Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto without the prior written consent of the other Party. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 5 contracts
Sources: Transaction Agreement, Transaction Agreement (Delphi Technologies PLC), Transaction Agreement (Borgwarner Inc)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto any of the Parties without the prior written consent of the other PartyParties. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 5 contracts
Sources: Merger Agreement (Eldorado Resorts, Inc.), Merger Agreement (CAESARS ENTERTAINMENT Corp), Agreement and Plan of Merger (QLT Inc/Bc)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto any of the Parties without the prior written consent of the other PartyParties; provided, however, that Parent may assign its rights under this Agreement to the Financing Sources as collateral security. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 5 contracts
Sources: Merger Agreement (Ii-Vi Inc), Merger Agreement (Coherent Inc), Agreement and Plan of Merger (Lumentum Holdings Inc.)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8, 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 8.8 shall be null and void.
Appears in 4 contracts
Sources: Merger Agreement (Crestwood Equity Partners LP), Merger Agreement (Oasis Midstream Partners LP), Merger Agreement (Crestwood Equity Partners LP)
Assignment; Binding Effect. Neither Except in connection with a Permitted Transfer, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.86.7, 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 8.8 6.7 shall be null and void.
Appears in 4 contracts
Sources: Support Agreement (Oasis Midstream Partners LP), Support Agreement (Oasis Midstream Partners LP), Support Agreement (Crestwood Equity Partners LP)
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 or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 5(g) shall be null and void.
Appears in 3 contracts
Sources: Merger Agreement (Ingersoll-Rand PLC), Voting and Support Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Voting and Support Agreement (Qurate Retail, 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 delegated by a Party hereto otherwise) without the prior written consent of the other Partyparty. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 9.6 shall be null and void.
Appears in 3 contracts
Sources: Agreement of Securities Exchange and Plan of Reorganization (INTERACTIVE MULTI MEDIA AUCTION Corp), Agreement of Securities Exchange and Plan of Reorganization (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 delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.87.6, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 7.6 shall be null and void.
Appears in 3 contracts
Sources: Merger Agreement (Invitrogen Corp), Merger Agreement (Life Technologies Inc), Merger Agreement (Dexter 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 delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective heirs, executors, administrators, legal representatives, successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 9.4 shall be null and void.
Appears in 3 contracts
Sources: Merger Agreement (Perfumania Holdings, Inc.), Merger Agreement (Perfumania Holdings, Inc.), Merger Agreement (Parlux Fragrances Inc)
Assignment; Binding Effect. Neither this Agreement Amendment nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto without the prior written consent of the other Party. Subject to the first sentence of this Section 8.88, this Agreement Amendment shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 8 shall be null and void.
Appears in 3 contracts
Sources: Transaction Agreement (Ensco Rowan PLC), Transaction Agreement (Rowan Companies PLC), Transaction Agreement (Ensco PLC)
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 or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 8 shall be null and void.
Appears in 3 contracts
Sources: Voting and Support Agreement (Lennar Corp /New/), Voting and Support Agreement (Doma Holdings, Inc.), Voting and Support Agreement (Doma Holdings, Inc.)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party any of the Parties hereto without the prior written consent of the other PartyParties. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 3 contracts
Sources: Merger Agreement (Coya Therapeutics, Inc.), Merger Agreement (Coya Therapeutics, Inc.), Merger Agreement (Hyde Park Acquisition Corp. II)
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 or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective heirs, successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 5(g) shall be null and void.
Appears in 3 contracts
Sources: 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 or delegated by a Party hereto without the prior written consent any of the other PartyParties hereto. Subject to the first sentence of this Section 8.8foregoing, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 7.7 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Oasis Midstream Partners LP), Merger Agreement (Oasis Midstream Partners LP)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by either of the parties hereto (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.87.6, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 7.6 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Invitrogen Corp), Merger Agreement (Dexter Corp)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8, this 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 8.8 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (EQT Corp), Merger Agreement (Equitrans Midstream Corp)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto without the prior written consent of the other Party. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Atwood Oceanics Inc), Merger Agreement (Ensco PLC)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto any of the Parties without the prior written consent of the other PartyParties. Subject to the first sentence of this Section 8.89.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 9.8 shall be null and void.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Insite Vision Inc), Merger Agreement (Insite Vision 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 or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 6 shall be null and void.
Appears in 2 contracts
Sources: Voting and Support Agreement (Eargo, Inc.), Voting and Support Agreement (Hemisphere Media Group, Inc.)
Assignment; Binding Effect. Neither Subject to Section 3.1, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties to this Agreement (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto parties to this Agreement and their respective successors and assigns. Any purported assignment not permitted under by this Section 8.8 6.11 shall be null and void.
Appears in 2 contracts
Sources: Voting Agreement (Era Group Inc.), Voting Agreement (Era Group 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 or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 6(g) shall be null and void.
