Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 236 contracts
Samples: Agreement and Plan of Merger (Illumina Inc), Agreement and Plan of Reorganization (Finisar Corp), Agreement and Plan of Reorganization (Finisar Corp)
Assignment. 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 172 contracts
Samples: Share Exchange Agreement (Chuma Holdings, Inc.), Share Exchange Agreement (NAS Acquisition Inc), Share Exchange Agreement (NAS Acquisition Inc)
Assignment. Neither Except as expressly contemplated hereby, 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 126 contracts
Samples: Agreement and Plan of Merger (Commercesouth Inc), Agreement and Plan of Merger (Frontier Financial Corp /Wa/), Agreement and Plan of Merger (Community Bankers Acquisition Corp.)
Assignment. 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) otherwise by any of the Parties without the prior written consent of the other partiesParties. Any purported assignment without such consent shall be void. Subject to the preceding sentencesentences, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 104 contracts
Samples: Securities Exchange Agreement (World Surveillance Group Inc.), Share Exchange Agreement (WebXU, Inc.), Agreement and Plan of Merger and Reorganization (CMSF Corp)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 93 contracts
Samples: Agreement and Plan of Merger (Rimrock Gold Corp.), Stock Purchase Agreement (Homeland Security Capital CORP), Agreement and Plan of Merger (Beacon Energy Holdings, Inc.)
Assignment. 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) otherwise by either of the parties hereto without the prior written consent of the other partiesparty. Any assignment in violation of the preceding sentence shall be void. Subject to the preceding sentencetwo sentences, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 90 contracts
Samples: Agreement and Plan of Merger (Andrew Corp), Agreement and Plan of Merger (Commscope Inc), Ii Agreement and Plan of Merger (Idec Pharmaceuticals Corp / De)
Assignment. 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) otherwise by any of the Parties without the prior written consent of each of the other partiesParties. Any purported assignment without such consent shall be void. Subject to the preceding sentencesentences, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 86 contracts
Samples: Share Exchange Agreement (China Golden Dragon Travel Group), Share Exchange Agreement (Cyber Informatix, Inc.), Share Exchange Agreement (getpokerrakeback.com)
Assignment. 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, and any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 76 contracts
Samples: Agreement and Plan of Merger (Constellation Brands, Inc.), Agreement and Plan of Merger (HPSC Inc), Agreement and Plan of Merger (Cogent Communications Group Inc)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned or delegated, 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 70 contracts
Samples: Guaranty Agreement (Equity Office Properties Trust), Agreement and Plan of Merger (Cornerstone Realty Income Trust Inc), Stock Purchase Agreement (FC Global Realty Inc)
Assignment. 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 partiesparty, and any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 62 contracts
Samples: Asset Purchase Agreement (Odimo INC), Contribution Agreement (Pico Holdings Inc /New), Agreement and Plan of Merger (Plumtree Software Inc)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 62 contracts
Samples: Voting and Support Agreement (Knoll Inc), Agreement and Plan of Merger (Specialty Laboratories Inc), Agreement and Plan of Merger (Imagex Com Inc)
Assignment. 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 will shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 61 contracts
Samples: Agreement and Plan of Merger (NeoStem, Inc.), Agreement and Plan of Merger (Technology Research Corp), Agreement and Plan of Merger (Novamex Energy Inc.)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall under this Agreement may be assigned or delegated, 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 without such prior written consent shall be null and void. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of of, and be enforceable by by, the parties hereto and their respective successors and permitted assigns.
Appears in 49 contracts
Samples: Stock Purchase Agreement (Cerulean Pharma Inc.), Agreement and Plan of Merger (Salesforce Com Inc), Agreement and Plan of Merger (Emc Corp)
Assignment. Neither No assignment of this Agreement nor any of the rightsAgreement, interests or obligations hereunder shall be assigned by any of the parties hereto (whether including by operation of law or otherwise) law, may be made by any party to this Agreement without the prior written consent of the other partiesparties hereto. Subject to the preceding sentenceforegoing, this Agreement will be binding upon, shall inure to the benefit of and be enforceable by binding upon the parties and hereto, their respective successors and assigns.
Appears in 39 contracts
Samples: Investment Management Agreement (Liberty Mutual Agency Corp), Investment Management Agreement (Liberty Mutual Agency Corp), Investment Management Agreement (Liberty Mutual Agency Corp)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective permitted successors and assigns.
