Common use of Assignability; No Third Party Beneficiaries Clause in Contracts

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Flex Pharma, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Galena Biopharma, Inc.)

AutoNDA by SimpleDocs

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than (a) the parties hereto Parties and (b) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.8) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 3 contracts

Samples: Share Exchange Agreement (Alliance MMA, Inc.), Share Exchange Agreement (Alliance MMA, Inc.), Share Exchange Agreement

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other PartyParties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s Parties’ prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.6) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Yumanity Therapeutics, Inc.), Agreement and Plan of Merger and Reorganization (Proteostasis Therapeutics, Inc.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other PartyParties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s Parties’ prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Organovo Holdings, Inc.), Agreement and Plan of Merger and Reorganization (Lpath, Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s 's rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s 's prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than than: (a) the parties hereto Parties hereto; (b) rights pursuant to Section 1, and (c) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.2) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Share Exchange Agreement (Farm Lands of Africa, Inc.), Share Exchange Agreement (Islet Sciences, Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other PartyParties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s Parties’ prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto Parties and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.76.5) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Nikola Corp), Agreement and Plan of Merger and Reorganization (Romeo Power, Inc.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than than: (a) the parties hereto Parties hereto; (b) rights pursuant to Section 1, and (c) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Discovery Partners International Inc), Agreement and Plan of Merger (Nitromed Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Exchange Agreement (Grow Capital, Inc.), Stock Exchange Agreement (Grow Capital, Inc.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other PartyParties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s Parties’ prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto Parties and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.6) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Transaction Bonus Payout Agreement (Invitae Corp), Transaction Bonus Payout Agreement (CombiMatrix Corp)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (Person, including the Persons described or identified in Section 5.14, other than the parties hereto hereto, the Advaxis D&O Indemnified Parties and the Biosight D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) 5.6, any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Advaxis, Inc.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other PartyParties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s Parties’ prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement, except for, following the Effective Time, (a) the rights of the D&O Indemnified Parties pursuant to Section 6.2 and (b) the Nonparty Affiliates pursuant to Section 11.13.

Appears in 1 contract

Samples: Investment Agreement (Sunlight Financial Holdings Inc.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto hereto, the Holders and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s or Holder’s rights or obligations hereunder may be assigned or delegated by such Party or Holder (as applicable) without the prior written consent of each other Partythe Parties, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party or Holder without each other Party’s the Parties’ prior written consent consents shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Exchange Agreement (Vital Therapies Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than than: (a) the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.Parties

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Replidyne Inc)

AutoNDA by SimpleDocs

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s 's rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s 's prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than than: (a) the parties hereto Parties hereto; (b) rights pursuant to Section 1, and (c) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.4) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nitromed Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.7) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Celladon Corp)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than than: (a) the parties hereto and the D&O Indemnified Parties to the extent of their respective hereto; (b) rights pursuant to Section 5.71, and (c) rights contemplated by Section 5.1 and Section 5.4) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avatech Solutions Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than (a) the parties hereto and (b) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.5) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Voting and Lock Up Agreement (Tapimmune Inc.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than (a) the parties Parties hereto and (b) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.8) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Alcobra Ltd.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than (a) the parties hereto and Parties hereto, (b) the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.6 and (c) the Persons named in column (1) of the Schedule of Buyers attached to the Securities Purchase Agreement) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Cellect Biotechnology Ltd.)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each the other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each the other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than than: (a) the parties hereto Parties hereto; and the D&O Indemnified Parties to the extent of their respective (b) rights pursuant to Section 5.71 hereof) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Vasogen Inc)

Assignability; No Third Party Beneficiaries. This Agreement shall be binding upon, and shall be enforceable by and inure solely to the benefit of, the Parties hereto and their respective successors and assigns; provided, however, that neither this Agreement nor any of a Party’s rights or obligations hereunder may be assigned or delegated by such Party without the prior written consent of each other Party, and any attempted assignment or delegation of this Agreement or any of such rights or obligations by such Party without each other Party’s prior written consent shall be void and of no effect. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person (other than the parties hereto and the D&O Indemnified Parties to the extent of their respective rights pursuant to Section 5.75.9) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Monster Digital, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.