Common use of Assignment; Successors and Assigns; No Third Party Rights Clause in Contracts

Assignment; Successors and Assigns; No Third Party Rights. This Agreement may not be assigned by the Company, the Purchaser or any Existing Holder, except to any of its controlled Affiliates (provided that such controlled Affiliate continues to remain at all times thereafter a controlled Affiliate of the assigning party) or to any successor-in-interest to substantially all of its business. In the event of any permitted assignment of this Agreement, the assigning party shall not be released from such party's obligations hereunder. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, permitted assigns and legal representatives. This Agreement shall be for the sole benefit of the parties to this Agreement and their respective successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder.

Appears in 5 contracts

Samples: Purchase Agreement (L 3 Communications Corp), Employment Agreement (Logimetrics Inc), Employment Agreement (Logimetrics Inc)

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Assignment; Successors and Assigns; No Third Party Rights. This Agreement may not be assigned by the Companyoperation of law or otherwise, the and any attempted assignment shall be null and void; provided, however, that any Purchaser may assign this Agreement (or any Existing Holder, except interest herein) to any of one or more Permitted Transferees so long as such Purchaser also assigns to such Permitted Transferees its controlled Affiliates (provided that such controlled Affiliate continues rights and obligations under the other Transaction Documents to remain at all times thereafter which it is a controlled Affiliate of the assigning party) or to any successor-in-interest to substantially all of its business. In the event of any permitted assignment of this Agreement, the assigning party shall not be released from such party's obligations hereunder. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors, permitted assigns and legal representatives. This Agreement shall be for the sole benefit of the parties to this Agreement and their respective heirs, successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective heirs, successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder.

Appears in 3 contracts

Samples: Purchase Agreement (Logimetrics Inc), Purchase Agreement (Logimetrics Inc), Purchase Agreement (Brand Charles S)

Assignment; Successors and Assigns; No Third Party Rights. This Agreement may not be assigned by the Company, . This Agreement may not be assigned by the Purchaser or any Existing Holder, except to any of its controlled Affiliates (provided that such controlled Affiliate continues to remain at all times thereafter a controlled Affiliate of the assigning party) or to any successor-in-interest to substantially all of its the Purchaser's business. In the event of any permitted assignment of this Agreement, the assigning party shall not be released from such party's its obligations hereunder. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, permitted assigns and legal representatives. This Agreement shall be for the sole benefit of the parties to this Agreement and their respective successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder.

Appears in 2 contracts

Samples: Purchase Agreement (L 3 Communications Corp), Employment Agreement (Logimetrics Inc)

Assignment; Successors and Assigns; No Third Party Rights. This Except as otherwise provided herein, this Agreement may not not, without the prior written consent of the other Parties (for the avoidance of doubt including Parent), be assigned by the Companyoperation of Law or otherwise, the Purchaser or and any Existing Holder, except to any of its controlled Affiliates (provided that such controlled Affiliate continues to remain at all times thereafter a controlled Affiliate of the assigning party) or to any successor-in-interest to substantially all of its business. In the event of any permitted attempted assignment of this Agreement, the assigning party shall not be released from such party's obligations hereundernull and void ab initio. This Agreement shall be binding upon and inure to the benefit of the parties hereto Parties and their respective successors, successors and permitted assigns and legal representativesassigns. This Agreement shall be is for the sole benefit of the parties to this Agreement Parties and their respective successorssuccessors and permitted assigns, permitted assigns and legal representatives and nothing herein, express or implied, is not intended, nor intended to or shall be construed, to give confer upon any Person, Person other than the parties hereto and Parties or their respective successors, successors and permitted assigns and legal representatives, any legal or equitable rightrights, remedy remedies or claim hereunderbenefits of any nature whatsoever under or by reason of this Agreement. Notwithstanding the foregoing, each of the Released Persons and their respective heirs and assigns are intended to be third party beneficiaries of and shall be entitled to rely on and enforce Section 5.

Appears in 2 contracts

Samples: Voting and Support Agreement (Tempur Sealy International, Inc.), Voting and Support Agreement (Tempur Sealy International, Inc.)

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Assignment; Successors and Assigns; No Third Party Rights. This Except as otherwise provided herein, this Agreement may not be assigned by the Company, the Purchaser operation of law or any Existing Holder, except to any of its controlled Affiliates (provided that such controlled Affiliate continues to remain at all times thereafter a controlled Affiliate otherwise without consent of the assigning other party) or to , which shall not be unreasonably withheld, and any successor-in-interest to substantially attempted assignment shall, without such consent, be null and void. The Purchaser may assign all of its businessrights under this Agreement to any Affiliate; provided such Affiliate assumes all of the obligations of the Purchaser hereunder, and provided further that no such assignment shall relieve Purchaser or Vitax Xxxxx, Xxc. In the event of any permitted assignment of their respective obligations under this Agreement, the assigning party shall not be released from such party's obligations hereunder. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, permitted assigns and legal representatives, except as otherwise provided in SECTION 7.8. This Agreement shall be for the sole benefit of the parties to this Agreement and their respective successors, permitted assigns and legal representatives and is not intended, nor shall be construed, to give any Person, other than the parties hereto and their respective successors, permitted assigns and legal representatives, any legal or equitable right, remedy or claim hereunder.to

Appears in 1 contract

Samples: Asset Purchase Agreement (Cimco Inc /De/)

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