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 Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of Buyer.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Cumulus Media Inc), Stock Purchase Agreement (Cumulus Media Inc), Stock Purchase Agreement (Cumulus Media Inc)

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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, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller Entities.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Uil Holdings Corp), Securities Purchase Agreement (Uil Holdings Corp), Securities Purchase Agreement (Uil Holdings Corp)

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, or obligations hereunder without the prior written approval of the other Party, ; provided that the Buyer may assign some or all rightof its rights, title and interest in, to and under this Agreement interests and/or obligations hereunder to one or more Affiliates of the Buyer. Any attempted assignment in contravention of this provision shall be void.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Apellis Pharmaceuticals, Inc.), Asset Purchase Agreement (Apellis Pharmaceuticals, Inc.), Asset Purchase Agreement (Optelecom-Nkf, Inc.)

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 Partyparties; provided, provided however, that the Buyer may freely assign all right, title and interest in, its rights to and under this Agreement to one another direct or more Affiliates indirect wholly owned subsidiary of BuyerParent without such prior written approval but no such assignment shall relieve Buyer or Parent of any of its obligations hereunder.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Sprint Corp), Agreement and Plan of Merger (Us Unwired Inc), Agreement and Plan of Merger (Us Unwired Inc)

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 PartyParties; provided, provided however, that the Buyer Parent may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder.

Appears in 4 contracts

Samples: Merger Agreement (Pervasive Software Inc), Agreement and Plan of Merger (Ibeam Broadcasting Corp), Agreement and Plan of Reorganization (Infospace Com Inc)

Succession and Assignment. This Neither this Agreement nor any of the rights, interests or obligations hereunder may be assigned by any of the Parties, in whole or in part (whether by operation of law or otherwise), without the prior written consent of the other Parties. Subject to the preceding sentence, this Agreement shall be binding upon and upon, inure to the benefit of and be enforceable by the Parties named herein and their respective successors and permitted assigns. No Party may assign either Any purported assignment in violation of the provisions of this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party, provided that the Buyer may assign all right, title shall be null and interest in, to and under this Agreement to one or more Affiliates of Buyervoid ab initio.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Hawkeye Systems, Inc.), Membership Interest Purchase Agreement (Pacific Ethanol, Inc.), Stock Purchase Agreement (Hawkeye Systems, Inc.)

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 Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of Buyeraffiliated entities.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Cumulus Media Inc), Stock Purchase Agreement (Cumulus Media Inc), Stock Purchase Agreement (Cumulus Media Inc)

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, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller.

Appears in 4 contracts

Samples: Stock Purchase Agreement (CastlePoint Holdings, Ltd.), Stock Purchase Agreement (Team Inc), Stock Purchase Agreement (Aris Corp/)

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 PartyParties hereto; provided, provided however, that the Buyer Partnership may assign all right, title and interest in, to and under make a collateral assignment of this Agreement solely to one or more Affiliates of Buyersecure financing for the Partnership and its subsidiaries.

Appears in 4 contracts

Samples: Operation and Management Services Agreement, Operation and Management Services Agreement, Operation and Management Services Agreement (Delek Logistics Partners, LP)

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 Party, Parties; provided that the Buyer may assign all rightits rights, title interests and interest in, obligations hereunder to and under an Affiliate of the Buyer. Any purported assignment of rights or delegation of performance obligations in violation of this Agreement to one or more Affiliates of BuyerSection 9.4 is void.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Red Hat Inc), Agreement and Plan of Merger (Brooks Automation Inc)

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 PartyBuyer and the Sellers; provided, provided however, that the Buyer may shall be permitted without the prior written consent of the other Parties to assign all right, title and interest in, to and its rights but not its obligations under this Agreement to one or more Affiliates of Buyerthe lenders under the Debt Financing.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Daramic, LLC), Stock Purchase Agreement (Polypore International, Inc.), Stock Purchase Agreement (Polypore International, Inc.)

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 Party, Parties; provided that the Buyer Transitory Subsidiary may assign all rightits rights, title interests and interest in, obligations hereunder to and under an Affiliate of the Buyer. Any purported assignment of rights or delegation of performance obligations in violation of this Agreement to one or more Affiliates of BuyerSection 9.4 is void.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Opnet Technologies Inc), Agreement and Plan of Merger (Netezza Corp), Agreement and Plan of Merger (Brookdale Senior Living Inc.)

