Common use of Assignment; Binding Effect Clause in Contracts

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 55 contracts

Samples: Agreement and Plan of Merger (EarthLink Holdings Corp.), Agreement and Plan of Merger (Cameron International Corp), Agreement and Plan of Merger (Applera Corp)

AutoNDA by SimpleDocs

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 21 contracts

Samples: Agreement and Plan of Merger (STC Broadcasting Inc), Agreement and Plan of Merger (Franklin Capital Corp), Agreement and Plan of Merger (Transport Holdings Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 18 contracts

Samples: Rollover and Contribution Agreement (Junique Laurent), Agreement and Plan (Abraxis BioScience, Inc.), Rollover and Contribution Agreement (LAIX Inc.)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rightsright hereunder, interests or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties hereto and their respective heirs, personal representatives, successors and permitted assigns.

Appears in 16 contracts

Samples: Inventory Purchase Agreement (Industrial Services of America Inc /Fl), Asset Purchase Agreement (Industrial Services of America Inc /Fl), Agreement and Plan of Merger (Thermoview Industries Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties, except that Parent may assign this Agreement (in whole but not in part) in connection with a permitted assignment of the Merger Agreement by Parent, as applicable. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 15 contracts

Samples: Contribution Agreement (Sogou Inc.), Support Agreement (ChinaEquity USD Fund I L.P.), Contribution and Support Agreement (Ctrip Investment Holding Ltd.)

Assignment; Binding Effect. Neither this Agreement nor any of the rightsright, interests interest or obligations hereunder shall obligation under this Agreement may be assigned by any of the parties hereto (whether party to this Agreement, by operation of law or otherwise) , without the prior written consent of the other partiesparties to this Agreement and any attempt to do so will be void. Subject to the preceding sentenceforegoing, this Agreement shall be is binding upon and shall inure upon, inures to the benefit of and is enforceable by the parties hereto to this Agreement and their respective successors and assigns.

Appears in 14 contracts

Samples: Framework Agreement (Sports Properties Acquisition Corp.), Stock Purchase Agreement (Cornerstone Therapeutics Inc), Governance Agreement (Cornerstone Therapeutics Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 14 contracts

Samples: Exchange Agreement (Motient Corp), Exchange Agreement (Skyterra Communications Inc), Exchange Agreement (Motient Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (Rohm & Haas Co), Agreement and Plan of Merger (W R Grace & Co), Agreement and Plan of Merger (Dow Chemical Co /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Any purported assignment without such consent shall be void. Subject to the preceding sentencesentences, this Agreement shall will be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 11 contracts

Samples: Voting and Support Agreement (Avaya Inc), Voting and Support Agreement (Zisapel Zohar), Voting and Support Agreement (Zisapel Zohar)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except for assignments by Merger Sub to a wholly-owned direct or indirect Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Aes Corp), Agreement and Plan of Merger (Firstenergy Corp), Agreement and Plan of Merger (Exelon Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned (in whole or in part) by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, and any such assignment without such consent shall be null and void. No assignment by any party shall relieve such party of any of its obligations hereunder. Subject to the preceding sentencesentences, this Agreement shall be binding upon upon, and shall inure to the benefit of of, and shall be enforceable by the parties hereto and their respective successors and assigns.

Appears in 10 contracts

Samples: Assignment and Assumption Agreement (First Capital Real Estate Trust Inc), Assignment and Assumption Agreement (Photomedex Inc), And Confidentiality Agreement (Photomedex Inc)

Assignment; Binding Effect. Neither this Agreement nor any right, remedy, obligation or liability arising hereunder or by reason hereof nor any of the rights, interests or obligations hereunder shall documents executed in connection herewith may be assigned by any of the parties hereto (whether by operation of law or otherwise) Party without the prior written consent of the other partiesParties. Subject to Except as provided in the preceding previous sentence, this Agreement shall be binding upon and all of the rights and obligations hereunder shall inure to the benefit of and be binding upon the parties Parties hereto and their respective successors and assigns. Any attempted assignment in violation of this Agreement shall be null and void.

