Common use of Successors and Assigns; Parties in Interest Clause in Contracts

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller and each of such Seller’s personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company after the Closing. (b) No party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent and the Company, except that Parent may assign its rights and delegate its obligations hereunder to any Affiliate without the Company’s consent. (c) Except as provided in the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit the Indemnified Parties, and each Indemnified Party shall be deemed a third-party beneficiary of this Agreement and this Agreement shall be enforceable by the Indemnified Parties. Except as set forth in this Section 10.6(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect of the matters set forth in Section 5.11 or elsewhere in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller Stockholder and each of such Seller’s the Stockholders’ personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser Merger Sub and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company Surviving Corporation after the ClosingEffective Time. (b) No party Party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent and the Company, except that Parent may assign its rights and delegate its obligations hereunder to any Affiliate without the Company’s consent. (c) Except as provided in the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit the Indemnified Parties, and each Indemnified Party shall be deemed a third-party beneficiary of this Agreement and this Agreement shall be enforceable by the Indemnified Parties. Except as set forth in this Section 10.6(c9.5(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect of the matters set forth in Section 5.11 or elsewhere in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller Party and each of such Seller’s their respective personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser the Buyer and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the their respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company after the Closing). (b) No party Party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent the Buyer and the CompanySelling Parties, except that Parent the Buyer, may assign its rights and delegate its obligations hereunder to any Affiliate without the Company’s Selling Parties’ consent, but the Buyer shall remain jointly and severally liable with any such assignee(s) with respect to all obligations of the Buyer hereunder. (c) Except as provided in the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit the Indemnified Parties, Parties and each Indemnified Party shall be deemed a third-party beneficiary of this Agreement and this Agreement shall be enforceable by the Indemnified Parties. Except as set forth in this Section 10.6(c13.7(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 this Agreement shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including including, without limitation, in respect of the benefits matters set forth in Section 5.11 or elsewhere addressed in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller upon: the Contributing Stockholder and each of such Seller’s personal representatives, executors, administrators, estates, heirs, its successors and assigns (if any) ); and Parent the Company and Purchaser and their respect its successors and assigns, assigns (if any). This Agreement shall inure to the benefit of of: the parties hereto and Contributing Stockholder; the Indemnified Parties Company; the other Indemnitees (subject to Section 9.6); and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company after the Closing. (b) No party may Prior to the Effective Time, neither Party shall assign any of its rights or delegate any of its obligations under this Agreement Agreement, in whole or in part, without the prior written consent of Parent and the Companyother Party, except that Parent which consent shall not be unreasonably withheld or unduly delayed. After the Effective Time, either party may assign this Agreement, provided, however, that such assignment shall not relieve the assigning party from any of its rights liabilities or obligations under this Agreement. For purposes hereof, any sale or transfer (whether structured as a sale of stock, merger, joint venture or otherwise) of an equity interest in either Party greater than or equal to fifty percent (50%) individually or in the aggregate, shall be deemed an assignment for which the other Party’s consent is required. Any purported assignment in violation of this Section 10.9 shall be null and delegate its obligations hereunder to any Affiliate without the Company’s consentvoid. (c) Except as provided in for the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any rights, interests, benefits or other remedies provisions of any nature under or by reason of this Agreement. This Agreement is intended to benefit the Indemnified Parties, Section 9 and each Indemnified Party shall be deemed a third-party beneficiary of this Agreement and this Agreement shall be enforceable by the Indemnified Parties. Except as set forth in this Section 10.6(c)5.11 hereof, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties to this Agreement and their respective successors and assigns, assigns (if any); it being expressly understood that the Founders shall be intended third-party beneficiaries with respect to the provisions of Section 5.11. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect Without limiting the generality of the matters set forth in Section 5.11 foregoing, (i) no employee of the Contributing Stockholder or elsewhere in the Company shall have any rights under this AgreementAgreement or under any of the other Transactional Agreements, and (ii) no creditor of the Contributing Stockholder or the Company shall have any rights under this Agreement or any of the other Transactional Agreements.