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, or obligations hereunder without the prior written approval of the other Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of Buyer.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Bsquare Corp /Wa), Asset Purchase Agreement (Bsquare Corp /Wa), Asset Purchase Agreement (Bsquare Corp /Wa)

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 Party; provided, provided however, that the Buyer may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Century Electronics Manufacturing Inc), Agreement and Plan of Merger (Clariti Telecommunications International LTD), Asset Purchase Agreement (Ariel Corp)

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, or obligations hereunder without the prior written approval of the other Party, ; provided that the Buyer may assign all rightits rights, title interests and interest in, obligations hereunder to and under this Agreement to one or more Affiliates an Affiliate of the Buyer.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Agl Resources Inc), Stock Purchase Agreement (Agl Resources Inc), Stock Purchase Agreement (Agl Resources Inc)

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, or obligations hereunder without the prior written approval of the other Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller.

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Precigen, Inc.), Securities Purchase Agreement, Employment Agreement (Red White & Bloom Brands Inc.)

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, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerRequisite Sellers.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Eif Holdings Inc), Stock Purchase Agreement (Neoprobe Corp), Stock Purchase Agreement (Eif Holdings Inc)

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 Partyparties; provided, provided however, that the Buyer may freely assign all right, title and interest in, its rights to and under this Agreement to one or more Affiliates another wholly owned subsidiary of BuyerParent without such prior written approval but no such assignment shall relieve Buyer of any of its obligations hereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Showpower Inc), Agreement and Plan of Merger (Peoples Choice Tv Corp), Agreement and Plan of Merger (General Electric Co)

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, or obligations hereunder without the prior written approval of the other Party, provided except that the Buyer may freely assign all right, title and interest in, to and under without consent the benefit of this Agreement or otherwise sell or transfer all the Shares to one any fund or more Affiliates of Buyeraccount managed by Axxxxxx Investment Management Limited.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Hungarian Telephone & Cable Corp), Purchase and Sale Agreement (Hungarian Telephone & Cable Corp), Purchase and Sale Agreement (Hungarian Telephone & Cable Corp)

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 Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one in connection with a transfer of all or more Affiliates substantially all of Buyerits assets and business.

Appears in 3 contracts

Samples: Customer Assignment Agreement (Certified Services Inc), 1 Purchase Agreement (Certified Services Inc), Escrow Agreement (Certified Services Inc)

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 Party; provided, provided however, that the Buyer may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more Affiliates wholly-owned subsidiaries and (ii) designate one or more of Buyerits wholly-owned subsidiaries to perform its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cholestech Corporation), Asset Purchase Agreement (Cholestech Corporation)

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, or obligations hereunder without the prior written approval of the other Party, provided that Buyer Representative and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller Representative.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Sunrise Usa Inc), Stock Purchase Agreement (Sunrise Usa Inc)

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 Party, provided except that the Buyer may assign all rightits rights hereunder to any wholly owned subsidiary of the Buyer, title and interest in, to and under this Agreement to one provided that no such assignment shall relieve the Buyer of any of its liabilities or more Affiliates of Buyerobligations hereunder.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Midcoast Energy Resources Inc), Purchase and Sale Agreement (Midcoast Energy Resources Inc)

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, interests or obligations hereunder without the prior written approval of the other Party; provided, provided however, that the Buyer Purchaser may assign any or all rightof its rights, title and interest in, to and interests or obligations under this Agreement to one or more of its Affiliates (in any or all of Buyerwhich cases Purchaser nonetheless shall remain responsible to Seller for the performance of all of its obligations under this Agreement).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Benson Hill, Inc.), Membership Interest Purchase Agreement (Benson Hill, Inc.)