Appears in 9 contracts

Samples: Inventory Purchase Agreement (GrowGeneration Corp.), Inventory Purchase Agreement (Sylios Corp), Inventory Purchase Agreement (GrowGeneration Corp.)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rights, obligations or interests or obligations hereunder shall hereunder, may be assigned by any of the parties hereto (whether by operation of law or otherwise) without Party hereto, except with the prior written consent of the other partiesParties hereto. Subject to the preceding sentence, this Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties Parties hereto and their respective successors and assigns.

Appears in 8 contracts

Samples: Iv Acquisition Agreement (Zebra Technologies Corp/De), Iv Acquisition Agreement (Fargo Electronics Inc), Iv Acquisition Agreement (Fargo Electronics Inc)

Assignment; Binding Effect. Neither Except as provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto (i) Shareholder and their respective his heirs, successors and assigns, and (ii) Access Beyond and its successors and assigns.

Appears in 8 contracts

Samples: Employment Agreement (Access Beyond Inc), Market Stand Off Agreement (Access Beyond Inc), Market Stand Off Agreement (Access Beyond Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Enterprise Acquisition Corp.), Voting and Support Agreement (Capitol Acquisition Corp), Voting and Support Agreement (Enterprise Acquisition Corp.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Oao Technology Solutions Inc), Stock Purchase Agreement (Golden Bear Golf Inc), Stock Purchase Agreement (Family Golf Centers Inc)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties party hereto (whether by operation of law or otherwise) without the prior express written consent of the other partiesparty. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of benefit, and be binding upon, the parties hereto and their respective successors and permitted assigns.

Appears in 7 contracts

Samples: Management, LLC Advisory Agreement, Management, LLC Advisory Agreement, Management, LLC Advisory Agreement

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement shall be binding upon on and shall inure to the benefit of the parties hereto Parties and their respective successors and assigns.

Appears in 7 contracts

Samples: Merger Support Agreement (Vistra Energy Corp), Merger Support Agreement (Dynegy Inc.), Merger Support Agreement (Starboard Value LP)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except for assignments by Merger Sub to a wholly owned direct or indirect Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Rri Energy Inc), Agreement and Plan of Merger (Energy Transfer Equity, L.P.), Agreement and Plan of Merger (KLX Energy Services Holdings, Inc.)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties party hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement ; provided that no consent shall be binding upon required for the Purchaser to assign any or all of its respective rights and obligations hereunder to a Person controlled by the Purchaser. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

Appears in 6 contracts

Samples: Purchase Agreement (Aveon Group L.P.), Purchase Agreement (Aveon Group L.P.), Purchase Agreement (Aveon Group L.P.)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties hereto (whether by operation of law or otherwise) otherwise by any party hereto without the prior written consent of the other partiesparty hereto. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of and be binding upon the parties hereto and their respective permitted successors and assigns.

Appears in 6 contracts

Samples: Bonus Agreement (Werner Holding Co Inc /Pa/), Bonus Agreement (Werner Holding Co Inc /Pa/), Bonus Agreement (Werner Holding Co Inc /Pa/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesParties hereto. Subject to the preceding sentenceforegoing, this Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 4.6 shall be null and void.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Crestwood Equity Partners LP), Agreement and Plan of Merger (Oasis Midstream Partners LP), Contribution Agreement (Crestwood Equity Partners LP)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon on and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 6 contracts

Samples: Voting Trust Agreement (Canadian Pacific Railway LTD/Cn), Agreement and Plan of Merger (Kansas City Southern), Agreement and Plan of Merger (Kansas City Southern)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 6 contracts

Samples: Indemnity Agreement (Mdsi Mobile Data Solutions Inc /Can/), Agreement and Plan of Merger (Nationwide Mutual Insurance Co), Agreement and Plan of Merger (Nationwide Mutual Insurance Co)

Assignment; Binding Effect. Neither No party hereto may assign this Agreement nor or any of the its rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent approval of the other partiesparties hereto, and any attempted assignment without such prior written approval shall be void and without legal effect; provided, however, that Merger Sub may assign its rights hereunder to a direct or indirect wholly-owned Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns.