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller Stockholder and each of such Seller’s their respective personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser Merger Sub and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company Surviving Corporation after the ClosingEffective Time. (b) No party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent and the Company, except that Parent may assign its rights and delegate its obligations hereunder to any Affiliate successor without the Company’s consent. (c) Except as provided in the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit the Indemnified Parties, and each Indemnified Party shall be deemed a third-party beneficiary of this Agreement and this Agreement shall be enforceable by the Indemnified Parties. Section 4.17 of this Agreement is intended to benefit the Company Indemnified Parties and each Company Indemnified Party shall be deemed a third-party beneficiary with respect to Section 4.17 of this Agreement. Except as set forth in this Section 10.6(c9.5(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect of the matters set forth in Section 5.11 or elsewhere in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller and each of such Seller’s personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company Surviving Corporation after the ClosingEffective Time. (b) No Except as provided in Section 4.15, no party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent and the Company, except that Parent Merger Sub or Merger LLC may assign its rights and delegate its obligations hereunder under this Agreement to any Affiliate of Parent prior to the Effective Time without the Company’s consent. (c) Except as provided in the following sentenceSection 4.12(c) and this Section 9.7(c), nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other Person than the parties any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit the holders of Registrable Shares solely for purposes of Section 4.15, each holder of Registrable Shares shall be deemed a third-party beneficiary of Section 4.15 of this Agreement and Section 4.15 of this Agreement shall be enforceable by holders of Registrable Shares. This Agreement is intended to benefit the Indemnified PartiesParties solely for purposes of Article VI, and each Indemnified Party shall be deemed a third-party beneficiary of Article VI of this Agreement and Article VI of this Agreement shall be enforceable by the Indemnified Parties, subject to the prior consent of Parent. Except as set forth in Section 4.12(c) and this Section 10.6(c9.7(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect of the matters set forth in Section 5.11 or elsewhere in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller Stockholder and each of such Seller’s their respective personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser Merger Sub and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company Surviving Corporation after the ClosingEffective Time. (b) No party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent and the CompanyCompany and the Stockholders’ Representative, except that Parent may assign its rights and delegate its obligations hereunder under this Agreement to any Affiliate without the Company’s consent. (c) Except as provided in the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other Person than the parties any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit each of the Stockholders and the Indemnified Parties, and each of the Stockholders and the Indemnified Party shall be deemed a third-party beneficiary of this Agreement Agreement; and this Agreement shall be enforceable by each of the Stockholders and the Indemnified Parties. Except as set forth in this Section 10.6(c9.7(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect of the matters set forth in Section 5.11 or elsewhere in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon each Seller Stockholder and each of such Seller’s their respective personal representatives, executors, administrators, estates, heirs, successors and assigns (if any) and Parent and Purchaser Merger Sub and their respect successors and assigns, if any. This Agreement shall inure to the benefit of the parties hereto and the Indemnified Parties and the respective successors and assigns (if any) of the foregoing. No obligation of the Company in this Agreement shall become an obligation of the Company Surviving Corporation after the ClosingEffective Time. (b) No party Party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Parent and the Company, except that Parent may assign its rights and delegate its obligations hereunder to any Affiliate without the Company’s 's consent. (c) Except as provided in the following sentence, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person any rights, interests, benefits or other remedies of any nature under or by reason of this Agreement. This Agreement is intended to benefit the Indemnified Parties, and each Indemnified Party shall be deemed a third-party beneficiary of this Agreement and this Agreement shall be enforceable by the Indemnified Parties. Except as set forth in this Section 10.6(c9.7(c), none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the parties and their respective successors and assigns, if any. It is expressly acknowledged that Section 5.11 shall not confer upon any Employee any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, including in respect of the matters set forth in Section 5.11 or elsewhere in this Agreement.