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 Party, provided except that the Buyer may assign all rightthis Agreement, title and interest inor specific rights hereunder, to any Affiliate, and under this Agreement that upon consummation of the transactions contemplated hereby, the Buyer may assign the rights obtained hereunder without restriction (other than restrictions to one or more Affiliates of Buyerwhich such rights may be subject pursuant to their terms).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pacific Gateway Exchange Inc), Asset Purchase Agreement (Pacific Gateway Exchange Inc)

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 Party; provided, provided however, that the Buyer may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder, but no such assignment shall relieve Buyer of any of its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Accuray Inc), Asset Purchase Agreement (American Science & Engineering Inc)

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 PartyParties; provided, provided however, that the Buyer may assign all rightthis Agreement and any of its rights, title interests and interest in, obligations hereunder to and 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 buyer under this Agreement to one or more Affiliates of Buyeras provided in Section 2.5 hereof.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Foresight Energy LP)

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 PartyParties. Notwithstanding the foregoing, Purchaser may assign its 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 the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates such assignment shall not relieve Purchaser of Buyerany of its obligations hereunder.

Appears in 2 contracts

Samples: Asset Sale and Purchase Agreement (GTJ REIT, Inc.), Asset Sale and Purchase Agreement (GTJ REIT, Inc.)

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 Partyparties; provided, provided however, that Purchaser may freely assign its rights to purchase Shares in the Buyer may assign all right, title and interest in, Offer to and under this Agreement to one or more Affiliates another wholly owned subsidiary of BuyerParent without such prior written approval.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Howmet International Inc), Agreement and Plan of Merger (Alcoa Inc)

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, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerRequisite Seller.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Evolution Resources, Inc.), Stock Purchase Agreement (Evolution Resources, Inc.)

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 Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of Buyer.Seller

Appears in 2 contracts

Samples: Acquisition Agreement (Nitches Inc), Acquisition Agreement (Nitches Inc)

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 Party; provided, provided however, that the Buyer may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder, but no such assignment shall relieve the Buyer of any of its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (First Avenue Networks Inc), Asset Purchase Agreement (First Avenue Networks Inc)

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 PartyBuyer and Seller; provided, provided however, that the Buyer Seller may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Polarityte, Inc.), Purchase and Sale Agreement (Polarityte, Inc.)

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, or obligations hereunder without the prior written approval of the other Party, ; provided that the Buyer may assign some or all rightof its rights, title and interest in, to and under this Agreement interests and/or obligations hereunder to one or more Affiliates of the Buyer.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Tenera Inc), Agreement and Plan of Merger (Emerson Electric Co)

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, 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 Partycase of assignment by Purchaser, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerCompany.

Appears in 2 contracts

Samples: Voting and Support Agreement (Macatawa Bank Corp), Voting and Support Agreement (Wintrust Financial Corp)

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, or obligations hereunder without the prior written approval of the other PartyParties; provided, provided that the Buyer however, OREX may assign all right, title and interest in, to and under this Agreement to one or more their Affiliates as part of Buyera corporate restructuring.

Appears in 2 contracts

Samples: Merger Agreement and Plan of Reorganization (Orex Corp), Merger Agreement and Plan of Reorganization (Orex Corp)

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 Partyparties, provided except that the Buyer Parent and Merger Sub may assign any or all rightof its respective rights, title and interest in, to and under this Agreement interests or obligations hereunder to one or more of its Affiliates without the consent of Buyerthe Company, provided, that no such assignment shall relieve Parent or Merger Sub, as the case may be, from any of its obligations hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Edelman Financial Group Inc.), Agreement and Plan of Merger (Pep Boys Manny Moe & Jack)

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, or obligations hereunder without the prior written approval of the other Partyparty; provided, provided however, that the Buyer may assign any or all right, title of its rights and interest in, interests (but not its obligations) hereunder to and under this Agreement to one or more Affiliates of BuyerWangs.

Appears in 2 contracts

Samples: Note Purchase Agreement (Alpharma Inc), Final Execution Copy Note Purchase Agreement Note Purchase Agreement (Alpharma Inc)

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 Party; provided, provided however, that the Buyer Seller may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of its affiliates without the prior written approval of Buyer, but no such assignment shall relieve Seller of its obligations hereunder. Any purported assignment in violation of this Section 8.5 shall be void. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Peco Ii Inc), Asset Purchase Agreement (Peco Ii Inc)

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 Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller (which approval shall not be unreasonably withheld).

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Husker Ag LLC), Membership Interest Purchase Agreement (US BioEnergy CORP)

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 Party; provided, provided however, that the Buyer may without the consent of Sellers (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Professional Diversity Network, Inc.), Asset Purchase Agreement (Professional Diversity Network, Inc.)