Appears in 5 contracts

Samples: Agreement of Merger (Cenveo, Inc), Agreement and Plan of Merger (Nashua Corp), Agreement and Plan of Merger (Nashua Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section shall be null and void.

Appears in 5 contracts

Samples: Voting and Support Agreement (Ivy Jerry Lafe JR), Agreement and Plan of Merger (Wiltel Communications Group Inc), Agreement and Plan of Merger (Leucadia National Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (X Rite Inc), Agreement and Plan of Merger (Titanium Asset Management Corp), Proxy Agreement (Chindata Group Holdings LTD)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of all of the other parties. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (PPG Industries Inc), Agreement and Plan of Merger (Georgia Gulf Corp /De/), Agreement and Plan of Merger (Alltel Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparties and any prohibited assignment is void. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Sanderson Farms Inc), Agreement and Plan of Merger (National Instruments Corp), Agreement and Plan of Merger (L3harris Technologies, Inc. /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty, and any such assignment that is attempted without such consent shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 5 contracts

Samples: Reinsurance Agreement (Delphi Financial Group Inc/De), Purchase Agreement (Intramerica Variable Annuity Account), Purchase Agreement (Charter National Variable Annuity Account)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties party hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

Appears in 5 contracts

Samples: Sale and Purchase Agreement (E Trade Financial Corp), Sale and Purchase Agreement (J P Morgan Chase & Co), Transaction Agreement (PJT Partners Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties party hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesparty; provided, that Parent may assign any of its respective rights, interest or obligations to any direct or indirect Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and permitted assigns.

Appears in 5 contracts

Samples: Non Competition, Non Solicitation and Confidentiality Agreement (Energy Transfer Equity, L.P.), Non Competition, Non Solicitation and Confidentiality Agreement (Energy Transfer Equity, L.P.), Non Competition, Non Solicitation And (Celgene Corp /De/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, and any attempted assignment of this Agreement or any of such rights, interests or obligations without such consent shall be void and of no effect. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Pulte Homes Inc/Mi/), Agreement and Plan of Merger (Medianet Group Technologies Inc), Agreement and Plan of Merger (Medianet Group Technologies Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns. Notwithstanding the foregoing, each of Parent and Subco shall have the right to assign its rights, interests and obligations hereunder to any of its affiliates without the prior written consent of the other parties hereto.

Appears in 5 contracts

Samples: Arrangement Agreement (Mdsi Mobile Data Solutions Inc /Can/), Arrangement Agreement (Mdsi Mobile Data Solutions Inc /Can/), Arrangement Agreement (International Absorbents Inc)

Assignment; Binding Effect. Neither this This Agreement nor any of and the rights, interests or obligations rights hereunder shall be assigned are not assignable unless such assignment is consented to in writing by any of all the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentenceclause, this Agreement and all the provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns.

Appears in 4 contracts

Samples: Share Exchange Agreement (SolarMax Technology, Inc.), Share Exchange Agreement (SolarMax Technology, Inc.), Share Exchange Agreement (SolarMax Technology, Inc.)

Assignment; Binding Effect. Neither Except as otherwise provided in this Agreement, no right under this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by assignable and any attempted assignment in violation of this provision shall be void. This Agreement, and the rights and obligations of the parties hereto (whether hereunder, shall be binding upon and inure to the benefit of any and all successors, permitted assigns, personal representatives and all other legal representatives, in whatsoever capacity, by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto hereto, in each case with the same force and their respective successors and assignseffect as if the foregoing persons were named herein as parties hereto.