Appears in 37 contracts
Samples: Agreement and Plan of Merger (Ply Gem Holdings Inc), Agreement and Plan of Merger (Corillian Corp), Agreement and Plan of Merger (Ply Gem Holdings Inc)
Assignment. 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) otherwise by any of the Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 35 contracts
Samples: Exchange Agreement (Celexus, Inc), Acquisition and Stock Exchange Agreement (She Beverage Company, Inc.), Exchange Agreement (Bassline Productions, Inc)
Assignment. 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 assignment in violation of the preceding sentence shall be void. Subject to the preceding sentencetwo sentences, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 35 contracts
Samples: Agreement and Plan of Merger (Horizon Organic Holding Corp), Agreement and Plan of Merger (Advanced Power Technology Inc), Agreement and Plan of Merger (Nupathe Inc.)
Assignment. Neither this Agreement nor any of the rights, interests rights 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 31 contracts
Samples: Shareholders Agreement (Kinder Morgan, Inc.), Agreement Among Principals (Fortress Investment Group LLC), Nominating Agreement (Eagle Bulk Shipping Inc.)
Assignment. Neither Except as expressly permitted by the terms hereof, 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 31 contracts
Samples: Agreement and Plan of Merger (Medical Properties Trust Inc), Agreement and Plan of Merger (Irobot Corp), Agreement and Plan of Merger (Rc2 Corp)
Assignment. Neither This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns and personal representatives, but 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 30 contracts
Samples: Stock Voting Agreement (Haggar Corp), Stock Voting Agreement (Resaca Exploitation, Inc.), Stock Voting Agreement (Resaca Exploitation, Inc.)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assignsparty.
Appears in 29 contracts
Samples: Agreement and Plan of Merger (New York Community Bancorp Inc), Agreement and Plan of Merger (First State Bancorporation), Agreement and Plan of Merger (Easton Bancorp Inc/Md)
Assignment. 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 sentenceforegoing, this Agreement will shall be binding upon, upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors or assigns, heirs, legatees, distributees, executors, administrators and assignsguardians.
Appears in 27 contracts
Samples: Voting Agreement (KCPC Holdings, Inc.), Voting Agreement (KCPC Holdings, Inc.), Voting Agreement (KCPC Holdings, Inc.)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 26 contracts
Samples: Agreement and Plan of Merger (Ashland Inc.), Agreement and Plan of Merger (Continental Airlines Inc /De/), Agreement and Plan of Merger (Ual Corp /De/)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 26 contracts
Samples: Securities Exchange Agreement (Royal Energy Resources, Inc.), Personal Lines Master Agreement (National General Holdings Corp.), Master Agreement (Amtrust Financial Services, Inc.)
Assignment. 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 will shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 23 contracts
Samples: Agreement and Plan of Merger (Mobile Reach International Inc), Agreement and Plan of Merger (Salix Pharmaceuticals LTD), Agreement and Plan of Merger (Mobile Reach International Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 22 contracts
Samples: Asset Purchase Agreement (Virtra Systems Inc), Agreement and Plan of Merger (RCN Corp /De/), Agreement and Plan of Merger (21st Century Telecom Group Inc)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties hereto and their respective successors and assigns.
Appears in 21 contracts
Samples: Tax Sharing Agreement (TRI Pointe Homes, Inc.), Voting Agreement (Weyerhaeuser Co), Purchase Agreement (Weyerhaeuser Co)
Assignment. Neither Except as provided in Section 4.1, neither this Agreement nor any of the rights, interests or obligations hereunder 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assignsparty hereto.
Appears in 21 contracts
Samples: Registration Rights Agreement (Teekay Corp), Registration Rights Agreement (OUTFRONT Media Inc.), Registration Rights Agreement (GBS Inc.)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall provided by this Agreement will be assigned by any of the parties hereto either party (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement will be binding upon, upon and inure to the benefit of and be enforceable by the parties Parties hereto and their respective successors and permitted assigns.