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, interests or obligations hereunder without the prior written approval consent of the each other Party, ; provided that the Buyer may assign any or all rightof its rights, title and interest in, to and under this Agreement interests or obligations hereunder to one or more of its Affiliates of Buyerwithout such prior consent, so long as Buyer still remains responsible for such obligations thereafter.

Appears in 2 contracts

Samples: Share Purchase Agreement (Quinstreet, Inc), Share Purchase 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, her or its rights, interests, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Blue Atelier Inc.), Stock Purchase Agreement (Eworld Interactive, Inc.)

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 Party, provided Parties except that the Buyer may assign all rightits interest hereunder, title and interest inwithout the consent of the other Parties hereto, to and any Affiliate of the Buyer, in which case the Buyer shall remain liable for all of its obligations under this Agreement to one or more Affiliates of BuyerAgreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Montpelier Re Holdings LTD), Stock Purchase Agreement (Gainsco Inc)

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 Partyparty; provided, provided however, that the Buyer each Investor may assign all right, title its rights and interest in, interests hereunder to and under this Agreement to one or more Affiliates of Buyerany Permitted Transferees.

Appears in 2 contracts

Samples: Exchange Agreement (Intercept Inc), Stock Purchase Agreement (Intercept Inc)

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 Party, Parties; provided that the Buyer may assign its rights, interests and obligations hereunder to an Affiliate of the Buyer 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 right, title of the obligations and interest in, to and liabilities under this Agreement to one or more Affiliates of BuyerAgreement.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Medicines Co /De)

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 Party; provided, provided however, that the Buyer may may: (i) assign any or all right, title of its rights and interest in, interests hereunder to and under this Agreement to one ten or more of its Affiliates; and (ii) designate ten or more of its Affiliates of Buyerto perform its obligations hereunder.

Appears in 2 contracts

Samples: Agreement for the Purchase and Sale (Eworld Interactive, Inc.), Agreement for the Purchase and Sale

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, or obligations hereunder without the prior written approval of the other Party; provided, provided however, that the any Buyer may assign all right, title and interest in, to and under this Agreement to one any subsidiary or more Affiliates Affiliate of Buyersuch Buyer without the consent 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.

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement (Ariba Inc)

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 Partyparties. Notwithstanding the foregoing, provided that the Buyer Purchaser may assign its rights hereunder to an Affiliate or to any successor to substantially all right, title of its business and interest in, may collaterally assign its rights with respect to and under this Agreement and the transactions contemplated herein to one or more Affiliates of Buyerits lender(s).

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Installed Building Products, Inc.)

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 Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any of its rights, interests, or obligations hereunder Party without the prior written approval consent of the other Party, provided that the Buyer may assign all rightand any attempt to do so will be void, title except for assignments and interest intransfers by operation of Law. Subject to this Section 5(h), to and under this Agreement is binding upon, inures to one or more Affiliates the benefit of Buyerand is enforceable by the Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (USD Partners LP), Agreement (USD Partners LP)

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, or obligations hereunder without the prior written approval of all of the other PartyPurchaser, provided that the Buyer may assign all right, title Company and interest in, to and under this Agreement to one or more Affiliates of Buyerthe Selling Parties.

Appears in 2 contracts

Samples: Agreement (Air Brook Airport Express Inc), Agreement (DoMar Exotic Furnishings Inc.)

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 may assign either ; provided, however, that neither this Agreement or nor any of its the rights, interests, interests or obligations of such party hereunder shall be assigned or delegated by such party without the prior written approval consent of the other Partyparties, provided that which consent may be withheld in the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates sole discretion of Buyersuch other parties.

Appears in 2 contracts

Samples: Investment Agreement (The9 LTD), Share Purchase Agreement (Korea Thrunet Co LTD)

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 PartyParties; provided, provided that the Buyer may assign some or all rightof its rights, title and interest in, to and under this Agreement interests and/or obligations hereunder to one or more Affiliates wholly-owned Subsidiaries of the Buyer; provided, further, that the Buyer shall remain liable under this Agreement if it makes such an assignment.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bowne & Co Inc), Agreement and Plan of Merger (Lionbridge Technologies Inc /De/)

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, or obligations hereunder without the prior written approval of the other PartyPurchasers and FDC; provided, provided however, that the Buyer Purchasers may (i) assign any or all right, title of their rights and interest in, to and under this Agreement interests hereunder to one or more Affiliates of Buyertheir affiliates and (ii) designate one or more of their affiliates to perform their obligations hereunder.