Appears in 4 contracts

Samples: Voting Trust Agreement (Horizon Lines, Inc.), Voting Trust Agreement (Horizon Lines, Inc.), Voting Agreement (Universal Compression Holdings Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty, which consent shall not be unreasonably withheld, and any such assignment that is attempted without such consent shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon and shall upon, inure to the benefit of of, and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 4 contracts

Samples: Coinsurance and Modified Coinsurance Agreement (Allstate Life Insurance Co), Coinsurance and Modified Coinsurance Agreement (Allstate Life Insurance Co), Reinsurance Agreement (Allstate Life Insurance Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be is binding upon and shall inure inures to the benefit of the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Ladurini Daniel), Agreement and Plan of Merger (Pharmathene, Inc), Agreement and Plan of Merger (Triarc Companies Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall will be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall will be binding upon and shall will inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Transgenomic Inc), Agreement and Plan of Merger (America First Apartment Investors Inc), Agreement and Plan of Merger (TAMINCO Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto hereto, in whole or in part (whether by operation of law Law or otherwise) ), without the prior written consent of the other partiesparty. Any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentencesentences, this Agreement shall be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and parties, their respective successors and permitted assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Golden State Vintners Inc), Escrow Agreement (Golden State Vintners Inc), Agreement and Plan of Merger (Golden State Vintners Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except that Parent may assign this Agreement or any of their rights, interests and obligations hereunder to any affiliate of Parent without the consent of the Shareholders. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Voting Agreement (Medplus Inc /Oh/), Voting Agreement (Medplus Inc /Oh/), Voting Agreement (Medplus Inc /Oh/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, such consent not to be unreasonably withheld and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Washington National Corp), Agreement and Plan of Merger (Washington National Corp), Agreement and Plan of Merger (Washington National Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Preferred Stock Purchase and Recapitalization Agreement (Katy Industries Inc), Stock Repurchase Agreement (Motient Corp), Stock Repurchase Agreement (Motient Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rightsright or obligation hereunder will be assigned, interests delegated or obligations hereunder shall be assigned by any of the parties hereto otherwise transferred (whether by operation of law or otherwise) by either Party without the prior written consent of the other partiesParty, except as otherwise provided in this Agreement. Subject to the preceding sentence, this This Agreement shall will be binding upon on and shall inure to the benefit of the parties hereto and their respective permitted successors and assignsassigns of the Parties. Any purported assignment, delegation or other transfer not permitted by this Section is void.

Appears in 3 contracts

Samples: Business Combination Agreement (Legacy Acquisition Corp.), Sponsor Support Agreement (PARTS iD, Inc.), Sponsor Support Agreement (Legacy Acquisition Corp.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of each party hereto, and any purported assignment in violation hereof shall be void ab initio. All the other parties. Subject to the preceding sentence, terms and provisions of this Agreement shall be binding upon and shall inure to the benefit of and be enforceable by the parties hereto respective heirs and their respective permitted successors and assignsassigns of Purchaser and Seller.

Appears in 3 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Gaughan Michael J), Stock Purchase Agreement (Boyd Gaming Corp)

Assignment; Binding Effect. Neither this Agreement nor any of -------------------------- the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, and any such assignment that is not consented to shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Ginsburg Scott K), Agreement and Plan of Merger (Evergreen Media Corp), Agreement and Plan of Merger (Ginsburg Scott K)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder right created hereby shall be assigned assignable by any of the parties either party hereto (whether by operation of law or otherwise) without the prior express written consent of the other partiesparty. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Fonefriend Inc), Asset Purchase Agreement (Smartpay Express, Inc.), Asset Purchase Agreement (Efoodsafety Com Inc)

Assignment; Binding Effect. Neither No party hereto may assign this Agreement nor or any of the its rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent approval of the other partiesparties hereto, and any attempted assignment without such prior written approval shall be void and without legal effect. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and permitted assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (MEDecision, Inc.), Agreement and Plan of Merger (Johnson Controls Inc), Agreement and Plan of Merger (York International Corp /De/)

Assignment; Binding Effect. Neither Except as otherwise provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assignsParties.

Appears in 3 contracts

Samples: Note Purchase Agreement (NextWave Wireless Inc.), Merger Agreement (NextWave Wireless Inc.), Note Purchase Agreement (NextWave Wireless Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement, the -32- 37 Voting Agreement and the Irrevocable Proxy shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. SECTION 9.7.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Geoscience Corp), A Agreement and Plan (Core Laboratories N V), Agreement and Plan of Merger (Tech Sym Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Medplus Inc /Oh/), Agreement and Plan of Merger (Medplus Inc /Oh/), Agreement and Plan of Merger (Medplus Inc /Oh/)

Assignment; Binding Effect. Neither Except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8 shall be null and void.