Appears in 20 contracts
Samples: Note Conversion Agreement (Armada Water Assets Inc), Western Slope Conversion and Note Modification Agreement (Armada Water Assets Inc), Exchange Agreement (Mikros Systems Corp)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 20 contracts
Samples: Agreement and Plan of Merger (Hf Financial Corp), Investment Agreement (Avaya Holdings Corp.), Agreement and Plan of Merger (Brushy Resources, Inc.)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 19 contracts
Samples: Agreement and Plan of Reorganization (Iprint Com Inc), Agreement and Plan of Merger (Worldres Com Inc), Agreement and Plan of Merger (Algos Pharmaceutical Corp)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 19 contracts
Samples: Agreement and Plan of Merger (Barpoint Com Inc), Agreement and Plan of Merger (Birch Branch Inc), Agreement and Plan of Merger (Birch Branch Inc)
Assignment. 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 will shall be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 19 contracts
Samples: Agreement and Plan of Merger (Patterson Energy Inc), Non Competition Agreement (Patterson Energy Inc), Asset Purchase Agreement (Alpha Nutraceuticals Inc)
Assignment. 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 18 contracts
Samples: Agreement and Plan of Merger (Inncardio, Inc), Agreement and Plan of Merger (Incentra Solutions, Inc.), Agreement and Plan of Merger (Legend Oil & Gas, Ltd.)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. Except as otherwise expressly provided herein, this Agreement (including the documents and instruments referred to herein) is not intended to confer upon any person other than the parties hereto any rights or remedies hereunder.
Appears in 17 contracts
Samples: Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Perficient Inc)
Assignment. 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, except that the Agreement may be assigned by Parent, HoldCo or Merger Sub to an Affiliate of such party; provided that the party making such assignment shall not be released from its obligations hereunder. Subject to the preceding sentence, this Agreement will shall be binding upon, upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns.
Appears in 16 contracts
Samples: Support Agreement (Steinhoff International Holdings N.V.), Tender and Support Agreement (Mattress Firm Holding Corp.), Support Agreement (Mattress Firm Holding Corp.)
Assignment. 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 each of the other parties, and any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 15 contracts
Samples: Agreement and Plan of Merger (GCP Applied Technologies Inc.), Agreement and Plan of Merger (Eldorado Resorts, Inc.), Agreement and Plan of Merger (Icahn Enterprises Holdings L.P.)
Assignment. 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, which consent will not be unreasonably withheld. Subject to the preceding sentence, this This Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective heirs, personal representatives, successors and assigns.
Appears in 15 contracts
Samples: Stock Exchange Agreement (First Capital International Inc), Stock Exchange Agreement (Berens Industries Inc), Stock Exchange Agreement (Berens Industries Inc)
Assignment. Neither this Agreement nor any of the rights, interests 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 will be binding upon, inure to the benefit of of, and be enforceable by the parties and their respective successors and assigns.
Appears in 14 contracts
Samples: Agreement and Plan of Merger (West Coast Bancorp /New/Or/), Agreement and Plan of Merger (Dendreon Corp), Agreement and Plan of Reorganization (Fsi International Inc)
Assignment. 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, and any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective permitted successors and assigns.
Appears in 14 contracts
Samples: Agreement and Plan of Merger (U S Laboratories Inc), Agreement and Plan of Merger (Koninklijke Numico Nv), Agreement and Plan of Merger (CDD Partners LTD Et Al)
Assignment. Neither Except as set forth in Section 1(c), 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 13 contracts
Samples: Voting Agreement (American Realty Capital Properties, Inc.), Voting Agreement (American Realty Capital Trust, Inc.), Voting Agreement (American Realty Capital Properties, Inc.)
Assignment. 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 operation of Law or otherwise by either of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other partiesparty. Any assignment in violation of the preceding sentence shall be void. Subject to the preceding sentencetwo sentences, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Harbinger Capital Partners Master Fund I, Ltd.), Agreement and Plan of Merger (Endo Pharmaceuticals Holdings Inc), Transfer Agreement (Harbinger Group Inc.)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assignshereto.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Peerless Systems Corp), Agreement and Plan of Merger (Thestreet, Inc.), Agreement and Plan of Merger (Steinway Musical Instruments Inc)
Assignment. Neither Except as expressly contemplated hereby, neither this Agreement nor any of the rights, interests 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 each other partiesParty. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Southside Bancshares Inc), Restrictive Covenant Agreement (Seacoast Banking Corp of Florida), Agreement and Plan of Merger (Seacoast Banking Corp of Florida)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 12 contracts
Samples: Combination Agreement (Itron Inc /Wa/), Agreement and Plan of Merger (Earthlink Inc), Agreement and Plan of Merger (Itron Inc /Wa/)
Assignment. Neither Except as contemplated in Section 6.8 hereof, neither this Agreement nor any of the rights, interests 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 will be binding upon, inure to the benefit of of, and be enforceable by the parties and their respective successors and assigns.
