer remains liable for the rights, interests, and obligations of the Buyerits Affiliate transferee hereunder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and Purchaser’s Parent and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that the Transitory Subsidiary may assign its rights, interests and obligations hereunder Parties other than to an Affiliate Affiliate; provided, however that any such assignor shall remain liable, together with each such Affiliate, to perform all of its obligations under this Agreement and the BuyerAncillary Documents notwithstanding any such assignment.

Succession and Assignment. This Agreement shall will be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of, in the case of assignment by the Buyer or Merger Sub, each of the other Parties; provided that Stockholders, and, in the Transitory Subsidiary may assign its rightscase of assignment by any of the Stockholders, interests and obligations hereunder to an Affiliate of the Buyer.

Succession and Assignment. This Agreement shall be binding upon upon, and inure to the benefit of of, the Parties named herein and their respective representatives, successors and permitted assigns. No Party None of the Parties may assign either this Agreement or any of its the rights, interests or obligations hereunder without the prior written approval of the other Parties; provided, however, that Buyer may assign any or all of its rights and interests under this Agreement to one or more of its Affiliates, provided that the Transitory Subsidiary may assign its rights, interests and no such assignment shall relieve Buyer from any obligations hereunder to an Affiliate of the Buyeror liabilities under this Agreement.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; , provided that the Transitory Subsidiary Surviving Corporation may assign its rights, interests and and/or obligations hereunder under this Agreement to an Affiliate of the BuyerEmcore.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of his or its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that Buyer, the Transitory Subsidiary may assign its rights, interests Company and obligations hereunder to an Affiliate of the BuyerShareholder.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties parties named herein and their respective successors and permitted assigns. No Party party may assign either this Agreement or any of his, her or its rights, interests or obligations hereunder without the prior written approval of the other Partiesparties; provided that the Transitory Subsidiary Buyer may assign its rights, interests and obligations rights hereunder to an Affiliate or to any successor to substantially all of its respective businesses and may collaterally assign its rights with respect to this Agreement and the BuyerContemplated Transactions to their lender(s).

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval of the other Parties; provided provided, however, that the Transitory Subsidiary may assign its rights, interests and obligations hereunder to an Affiliate of the Buyeranother Affiliate.

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests interests, or obligations hereunder without the prior written approval of the other Parties; provided that after the Transitory Subsidiary may assign its rights, interests and obligations hereunder Closing no such consent shall be required for such an assignment by the Buyer to a purchaser of all or substantially all of the business of the Buyer or to an Affiliate affiliated entity of the Buyer.

Succession and Assignment. This Agreement shall be binding upon upon, and inure to the benefit of of, the Parties named herein parties and their respective representatives, successors and permitted assigns. No Party may Neither party shall assign either this Agreement or any of its the rights, interests or obligations hereunder without the prior written approval of the other Partiesparty; provided provided, however, that the Transitory Subsidiary Purchaser may assign any or all of its rights, interests and or obligations hereunder under this Agreement to an Affiliate one or more of its affiliates or to a newly formed entity under common control with the BuyerPurchaser.