Common use of Assignment; Binding Effect; Amendment Clause in Contracts

Assignment; Binding Effect; Amendment. This Agreement and ------------------------------------- the rights of the parties hereunder may not be assigned (except (a) after Closing by operation of law by the merger of Purchaser, or (b) by Purchaser prior to closing to one or more wholly-owned subsidiaries of Purchaser) and shall be binding upon and shall inure to the benefit of the parties hereto, the successors of Purchaser and the Sellers. This Agreement, upon execution and delivery, constitutes a valid and binding agreement of the parties hereto enforceable in accordance with its terms and may be modified or amended only by a written instrument executed by all parties hereto.

Assignment; Binding Effect; Amendment. This Agreement and the ------------------------------------- the rights of the parties hereunder may not be assigned (except (a) after Closing by operation of law by the merger of Purchaser, or (b) by Purchaser prior to closing to one or more wholly-owned subsidiaries of Purchaser) and shall be binding upon and shall inure to the benefit of the parties hereto, the successors of Purchaser and the Sellers. This Agreement, upon execution and delivery, constitutes a valid and binding agreement of the parties hereto enforceable in accordance with its terms and may be modified or amended only by a written instrument executed by all parties hereto.