Appears in 12 contracts
Samples: Stock Purchase Agreement (Brown & Brown Inc), Stock Purchase Agreement (Brown & Brown Inc), Stock Purchase Agreement (Brown & Brown Inc)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall under this Agreement may be assigned by any of the parties hereto (whether by operation of law or otherwise) party to this Agreement without the prior written consent of the other partiesparties to this Agreement. Subject to the preceding sentenceforegoing, this Agreement and all of the provisions of this Agreement will be binding upon, upon and inure to the benefit of and be enforceable by the parties to this Agreement and their respective successors and permitted assigns.
Appears in 12 contracts
Samples: Agreement Regarding Distribution of Assets (CHS Inc), Purchase Agreement (Apollo Gold Corp), Agreement and Plan of Merger (Old National Bancorp /In/)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder 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) Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 11 contracts
Samples: Business Combination Agreement (Phoenix Biotech Acquisition Corp.), Business Combination Agreement (Alpha Healthcare Acquisition Corp.), Company Stockholder Support Agreement (Dynamics Special Purpose Corp.)
Assignment. 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 by operation of law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Cardinal Health Inc), Agreement and Plan of Merger (Mondavi Robert Corp), Agreement and Plan of Merger (Boron Lepore & Associates Inc)
Assignment. 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) otherwise by either of the parties without the prior written consent of the other partiesparty. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 11 contracts
Samples: Cti Stockholder Voting Agreement (Cell Therapeutics Inc), Cti Stockholder Voting Agreement (Cell Therapeutics Inc), Voting Agreement (Acorn International, Inc.)
Assignment. Neither this Agreement nor any of the rights, interests interests, or obligations hereunder shall be assigned by any of the parties hereto either party (whether by operation of law or otherwise) without the prior written consent of the other partiesother, which consent shall not be unreasonably withheld. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by the parties and their respective permitted successors and assigns. No third party beneficiary rights are contemplated hereby.
Appears in 10 contracts
Samples: Stock Purchase Agreement (Dean Health Systems Inc), Stock Purchase Agreement (Dean Health Systems Inc), Stock Purchase Agreement (Dean Health Systems Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by by, the parties and their respective successors and assignsassigns and are not intended to confer upon any Person other than the parties hereto any rights or remedies hereunder.
Appears in 10 contracts
Samples: Stock Purchase Agreement (Mafco Holdings Inc), Loan Agreement (Bion Environmental Technologies Inc), Subscription Agreement (Centerpoint Corp)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto to this Agreement (whether by operation of law or otherwise) without the prior written consent of the other partiesparties to this Agreement, and any purported assignment or other transfer without such consent shall be void and unenforceable. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of and be enforceable by the parties to this Agreement and their respective successors and assigns.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Post Holdings, Inc.), Agreement and Plan of Merger (Rsa Security Inc/De/), Agreement and Plan of Merger (Blackboard Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and or assigns.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (St Jude Medical Inc), Agreement and Plan of Merger (Endocardial Solutions Inc), Agreement and Plan of Merger (Fargo Electronics Inc)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Best Buy Co Inc), Agreement and Plan of Merger (Best Buy Co Inc), Agreement and Plan of Merger (Musicland Stores Corp)
Assignment. Neither this Agreement nor any of the rights, interests rights 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors successors, assigns and assignsPermitted Transferees.
Appears in 10 contracts
Samples: Form of Exchange Agreement (Carvana Co.), Registration Rights Agreement (DFB Healthcare Acquisitions Corp.), Exchange Agreement (AdaptHealth Corp.)
Assignment. 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 partiesparty, and any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 10 contracts
Samples: Agreement and Plan of Merger and Reorganization (Cardiotech International Inc), Agreement and Plan of Merger (Dynamic Healthcare Technologies Inc), Agreement and Plan of Merger (Armstrong World Industries Inc)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Stratus Media Group, Inc), Agreement and Plan of Merger (Stratus Media Group, Inc), Contribution Agreement (Jostens Holding Corp)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Palmsource Inc), Agreement and Plan of Merger (Winthrop Residential Associates Ii), Agreement and Plan of Merger and Reorganization (Electro Scientific Industries Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Varco International Inc), Agreement and Plan of Merger (Mpath Interactive Inc/Ca), Agreement and Plan of Merger (Onvia Com Inc)
Assignment. Neither Except as expressly provided for herein, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto Party (whether by operation of law Law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (National Commerce Corp), Agreement and Plan of Merger (National Commerce Corp), Agreement and Plan of Merger (National Commerce Corp)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder under this Agreement shall be assigned by any of the parties hereto to this Agreement (whether by operation of law or otherwise) without the prior written consent of the other partiesparties to this Agreement. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of and be enforceable by the parties to this Agreement and their respective successors and assigns.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Sportsmans Guide Inc), Membership Interest Purchase Agreement (Medical Action Industries Inc), Agreement and Plan of Merger (Omnicare Inc)
Assignment. 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 attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns.
