Common use of Assignment; Successors in Interest Clause in Contracts

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilities. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 2 contracts

Sources: Stock Purchase Agreement (ExamWorks Group, Inc.), Stock Purchase Agreement (ExamWorks Group, Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilities; provided such assignment does not relieve the Purchaser of any obligations hereunder. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 2 contracts

Sources: Share Purchase Agreement, Share Purchase Agreement (ExamWorks Group, Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party party hereto of such Party’s party's rights and obligations hereunder shall under this Agreement will be made except with the prior written consent of the other Partiesparties to this Agreement; provided that provided, however, Purchaser may assign its rights hereunder to any Person who is an Affiliate of Purchaser or to any Person who provides financing to Purchaser or Parent in connection with the transactions contemplated hereby, but no such assignment shall relieve Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilitieshereunder. This Agreement shall will be binding upon and shall will inure to the benefit of the Parties parties hereto and their respective successors and permitted assigns, and any reference to a Party party hereto shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Sources: Asset Purchase Agreement (Phoenix Footwear Group Inc)

Assignment; Successors in Interest. No assignment This Agreement shall be binding upon the parties to this Agreement and their respective successors and assigns, shall inure to the benefit of the parties to this Agreement and their respective permitted successors and assigns (and to or transfer by for the benefit of no other person, whether an employee or otherwise, whatsoever), and any Party reference to a party to this Agreement shall also be in reference to a successor or assign. The foregoing notwithstanding, no party may assign either this Agreement or any of such Party’s rights and its rights, interests, or obligations hereunder shall be made except with without the prior written consent approval of the other Partiesparties; provided provided, however, that the any Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to may assign either this Agreement or all or any part of its rights rights, interests, or obligations hereunder to one or more of such Purchaser's Affiliates without such consent of the Purchaser, to a successor (or surviving entity to a merger) upon other parties hereto. No assignment shall relieve the sale of all or substantially all assigning party of its assets or business, or to its lenders under its credit facilities. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereofobligations hereunder.

Appears in 1 contract

Sources: Asset Purchase Agreement (Vulcan Materials CO)

Assignment; Successors in Interest. No assignment or transfer by any Party party of such Partyparty’s rights and obligations hereunder shall be made except with the prior written consent of the other Partiesparties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any the other Partyparties, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the PurchaserPurchaser (provided any such assignment to an Affiliate shall not relieve the Purchaser of its obligations under this Agreement); and provided, further, that the Purchaser may assign its rights and obligations under this Agreement to a successor (or surviving entity to a merger) upon the sale any purchaser of all or substantially all assets of its the assets or business, or to its lenders under its credit facilitiescapital stock of the Company. This Agreement shall be binding upon and shall inure to the benefit of the Parties parties and their respective successors and permitted assigns, and any reference to a Party party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Sources: Earnout Agreement (Nextier Oilfield Solutions Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights (or its obligations hereunder hereunder) to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilities; provided that in no event shall such assignment relieve the Purchaser or the Parent of either of their obligations to the Seller and the Partner Parties hereunder. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Sources: Asset Purchase Agreement (ExamWorks Group, Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights or obligations hereunder to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, Purchaser or to its lenders under its credit facilities. In the case of such an assignment to one or more Affiliates of the Purchaser, such Affiliate(s) shall be the “Purchaser” for all purposes hereunder, however, ExamWorks, Inc. and the Parent shall remain jointly and severally liable for all obligations of the Purchaser hereunder. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Sources: Stock Purchase Agreement (ExamWorks Group, Inc.)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that Purchaser and the Purchaser shallSeller, without which consent shall not be unreasonably withheld, delayed or conditioned. No assignment shall relieve the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part assignee of its rights or obligations hereunder to one and any assignment or more Affiliates transfer that is made in violation of the Purchaserthis Section 10.2 shall be null, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or businessvoid, or to its lenders under its credit facilitiesand unenforceable. This Agreement shall be binding upon and shall inure to the benefit of the Parties named herein, and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Sources: Stock Purchase Agreement (Allete Inc)

Assignment; Successors in Interest. No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the other Parties; provided that the Purchaser shall, without the obligation to obtain the prior written consent of any other Party, be entitled to assign this Agreement or all or any part of its rights (or its obligations hereunder hereunder) to one or more Affiliates of the Purchaser, to a successor (or surviving entity to a merger) upon the sale of all or substantially all of its assets or business, or to its lenders under its credit facilities; provided that in no event shall such assignment relieve the Purchaser or the Parent of either of their obligations to the Seller and the Shareholder Parties hereunder. This Agreement shall be binding upon and shall inure to the benefit of the Parties and their respective successors and permitted assigns, and any reference to a Party shall also be a reference to the successors and permitted assigns thereof.

Appears in 1 contract

Sources: Asset Purchase Agreement (ExamWorks Group, Inc.)