Appears in 2 contracts

Samples: Share Purchase Agreement (Continental Illinois Venture Corp), Registration Rights Agreement (Factual Data Corp)

Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of and be binding upon the Parties parties named herein and their respective successors (including, without limitation, successors by operation of law) and permitted assigns. No Party party may assign either this Agreement or any of its rights, interests, or obligations hereunder hereunder, except to a wholly-owned subsidiary, without the prior written approval consent of the other Partyparty, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of Buyerwhich shall not be unreasonably withheld.

Appears in 2 contracts

Samples: Stock Purchase Agreement (O Ray Holdings Inc), Stock Purchase Agreement (Bec Group Inc)

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 Party, parties; provided that the Buyer Company may assign all rightits rights, title interests and interest inobligations hereunder in the event it consummates a merger, to and under this Agreement to one or more Affiliates of Buyeracquisition and/or sale.

Appears in 2 contracts

Samples: Share Exchange Agreement (Pineapple Express, Inc.), Share Exchange Agreement (Content Checked Holdings, Inc.)

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, or obligations hereunder without the prior written approval of all of the other PartyPurchaser, provided that the Buyer may assign all right, title Company and interest in, to and under this Agreement to one or more Affiliates of Buyerthe Selling Parties.

Appears in 2 contracts

Samples: Agreement (SportsQuest, Inc.), Agreement (Domark International Inc.)

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 Party, Parties; provided that the Buyer may assign all rightor any portion of its rights, title and interest in, to and under this Agreement interests and/or obligations hereunder to one or more Affiliates 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.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Plexus Corp), Asset Purchase Agreement (McMS Inc /De/)

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 PartyParties. Notwithstanding the foregoing, the Buyer may assign its rights and obligations hereunder to a subsidiary of the Buyer, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates also remains liable for the discharge of Buyersuch obligations.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Entrust Inc), Stock Purchase Agreement (Entrust Technologies Inc)

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, or obligations hereunder without the prior written approval of the other PartyParties adversely affected by such assignment; provided, provided however, that the Buyer any Investor may assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more Affiliates of Buyerits Affiliates.

Appears in 2 contracts

Samples: Securities Escrow Agreement (China Golf Group, Inc.), Escrow Agreement (Deli Solar (USA), Inc.)

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, or obligations hereunder without the prior written approval of the other Party, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller Representative.

Appears in 2 contracts

Samples: Interest Purchase Agreement (Energy 11, L.P.), Interest Purchase Agreement (Energy 11, L.P.)

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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 Partyparties; provided, provided however, that the Buyer may freely assign all right, title and interest in, its rights to and under this Agreement to one or more Affiliates another wholly owned subsidiary of Buyerthe Parent without such prior written approval but no such assignment shall relieve the Buyer of any of its obligations hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (United Parcel Service Inc), Agreement and Plan of Merger (Fritz Companies Inc)

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 Party; provided, provided however that the Buyer may (1) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (2) designate one or more of Buyerits Affiliates to perform its obligations hereunder.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Crystalix Group International Inc), Membership Interest Purchase Agreement (Seaena Inc.)

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 may assign either Neither this Agreement or nor any of its the rights, interests, interests or obligations hereunder under this Agreement may be assigned or delegated, in whole or in part, by operation of law or otherwise by any of the parties hereto without the prior written approval consent of the other Partyparties hereto, provided that the Buyer may assign all right, title and interest in, to any such assignment without such prior written consent shall be null and under this Agreement to one or more Affiliates of Buyervoid.

Appears in 2 contracts

Samples: Registration Agreement (Recursion Pharmaceuticals, Inc.), Registration Agreement (Recursion Pharmaceuticals, Inc.)