Appears in 9 contracts
Samples: Agreement and Plan of Reorganization (Global Preferred Holdings Inc), Plan and Agreement of Merger (Cruise America Inc), Plan and Agreement of Merger (American Express Co)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto to this Agreement (whether by operation of law or otherwise) without the prior written consent of the other partiesparties to this Agreement. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. Without limiting any of the restrictions set forth in Section 2 or elsewhere in this Agreement, this Agreement shall be binding upon any person to whom any Shares are transferred.
Appears in 8 contracts
Samples: Voting and Lockup Agreement (Missouri Foundation for Health), Voting Agreement (Valueclick Inc/Ca), Voting Agreement (Valueclick Inc/Ca)
Assignment. Neither this Agreement nor any of the rights, interests rights or obligations hereunder shall 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 8 contracts
Samples: Management Incentive Unit Agreement (BRP Group, Inc.), Management Incentive Unit Agreement (BRP Group, Inc.), Contribution Agreement (Goosehead Insurance, Inc.)
Assignment. Neither this Agreement nor any of the rights, interests or obligations of the parties 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 attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Ev3 Inc.), Agreement and Plan of Merger (Spirit Realty Capital, Inc.), Agreement and Plan of Merger (Realty Income Corp)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Clayton Williams Energy Inc /De), Agreement and Plan of Merger (Cal Dive International Inc), Agreement and Plan of Merger (Orion Ethanol, Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 8 contracts
Samples: Contribution Agreement (Earthstone Energy Inc), Voting Agreement (Earthstone Energy Inc), Agreement and Plan of Merger (Fred Meyer Inc)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder or under the Option 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 will shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 8 contracts
Samples: Stock Purchase Option (Firstmerit Corp), Stock Purchase Option (Firstmerit Bank Na), Stock Purchase Option (Signal Corp)
Assignment. 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 partiesparties hereto. Any purported assignment without such consent shall be void. Subject to the preceding sentencesentences, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties hereto and their respective successors and assigns.
Appears in 7 contracts
Samples: Purchase Agreement (Moodys Corp /De/), Agreement and Plan of Merger (Independence Realty Trust, Inc.), Agreement and Plan of Merger (Arbitron Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns. Any assignment in violation of this Section 11.3 shall be void.
Appears in 7 contracts
Samples: Support and Standstill Agreement (Fidelity National Information Services, Inc.), Support and Standstill Agreement (Fidelity National Information Services, Inc.), Support and Standstill Agreement (Fidelity National Information Services, Inc.)
Assignment. 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 partiesparty, and any attempt to make any such assignment without such consent shall be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 7 contracts
Samples: Agreement and Plan of Reorganization (Cybersource Corp), Agreement and Plan of Reorganization (Centra Software Inc), Agreement and Plan of Reorganization (Credence Systems Corp)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assignsparty hereto.
Appears in 7 contracts
Samples: Securities Purchase Agreement (ADT Inc.), Subscription Agreement (Lucid Group, Inc.), Stock Purchase Agreement (American Well Corp)
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 7 contracts
Samples: Reorganization Agreement (Dynamic Offshore Resources, Inc.), Credit Agreement and Consent (Oasis Petroleum Inc.), Form of Agreement and Plan of Merger (Oasis Petroleum Inc.)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto to this Agreement (whether by operation of law or otherwise) without the prior written consent of the other partiesparties to this Agreement. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Softech Inc), Voting Agreement (Valueclick Inc/Ca), Voting Agreement (Valueclick Inc/Ca)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Planetout Inc), Agreement and Plan of Merger (Novation Holdings Inc), Agreement and Plan of Merger (Kushi Resources Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Sonus Pharmaceuticals Inc), Agreement for Share Exchange (Tabatha Ii Inc), Agreement for Share Exchange (Studio Ii Brands Inc)
Assignment. Neither Subject to Section 1.3 hereof, 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. Subject to the preceding sentence, this Agreement will shall be binding upon, and inure to the benefit of and be enforceable by of, the parties hereto and their respective successors and assigns.. Section 4.6
Appears in 6 contracts
Samples: Voting Agreement Voting Agreement (Phonetel Technologies Inc), Voting Agreement Voting Agreement (Phonetel Technologies Inc), Voting Agreement Voting Agreement (Phonetel Technologies Inc)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Varco International Inc /De/), Agreement and Plan of Merger (Blue Moose Media Inc), Agreement and Plan of Merger (Blue Moose Media Inc)
Assignment. Neither this Agreement nor any of the rights, interests rights 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 parties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Spring Valley Acquisition Corp.), Business Combination Agreement and Plan of Reorganization (Novus Capital Corp), Stockholders Rights Agreement (Tortoise Acquisition Corp.)