Appears in 3 contracts

Samples: Voting and Support Agreement (Doma Holdings, Inc.), Voting and Support Agreement (Doma Holdings, Inc.), Voting and Support Agreement (Lennar Corp /New/)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty; provided, however, that no such consent shall be required in the event of a merger, consolidation or sale of either BioPharma or Biotechnologies. Subject to the preceding sentence, this Agreement shall be binding upon on, and shall inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Tax Responsibility Allocation Agreement (InB:Biotechnologies, Inc.), Tax Responsibility Allocation Agreement, Tax Responsibility Allocation Agreement (iBioPharma, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto hereto, in whole or in part (whether by operation of law or otherwise) ), without the prior written consent of the other parties. Any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Ophthalmic Imaging Systems), Agreement and Plan of Merger (Ophthalmic Imaging Systems), Up and Standstill Agreement (Ophthalmic Imaging Systems)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) a party without the prior written consent of all of the other partiesparties to this Agreement. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Equity Interest Purchase Agreement (DJO Finance LLC), Acquisition Agreement (Badger Meter Inc), Asset Purchase Agreement (Labarge Inc)

Assignment; Binding Effect. Neither Except as otherwise specifically provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and permitted assigns. Any purported assignment not permitted under this Section 5(g) shall be null and void.

Appears in 3 contracts

Samples: Voting and Support Agreement (Interval Leisure Group, Inc.), Voting and Support Agreement (Interval Leisure Group, Inc.), Voting and Support Agreement (Interval Leisure Group, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParty. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto Parties and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Macrosolve Inc), Asset Purchase Agreement (Tree Top Industries, Inc.), Asset Purchase Agreement (DecisionPoint Systems, Inc.)

Assignment; Binding Effect. Neither Except as provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned assigned, in whole or in part, by operation of law or otherwise by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Any purported assignment without such consent shall be void. Subject to the preceding sentencesentences, this Agreement shall will be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto and their respective successors and assigns.

Appears in 3 contracts

Samples: Voting Agreement (Avid Technology, Inc.), Voting Agreement (Momentive Global Inc.), Form of Voting Agreement (Alteryx, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any assignment not permitted under this Section 9.6 shall be null and void.

Appears in 3 contracts

Samples: Agreement (INTERACTIVE MULTI MEDIA AUCTION Corp), Agreement (INTERACTIVE MULTI MEDIA AUCTION Corp), Agreement of Securities Exchange and Plan of Reorganization (Intelligent Communication Enterprise Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except that Parent may assign this Agreement (in whole but not in part) in connection with a permitted assignment of the Merger Agreement by Parent, as applicable. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Rollover and Support Agreement (NewQuest Asia Fund I, L.P.), Fosun Rollover Agreement (Focus Media Holding LTD), Fosun Rollover Agreement (Fosun International LTD)

Assignment; Binding Effect. Neither Except as expressly provided herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall under this Agreement will be assigned assigned, in whole or in part, by any of the parties hereto (whether by operation of law or otherwise) Parties without the prior written consent of the other partiesParties. Any purported assignment without such prior written consent will be void. Subject to the preceding sentencesentences, this Agreement shall will be binding upon and shall upon, inure to the benefit of of, and be enforceable by, the parties hereto Parties and their respective successors and assigns.

Appears in 3 contracts

Samples: Standstill Agreement (Corning Inc /Ny), Standstill Agreement (Corning Inc /Ny), Shareholder Agreement (Corning Inc /Ny)

AutoNDA by SimpleDocs

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal representatives, successors and permitted assigns. Any purported assignment not permitted under this Section 9.4 shall be null and void.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Parlux Fragrances Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties party hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 4(g) shall be null and void.