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. For purposes of this Agreement, successors shall include those successors-in-interest resulting from operation of law and those Persons that, with their Affiliates, have purchased in a transaction or in a series of transactions a majority of the equity or assets of a Party. No Party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSeller.

Appears in 1 contract

Samples: Stock Purchase Agreement (Telegen Corp /Co/)

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 Party, Parties; provided that the Buyer may assign all righthis rights, title interests and interest in, obligations hereunder to and under this Agreement to one or more Affiliates of an entity wholly-owned by Buyer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Demand Pooling, Inc.)

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 Except as set forth in Sections 4.3(e)(iii) and 7.6, 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 Party, Parties; provided that the Buyer Transitory Subsidiary may assign all rightits rights, title interests and interest in, obligations hereunder to and under this Agreement to one or more Affiliates an Affiliate of the Buyer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Edison Schools Inc)

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 Except for the specific rights assigned by Seller to Valorex Holdings and Xxxxxxxxx Terrace herein, no Party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party, provided that the Buyer may assign all right, title Xxxxx and interest in, to and under this Agreement to one or more Affiliates of BuyerXxxxxx.

Appears in 1 contract

Samples: Share Purchase Agreement (iQSTEL Inc)

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 Party, provided Parties except that Buyer shall have the right to transfer and assign any or all of its rights and obligations hereunder to any entity which at the time of such transfer and assignment is controlled by Buyer may assign all right, title and interest in, to and under this Agreement to one or more by Affiliates of Buyer; provided, however, that Buyer shall remain liable for the performance of its obligations under this Agreement.

Appears in 1 contract

Samples: Equity and Asset Purchase Agreement (Caleres Inc)

Succession and Assignment. This Agreement shall be binding upon and inure solely to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either Neither this Agreement or any of its nor the rights, interests, interests or obligations hereunder may be assigned by any Party, in whole or in part, without the prior written approval of Buyer and the other PartyShareholders, provided except that the Buyer or Seller may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of Buyeran Affiliate.

Appears in 1 contract

Samples: Stock Purchase Agreement (Saker Aviation Services, Inc.)

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, or obligations hereunder without the prior written approval of the other Partyother, provided except that the Buyer may assign all rightits interest hereunder without the consent of Seller to any wholly owned subsidiary of Buyer; provided, title and interest inhowever, that no such transfer shall operate to and release Buyer of any of its obligations under this Agreement to one or more Affiliates of Buyerany Transaction Document.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (St Paul Companies Inc /Mn/)

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, or obligations hereunder without the prior written approval of the other Party, Buyer and the Seller; provided that the Buyer may assign some or all rightof its rights, title and interest in, to and under this Agreement interests and/or obligations hereunder to one or more Affiliates of the Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Commerce Energy Group, Inc.)

Succession and Assignment. This The terms and conditions of this Agreement shall be binding upon and inure to the benefit of and be binding upon the Parties named herein and their respective successors and permitted assigns. No Party may assign either assigns of the Parties hereto; provided, however, that this Agreement or may not be assigned by any of its rights, interests, or obligations hereunder Party without the prior written approval consent of the other PartyParties and any such attempted assignments shall be null and void, provided except that the Buyer Acquiring Investors may assign all right, title and interest in, to and under this Agreement to one or more Affiliates any of Buyertheir affiliates, but no such assignment shall release the Acquiring Investors from any liability hereunder.

Appears in 1 contract

Samples: Recapitalization Agreement (Cottontops Inc)

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 Except as set forth in Section 7.6 hereof, no Party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other PartyParties. Notwithstanding the foregoing, the Buyer may assign its rights and obligations hereunder to a subsidiary of the Buyer, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates also remains liable for the discharge of Buyersuch obligations.

Appears in 1 contract

Samples: Stock Purchase Agreement (Idexx Laboratories Inc /De)

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 party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other PartyBuyer and Seller; provided, provided however, that the Buyer may assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more Affiliates of Buyerits Affiliates, to any Person providing financing to Buyer or the Business and to any Person or Persons who acquire all or substantially all of the Purchased Assets or the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Spectrum Organic Products Inc)

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 Partyparty; provided, provided that the however, Buyer may assign all rightits rights and obligations hereunder to a wholly-owned subsidiary, title and interest in, to and except that Buyer shall remain liable under this Agreement to one or more Affiliates in the event of Buyersuch an assignment.