Appears in 2 contracts
Sources: Voting and Support Agreement (Interval Leisure Group, Inc.), Voting and Support Agreement (Liberty Interactive Corp)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party either of the parties hereto without the prior written consent of the other Partyparty. Subject to the first sentence of this Section 8.8, 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 8.8 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Carrizo Oil & Gas Inc), Merger Agreement (Callon Petroleum Co)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by either party hereto (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparty. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns. Any purported assignment not permitted under this Section 8.8 5(g) shall be null and void.
Appears in 2 contracts
Sources: Transaction Voting and Support Agreement (Helios & Matheson Analytics Inc.), Voting and Support Agreement (SciVac Therapeutics Inc.)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests rights or obligations hereunder shall be assigned or delegated by a Party any of the Parties hereto without the prior written consent of the other PartyParties. Subject to the first sentence of this Section 8.88.9, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 8.9 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Endologix Inc /De/), Merger Agreement (TriVascular 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 delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, 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 8.8 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Lexmark International Inc /Ky/), Merger Agreement (Kofax LTD)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties to this Agreement (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto parties to this Agreement and their respective successors and assigns. Any purported assignment not permitted under by this Section 8.8 9.8 shall be null and void.
Appears in 2 contracts
Sources: Merger Agreement (Dril-Quip Inc), Merger Agreement (Era Group Inc.)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8, this This Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 9.7 shall be null and void.
Appears in 1 contract
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 delegated in part, by a Party either of the Parties hereto without the prior written consent of the other Partyparty, and any such assignment that is attempted without such consent shall be null and void. Subject to the first sentence of this Section 8.8preceding 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. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 1 contract
Sources: Assumption and Indemnity Reinsurance Agreement (Safeguard Health Enterprises 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 delegated in part, by a Party either of the Parties hereto without the prior written consent of the other Partyparty, and any such assignment that is attempted without such consent shall be null and void. Subject to the first sentence of this Section 8.8preceding 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. Any purported assignment not permitted under this Section 8.8 shall be null and void.
Appears in 1 contract
Sources: Assumption and Indemnity Reinsurance Agreement (Safeguard Health Enterprises Inc)
Assignment; Binding Effect. Neither this Agreement nor any The provisions of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto without the prior written consent of the other Party. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties parties hereto and their respective successors and assigns; provided, however, that no party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without the prior written consent of each other party hereto. Any purported assignment not permitted under this Section 8.8 7.04 shall be null and void.
Appears in 1 contract
Sources: Contribution and Purchase Agreement (Enterprise Products Partners L P)
Assignment; Binding Effect. Neither this Agreement Agreement, nor any of the rightsobligations or rights hereunder, interests or obligations hereunder shall be assigned or delegated assignable by a any Party hereto without the prior written consent of the other Party. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns; ***. Any purported assignment not permitted under in contravention of this Section 8.8 shall shall, at the option of the non-assigning Party, be null and voidvoid and of no effect.
Appears in 1 contract
Sources: Collaboration and License Agreement (Pharmacopeia Drug Discovery 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 delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8, this 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 8.8 shall be null and void.
Appears in 1 contract
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 delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, 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 by this Section 8.8 9.8 shall be null and void.
Appears in 1 contract
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any of the parties (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties and any prohibited assignment is void. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of solely the Parties hereto parties and their respective successors and assigns. Any purported The formation of Merger Sub and the execution of the Joinder by Merger Sub shall not be deemed an assignment not permitted under for purposes of this Section 8.8 shall be null 8.7 and voidis otherwise permitted pursuant to this Section 8.7.
Appears in 1 contract
Sources: Merger Agreement (Stryker Corp)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall may be assigned by any of the parties (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties and any prohibited assignment is void. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of solely the Parties hereto parties and their respective successors and assigns. Any purported The formation of Merger Sub and the execution of the Joinder by ▇▇▇▇▇▇ Sub shall not be deemed an assignment not permitted under for purposes of this Section 8.8 shall be null 8.7 and voidis otherwise permitted pursuant to this Section 8.7.
Appears in 1 contract
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party any of the parties hereto without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8, 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 8.8 shall be null and void.
Appears in 1 contract
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned or delegated by a Party hereto without the prior written consent of the other Party. Subject to the first sentence of this Section 8.8, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective successors and assigns. Any purported assignment not permitted under this Section 8.8 shall be null and voidvoid ab initio.
Appears in 1 contract
Sources: Merger Agreement (Noble Corp)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by either of the Parties hereto (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Party. Subject to the first sentence of this Section 8.8, this 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 8.8 7.4 shall be null and void.
Appears in 1 contract
Sources: Merger Agreement (Carillon Account)
Assignment; Binding Effect. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties to this Agreement (whether by operation of law or delegated by a Party hereto otherwise) without the prior written consent of the other Partyparties. Subject to the first sentence of this Section 8.8preceding sentence, this Agreement shall be binding upon and shall inure to the benefit of the Parties hereto parties to this Agreement and their respective permitted successors and assigns. Any purported assignment not permitted under by this Section 8.8 9.8 shall be null and void.
Appears in 1 contract
Sources: Merger Agreement (Seadrill LTD)