Appears in 3 contracts

Samples: Voting and Support Agreement (SJW Group), Voting and Support Agreement (SJW Group), Voting and Support Agreement (SJW Group)

Assignment; Binding Effect. Neither Subject to the provisions of Section 17.13 below, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) a party without the prior written consent of all of the other partiesparties to this Agreement. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Asset and Equity Interest Purchase Agreement (Johnsondiversey Inc), Asset and Equity Interest Purchase Agreement (Johnsondiversey Inc), Asset and Equity Interest Purchase Agreement (Johnsondiversey Holdings Inc)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall not be assigned by any of the parties hereto (whether by operation of law or otherwise) otherwise by any party hereto without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of and be binding upon the parties hereto and their respective permitted successors and assigns.

Appears in 3 contracts

Samples: Preferred Stock Conversion Agreement (Providence Service Corp), Preferred Stock Conversion Agreement (Providence Service Corp), Preferred Stock Repurchase Agreement (BioScrip, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder in this Agreement shall be assigned (other than by operation of law as a result of a merger or similar transaction) by any of the parties hereto (whether by operation of law or otherwise) Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and and, subject to the preceding sentence, assigns.

Appears in 3 contracts

Samples: Framework Agreement (Yahoo Inc), Framework Agreement (Alibaba Group Holding LTD), Framework Agreement (Yahoo Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests benefits or obligations hereunder shall may be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of all of the other parties, and any purported assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Fairpoint Communications Inc), Agreement and Plan of Merger (Frontier Communications Corp)

Assignment; Binding Effect. Neither Except as otherwise provided in this Agreement, no right under this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by assignable and any attempted assignment in violation of this provision shall be void. This Agreement, and the rights and obligations of the parties hereto (whether hereunder, shall be binding upon and inure to the benefit of any and all successors, permitted assigns, personal representatives and all other legal representatives, in whatsoever capacity, by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto hereto, in each case with the same force and their respective successors and assigns.effect as if the foregoing persons were named herein as parties hereto..

Appears in 3 contracts

Samples: Voting Trust Agreement (Universal Compression Holdings Inc), Voting Trust Agreement (Universal Compression Inc), Voting Trust Agreement (Universal Compression Holdings Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties Parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesParties; provided that Parent and Merger Sub may assign this Agreement to its lenders (including Affiliates of Parent and Merger Sub) for collateral security purposes. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Merisel Inc /De/), Agreement and Plan of Merger (American Capital Strategies LTD)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 6(l) shall be null and void.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Altra Holdings, Inc.), Support Agreement (Altra Holdings, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.. Section 9.7

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Falcon Products Inc /De/), Agreement and Plan of Merger (Falcon Products Inc /De/)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rights, obligations or interests or obligations hereunder shall hereunder, may be assigned by any of the parties hereto (whether by operation of law or otherwise) without Party hereto, except with the prior written consent of the other partiesParties hereto. Subject to the preceding sentence, this Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties Parties hereto and their respective successors and assigns. Merger Sub may however assign all its rights and obligations hereunder to another wholly owned subsidiary of Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Career Education Corp), Agreement and Plan of Merger (Whitman Education Group Inc)

Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rights, obligations or interests or obligations hereunder shall hereunder, may be assigned by any of the parties hereto (whether by operation of law or otherwise) without party hereto, except with the prior written consent of the other partiesparties hereto. Any such purported assignment made without such written consent shall be null and void. Subject to the preceding sentence, this Agreement shall be binding upon upon, and shall inure to the benefit of of, the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Walbro Corp), Agreement and Plan of Merger (Ti Group PLC)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any either of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParty. Subject to the preceding sentence, this Agreement shall will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto Parties and their respective successors and assigns.