Appears in 1 contract

Samples: Stock Purchase Agreement (TRM Corp)

Succession and Assignment. This Agreement shall be binding upon upon, and shall inure to the benefit of 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, or obligations hereunder without the prior written approval of the other Party, Buyer and Sellers’ Representative; provided that the Buyer may assign all right, title and interest in, to and under this Agreement and/or its rights and obligations hereunder to one any Affiliate or more Affiliates any lender without such approval, provided, however, Buyer shall remain contractually liable for any of Buyerits obligations hereunder.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (MSA Safety Inc)

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 Partyparty; provided, provided that the however, Seller may assign its rights, or Buyer may assign all rightits rights and obligations, title and interest in, hereunder to and under this Agreement to one or more Affiliates of Buyera wholly-owned subsidiary.

Appears in 1 contract

Samples: Escrow Agreement (Bancorp, Inc.)

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 PartyParties; provided, provided however, that the Buyer may assign all right, title its rights and interest in, obligations hereunder to and under this Agreement to one CWS or more Affiliates of Buyer.any affiliate thereof

Appears in 1 contract

Samples: Reorganization Agreement (Casella Waste Systems Inc)

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, including any subsequently appointed chapter 11 or chapter 7 trustee of Seller. 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 Party, provided that the Buyer may assign all right, title and interest in, to any attempted assignment in violation of this sentence shall be null and under this Agreement to one or more Affiliates of Buyervoid.

Appears in 1 contract

Samples: Asset Purchase 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, including without limitation heirs, representatives and successors by operation of law. 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 Party, Parties; provided that the Buyer Transitory Subsidiary may assign all rightits rights, title interests and interest in, obligations hereunder to and under this Agreement to one or more Affiliates an Affiliate of the Buyer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Otg Software Inc)

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 PartyParties; provided, provided however, that the Buyer ISSI may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Integrated Silicon Solution Inc)

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, or obligations hereunder without the prior written approval of the other Party, Party which shall not be unreasonably withheld; provided that the Buyer may assign all rightits rights, title and interest in, interests and/or obligations hereunder to and under this Agreement to one or more Affiliates an Affiliate of the Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bitstream Inc)

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, or obligations hereunder without the prior written approval of the other PartyParties; provided, provided however that the Buyer each of Hydron and Harezi may assign all right, title and interest in, to and under this Agreement or any of its respective rights, interests, or obligations hereunder to one or more any of its respective Affiliates of Buyerwithout such prior written approval.

Appears in 1 contract

Samples: Buy Sell Agreement (Hydron Technologies Inc)

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 PartyParties. Notwithstanding the foregoing, provided that the Buyer may assign all rightto its Affiliates as they exist now or in the future; provided, title and interest inhowever, to and that no such assignment will relieve Buyer of any of its obligations under this Agreement to one or more Affiliates of BuyerAgreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Quality Systems, Inc)

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 PartyParties, provided that the Buyer may assign all rightthis Agreement, title together with its rights, interests and interest inobligations hereunder, to and under this Agreement to one or more Affiliates with the prior written approval of Buyerthe Indemnification Representative.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Student Advantage Inc)

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, or obligations hereunder without the prior written approval of the other Party, ; provided that the Buyer may assign some or all rightof its rights, title and interest in, to and under this Agreement interests and/or obligations hereunder to one or more Affiliates of Buyerthe Buyer with the prior consent of Seller, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bio Imaging Technologies Inc)

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, or obligations hereunder without the prior written approval of the other Party, provided that Buyer and the Buyer may assign all right, title and interest in, to and under this Agreement to one or more Affiliates of BuyerSellers.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ifth Acquisition Corp)

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 Party; provided, provided however, that the Buyer may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder; provided that Buyer shall continue to be liable hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cabletron Systems Inc)

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 party may assign either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party, provided except that the each Buyer may assign all right, title from time to time its rights hereunder to each Buyer's respective present and interest in, future lenders if required by the same with prior written notice to and under this Agreement to one or more Affiliates of BuyerSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fairwood Corp)

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 either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other Party, provided except that the Buyer SurModics may assign all right, title and interest in, to and or transfer its rights or interests under this Agreement to one any of its Subsidiaries without the prior consent of the Sellers (provided that no such assignment or more Affiliates transfer will relieve SurModics of Buyerany of its obligations under this Agreement).

