Common use of Survival; Assignment Clause in Contracts

Survival; Assignment. All agreements, representations and warranties made herein shall survive the issuance to the Purchaser of the Management Shares and, notwithstanding any investigation heretofore or hereafter made by the Purchaser or the Company or on the Purchaser’s or the Company’s behalf, shall continue in full force and effect. No party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without the consent of the other party hereto, except as permitted by the Stockholders Agreement or by will or the laws of descent and distribution. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the heirs and permitted successors and assigns of such party; and all agreements herein by or on behalf of the Company, or by or on behalf of the Purchaser, shall bind and inure to the benefit of the heirs and permitted successors and assigns of such parties hereto.

Appears in 5 contracts

Samples: Management Subscription Agreement (Amc Entertainment Holdings, Inc.), Management Subscription Agreement (Amc Entertainment Holdings, Inc.), Management Subscription Agreement (Amc Entertainment Holdings, Inc.)

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Survival; Assignment. (a) All agreements, representations and warranties made herein and in any certificates delivered pursuant hereto shall survive the issuance to the Purchaser Participant of the Management Shares Stock Options and any shares of Common Stock and, notwithstanding any investigation heretofore or hereafter made by the Purchaser Participant or the Company or on the Purchaser’s Participant's or the Company’s 's behalf, shall continue in full force and effect. No party Except as expressly provided in the Plan or this Award Document, the Participant may assign, delegate or otherwise transfer not assign any of its his or her rights hereunder whether voluntary or obligations under this Agreement without the consent involuntary, by operation of the other party hereto, except as permitted by the Stockholders Agreement law or by will or the laws of descent and distributionotherwise. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the heirs and permitted successors and assigns of such party; and all agreements herein by or on behalf of the Company, or by or on behalf of the PurchaserParticipant, shall bind and inure to the benefit of the heirs and permitted successors and assigns of such parties hereto.

Appears in 2 contracts

Samples: Non Qualified Stock Option Agreement (Dycom Industries Inc), Incentive Stock Option Agreement (Dycom Industries Inc)

Survival; Assignment. (a) All agreements, representations and warranties made herein and in the certificates delivered pursuant hereto shall survive the issuance to the Purchaser Participant of the Management Options and any Option Shares and, notwithstanding any investigation heretofore or hereafter made by the Purchaser Participant or the Company or on the Purchaser’s Participant's or the Company’s 's behalf, shall continue in full force and effect. No party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without Without the prior written consent of the other party heretoCompany, the Participant may not assign any of Participant's rights thereunder except as permitted by the Stockholders Agreement Plan or by will or the laws of descent and distribution. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the heirs and permitted successors and assigns of such party; and all agreements herein by or on behalf of the Company, or by or on behalf of the PurchaserParticipant, shall bind and inure to the benefit of the heirs and permitted successors and assigns of such parties hereto.

Appears in 1 contract

Samples: Management Equity Agreement (Kinetic Concepts Inc /Tx/)

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Survival; Assignment. (a) All agreements, representations and warranties made herein and in any certificates delivered pursuant hereto shall survive the issuance to the Purchaser Participant of the Management Shares Restricted Shares, the Stock Equivalents and any shares of Common Stock and, notwithstanding any investigation heretofore or hereafter made by the Purchaser Participant or the Company or on the Purchaser’s Participant's or the Company’s 's behalf, shall continue in full force and effect. No party Except as expressly provided in the Plan or this Award Agreement, the Participant may assign, delegate or otherwise transfer not assign any of its his rights or obligations under this Agreement without the consent of the other party hereto, except as permitted by the Stockholders Agreement or by will or the laws of descent and distributionhereunder. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the heirs and permitted successors and assigns of such party; and all agreements herein by or on behalf of the Company, or by or on behalf of the PurchaserParticipant, shall bind and inure to the benefit of the heirs and permitted successors and assigns of such parties hereto.

Appears in 1 contract

Samples: Award Agreement (Fort Howard Corp)

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