Appears in 2 contracts

Samples: Share Purchase Agreement (Willbros Group Inc), Stock Purchase Agreement (Pioneer Natural Resources Co)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except for assignments by Merger Sub to a wholly owned direct or indirect Subsidiary of Parent so long as any such assignment does not delay the Closing. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Williams Companies Inc), Agreement and Plan of Merger (Williams Companies Inc)

Assignment; Binding Effect. Neither this This Agreement nor any of and the rights, interests or obligations rights hereunder shall be assigned are not assignable by any of the parties hereto (whether either Party unless such assignment is consented to in writing by operation of law or otherwise) without the prior written consent of the other partiesParty. Subject to the preceding sentence, this Agreement and all the provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Hunt Companies Finance Trust, Inc.), Membership Interest Purchase Agreement (Five Oaks Investment Corp.)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or obligations hereunder shall may not be assigned or delegated, in whole or in part, by any of the parties party hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentenceforegoing, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, the Purchaser may assign any of its rights and obligations under this Agreement prior to Closing to any of its Affiliates; provided, however, that the Purchaser shall remain primarily obligated to perform its obligations under this Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Alleghany Corp /De), Stock Purchase Agreement (Alleghany Corp /De)

Assignment; Binding Effect. Neither this This Agreement nor any of and the rights, interests or obligations rights hereunder shall be assigned are not assignable by any of the parties hereto (whether Party unless such assignment is consented to in writing by operation of law or otherwise) without the prior written consent of the other parties. Subject Party and, subject to the preceding sentenceclause, this Agreement and all the provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Share Purchase Agreement (Sun Cheng Yaw), Share Purchase Agreement (Sun Cheng Yaw)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned or delegated by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties). Subject to the preceding sentence, this This Agreement shall will be binding upon and shall inure solely to the benefit of the parties hereto each party hereto, and their respective successors and assignsnothing in this Agreement, express or implied, is intended to or will confer upon any person any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Appears in 2 contracts

Samples: Exhibit 2 Stock Agreement (Collins & Aikman Products Co), Stock Agreement (Larizza Ronald T)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties either party hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 5(g) shall be null and void.

Appears in 2 contracts

Samples: Voting and Support Agreement (SciVac Therapeutics Inc.), Transaction Voting and Support Agreement (Helios & Matheson Analytics Inc.)

Assignment; Binding Effect. Neither Except as otherwise provided herein, neither this Agreement nor any of the rights, interests rights or obligations hereunder under this Agreement shall be assigned by any of the parties hereto (whether assigned, in whole or in part, directly or indirectly, by operation of law or otherwise) , by any of the parties without the prior written consent of the all other parties. Subject , and any such assignment that is not consented to the preceding sentence, this Agreement shall be null and void. This Agreement will be binding upon and shall upon, inure to the benefit of and be enforceable by, the parties hereto and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Amended and Restated Purchase Option Agreement (Mastec Inc), Purchase Option Agreement (Mastec Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties, except that Merger Sub may assign, in its sole discretion, any or all of its rights, interests and obligations hereunder to any direct or indirect Subsidiary of Parent. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Appears in 2 contracts

Samples: Merger Agreement (Family Golf Centers Inc), Agreement and Plan of Merger (Mdi Entertainment Inc)

Assignment; Binding Effect. Neither this This Agreement nor any of the rights, interests or and all rights and obligations hereunder shall not be assigned by any of the parties hereto (whether by operation of law or otherwise) either party without the prior written consent of the other partiesother. Subject to the preceding sentenceforegoing, all of the covenants, conditions and provisions of this Agreement shall be binding upon run with the Property and shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors and assigns.

Appears in 2 contracts

Samples: Option to Purchase Agreement (Aurelio Resource Corp), Purchase Agreement (Aurelio Resource Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties Parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and and, subject to the preceding sentence, assigns.

Appears in 2 contracts

Samples: Termination and Settlement Agreement (FAST Acquisition Corp.), Termination and Settlement Agreement (Sports Ventures Acquisition Corp.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned (in whole or in part) by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties, and any such assignment without such consent shall be null and void. No assignment by any party shall relieve such party of any of its obligations hereunder. Subject to the preceding sentencesentences, this Agreement shall be binding upon upon, and shall inure to the benefit of of, and shall be enforceable by the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Unitholders Agreement (CD&R Associates VIII, Ltd.), Unitholders Agreement (Emergency Medical Services CORP)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement shall will be binding upon and shall will inure to the benefit of the parties hereto and their respective permitted successors and assignsassigns and the provisions of Section 5.3(c) may be enforced by the person named therein.

