Common use of Successors, Assigns, Transferees Clause in Contracts

Successors, Assigns, Transferees. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, neither this Agreement nor any right, remedy, obligation or liability arising hereunder or by reason hereof shall be assignable by the Company or any Shareholder, other than (a) in connection with a Transfer permitted pursuant to Article 3, (b) any Crestview Entity may assign any of its rights, remedies, obligations or liabilities hereunder to (or exercise any of the foregoing jointly with) any of its Affiliates without the consent of the other parties hereto if each such Affiliate agrees in writing in an instrument substantially in the form of Exhibit B hereto to be bound by the terms of this Agreement as a Shareholder and a Crestview Entity and (c) any RCP Entity may assign any of its rights, remedies, obligations or liabilities hereunder to (or exercise any of the foregoing jointly with) any of its Affiliates without the consent of the other parties hereto if each such Affiliate agrees in writing in an instrument substantially in the form of Exhibit B hereto to be bound by the terms of this Agreement as a Shareholder.

Appears in 3 contracts

Samples: Shareholders’ Agreement (Victory Capital Holdings, Inc.), Shareholders’ Agreement (Brown David Craig), Shareholders’ Agreement (Victory Capital Holdings, Inc.)

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Successors, Assigns, Transferees. The provisions of this Agreement shall be binding upon and inure accrue to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and permitted assigns. Notwithstanding the foregoing, neither this Agreement nor any right, remedy, obligation or liability arising hereunder or by reason hereof shall be assignable by the Company Issuer or any ShareholderHolder, other than except (ai) as specifically provided pursuant to the terms hereof, (ii) in connection with a Transfer permitted of securities of the Issuer pursuant to Article 3the terms hereof, in which case any Person acquiring Common Shares who is required by the terms of this Agreement to become a party hereto shall thenceforth be a "Holder" and (biii) any Crestview Entity that the MSCP Funds may assign any of its their rights, remedies, obligations or liabilities hereunder to (or exercise any of the foregoing jointly with) any an Affiliate of its Affiliates the MSCP Funds without the consent of the other parties hereto if each such Affiliate agrees hereto. Nothing in writing in an instrument substantially in this Agreement, expressed or implied, is intended to confer on any Person other than the form of Exhibit B hereto to be bound by the terms of this Agreement as a Shareholder parties hereto, and a Crestview Entity their respective successors and (c) permitted assigns, any RCP Entity may assign any of its rights, remedies, obligations or liabilities hereunder to (under or exercise any of the foregoing jointly with) any of its Affiliates without the consent of the other parties hereto if each such Affiliate agrees in writing in an instrument substantially in the form of Exhibit B hereto to be bound by the terms reason of this Agreement as a ShareholderAgreement.

Appears in 2 contracts

Samples: Shareholders Agreement (VHS of Phoenix Inc), Surviving Shareholders Agreement (VHS of Phoenix Inc)

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