Appears in 1 contract

Samples: Share Purchase Agreement (Surmodics Inc)

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, or obligations hereunder without the prior written approval of the other PartyBuyer and Seller Representative; provided, provided however, that the Buyer may assign all rightits rights, title interests, and interest inobligations hereunder to an Affiliate without such consent if Buyer remains liable for the rights, to interests, and under this Agreement to one or more Affiliates obligations of Buyerits Affiliate transferee hereunder.

Appears in 1 contract

Samples: Interest Purchase Agreement (Natural Resource Partners Lp)

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 Party, provided except that the Buyer may assign all rightits rights hereunder to any wholly owned subsidiary of the Buyer, title and interest in, to and under this Agreement to one provided that no such assignment shall relieve the Buyer of any of its liabilities or more Affiliates of Buyer.obligations hereunder. (d)

Appears in 1 contract

Samples: Purchase and Sale Agreement (Midcoast Energy Resources Inc)

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, or obligations hereunder without the prior written approval of the other PartyParties other than to an Affiliate; provided, provided however that the Buyer may assign all rightany such assignor shall remain liable, title and interest intogether with each such Affiliate, to and perform all of its obligations under this Agreement to one or more Affiliates of Buyerand the Ancillary Documents notwithstanding any such assignment.

Appears in 1 contract

Samples: Master Put Option and Membership Interest Purchase Agreement (Constellation Energy Group Inc)

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 PartyParties; provided that the Purchaser may assign this Agreement, without the approval of the Seller or the Company, to a Subsidiary of the Purchaser, provided that the Buyer may assign all right, title and interest in, to and under this Agreement to one no such transfer or more Affiliates assignment shall relieve Purchaser of Buyerits obligations hereunder or alter or change any obligation of any other party hereto.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Cliffs Natural Resources Inc.)

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 Partyparty. Notwithstanding the foregoing sentence, provided that the Buyer Seller may assign all right, title and interest in, to and his rights under this Agreement relating directly or indirectly to one the Collateral to an assignee or more Affiliates of Buyersuccessor in interest to the Note without Company’s prior written approval.

Appears in 1 contract

Samples: Redemption and Security Agreement (SUMOTEXT, Inc.)

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 PartyParent and the Requisite Company Stockholders; provided, provided however, that the Buyer Parent may assign any or all rightof its rights and interests hereunder in connection with any merger, title and interest in, to and under this Agreement to one consolidation or more Affiliates sale of Buyerall or substantially all of its assets.

Appears in 1 contract

Samples: Alkermes Inc

Succession and Assignment. This Agreement shall be is binding upon and inure inures to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party assigns of the parties, provided that there may assign either be no assignment or transfer of rights or obligations under this Agreement or by either party without the prior consent of the other party. Notwithstanding the foregoing, (i) this Agreement may be assigned by Customer to any of its rights, interests, subsidiaries or obligations hereunder affiliates without the prior written approval consent of the other Party, provided that the Buyer Vendor and (ii) either party may assign all right, title its rights and interest in, to and obligations under this Agreement as part of the sale of all, or substantially all, of its assets upon written notice to one or more Affiliates of Buyerthe other party.

Appears in 1 contract

Samples: Equipment Loan Agreement

Succession and Assignment. This Agreement shall be binding upon upon, and shall inure to the benefit of 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, or obligations hereunder without the prior written approval of Buyer and the other Party, Sellers’ Representative; provided that the Buyer may assign all right, title and interest in, to and under this Agreement and/or its rights and obligations hereunder to one any Affiliate or more Affiliates any lender without such approval, provided, however, Buyer shall remain contractually liable for any of Buyerits obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Westell Technologies Inc)

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 PartyParties; provided, provided however, that the Buyer ISSI may (i) assign any or all right, title of its rights and interest in, to and under this Agreement interests hereunder to one or more of its Affiliates and (ii) designate one or more of Buyerits Affiliates to perform its obligations hereunder, provided that no such assignment or designation shall relieve ISSI of its obligations hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Integrated Silicon Solution Inc)

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