Appears in 2 contracts

Samples: Agreement (Alliant Techsystems Inc), Agreement (Hercules Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto (including the Released Persons) and their respective successors and and, subject to the preceding sentence, assigns.

Appears in 2 contracts

Samples: Termination and Settlement Agreement (Chaparral Energy, Inc.), Termination and Settlement Agreement (Edge Petroleum Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder in this Agreement shall be assigned by any of the parties hereto (whether by operation of law Applicable Law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and and, subject to the preceding sentence, assigns.

Appears in 2 contracts

Samples: Termination Agreement, Termination Agreement (Charles River Laboratories International Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties; provided, however, that Merger Sub may assign all of its rights and obligations under this Agreement and the transactions contemplated hereby to any other wholly owned Subsidiary of Media Metrix. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Media Metrix Inc), Agreement and Plan of Merger (Jupiter Communications Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned by any of the parties hereto (whether assigned, in whole or in part, by operation of law or otherwise) , by any of the parties without the prior written consent of the other partiesparties to this Agreement. Subject to the preceding sentence, Any purported assignment in violation of this Agreement shall is void. This Agreement will be binding upon and shall upon, inure to the benefit of and be enforceable by the parties hereto to this Agreement and their respective successors and assigns.

Appears in 2 contracts

Samples: Voting and Transaction Support Agreement (AMC Networks Inc.), Voting and Transaction Support Agreement (RLJ Entertainment, Inc.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties party hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesparty; provided, that the Company may assign any of its respective rights, interest or obligations to any direct or indirect Subsidiary of the Company. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective heirs, successors and permitted assigns.

Appears in 2 contracts

Samples: Non Competition, Non Solicitation and Confidentiality Agreement, Non Competition, Non Solicitation and Confidentiality Agreement (Triple-S Management Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 4(l) shall be null and void.

Appears in 2 contracts

Samples: Support Agreement (Meckler Alan M), Support Agreement (Getty Images Inc)

Assignment; Binding Effect. Neither No party to this Agreement nor any of the rights, interests may assign its rights or delegate its obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) under this Agreement without the prior express written consent of the other partiesparties hereto. Subject to the preceding sentence, this This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. In addition, the Lender shall be a third party beneficiary hereof.

Appears in 2 contracts

Samples: Custodial Agreement (Ministry Partners Investment Corp), Custodial and Collateral Agency Agreement (Us Home Systems Inc /Tx)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties Parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement shall be binding upon on and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Exterran Corp), Agreement and Plan of Merger (Enerflex Ltd.)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assignspermitted assigns and, in the case of each Shareholder or each Beneficial Owner, his, her or its estate, heirs, beneficiaries, personal representatives and executors.

Appears in 2 contracts

Samples: Support Agreement (Top Fortune Win Ltd.), Support Agreement (Zhang Lee Ligang)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentenceExcept as provided herein, this Agreement shall be binding upon upon, and shall be enforceable by and inure solely to the benefit of of, the parties hereto and their respective successors and assigns.; provided, however, that neither this Agreement nor any of the party’s rights under this Agreement may be assigned by the such party without the prior written consent of the other party, and any attempted assignment of this Agreement or any of such rights by the party attempting to so assign without such consent shall be void and of no

Appears in 2 contracts

Samples: Voting Agreement (Nassda Corp), Voting Agreement (Synopsys Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties Parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties Parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Memry Corp), Agreement and Plan of Merger (Avista Corp)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law Law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, The provisions of this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Termination and Settlement Agreement (Ebix Inc), Termination and Settlement Agreement (Stein Mart Inc)

Assignment; Binding Effect. Neither this Agreement nor any -------------------------- of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Guarantee Life Companies Inc), Agreement and Plan of Merger (Kbii Holdings Inc)

Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 5(g) shall be null and void.

Appears in 2 contracts

Samples: Support Agreement (Witness Systems Inc), Transaction Voting and Support Agreement (Helios & Matheson Analytics Inc.)

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