Assignment. Neither Except as expressly permitted 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) Parties without the prior written consent of the other partiesParties. Any assignment in violation of the preceding sentence shall be void. Subject to the preceding sentencetwo sentences, this Agreement will shall be binding upon, inure to the benefit of of, and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 6 contracts
Samples: Support Agreement (Spectrum Brands, Inc.), Support Agreement (Outdoor Channel Holdings Inc), Support Agreement (Spectrum Brands, Inc.)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto Parties (whether by operation of law or otherwise) without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Cimarex Energy Co), Agreement and Plan of Merger and Reorganization (Incara Inc), Agreement and Plan of Merger (Magnum Hunter Resources Inc)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder shall will 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 and any attempt to do so will be null and void. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties hereto and their respective permitted successors and assigns.
Appears in 6 contracts
Samples: Support Agreement (Eastman Chemical Co), Support Agreement (TAMINCO Corp), Agreement and Plan of Merger (Southern Co)
Assignment. 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, except that the Agreement may be assigned by Parent or Acquisition Sub to an Affiliate of such party; provided that the party making such assignment shall not be released from its obligations hereunder. Subject to the preceding sentence, this Agreement will shall be binding upon, upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns.
Appears in 5 contracts
Samples: Tender and Support Agreement (Melrose Industries PLC/Adr), Tender and Support Agreement (Gates Capital Management, Inc.), Tender and Support Agreement (Melrose Industries PLC/Adr)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by by, the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Tipperary Corp), Agreement and Plan of Merger (Tipperary Corp), Agreement and Plan of Merger (Santos International Holdings Pty Ltd.)
Assignment. 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors successors, heirs, agents, representatives, trust beneficiaries, attorneys, affiliates and associates and all of their respective predecessors, successors, permitted assigns, heirs, executors and administrators.
Appears in 5 contracts
Samples: Voting Agreement (Avp Inc), Document Voting Agreement (Focal Communications Corp), Voting Agreement (Myers Industries Inc)
Assignment. Neither this Agreement nor any of the rights, interests or obligations hereunder 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by by, the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Investment Agreement (Nistec Ltd.), Share Purchase Agreement (Nistec Ltd.), Asset Purchase Agreement (Apache Design Solutions Inc)
Assignment. Neither this Agreement nor any of the rights, interests 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) otherwise by any of the Parties without the prior written consent of the other partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of of, and be enforceable by by, the parties Parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Share Exchange Agreement (Grey Cloak Tech Inc.), Share Exchange Agreement (Grey Cloak Tech Inc.), Share Exchange Agreement (Grey Cloak Tech Inc.)
Assignment. Neither Except as expressly contemplated hereby, neither this Agreement nor any of the rights, interests or obligations hereunder shall may 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 partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and permitted assigns.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Helios & Matheson Analytics Inc.), Agreement and Plan of Merger (Bio Reference Laboratories Inc), Agreement and Plan of Merger (Opko Health, Inc.)
Assignment. Neither Except as expressly contemplated hereby, neither this Agreement nor any of the rights, interests 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. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Agreement and Plan of Reorganization (Sho Me Financial Corp), Agreement and Plan of Reorganization (Magna Bancorp Inc), Agreement and Plan of Merger (Union Planters Corp)
Assignment. 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 partiesparties hereto. Subject to the preceding sentence, this Agreement will be binding 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: Stockholder Agreement (Thayer Equity Investors Iii Lp), Agreement and Plan of Merger and Reorganization (Covad Communications Group Inc), Agreement and Plan of Merger (Saga Systems Inc /De/)
Assignment. Neither this Agreement nor any of the rights, interests 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 partiesParties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties Parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Agreement and Plan of Share (Kentucky Bancshares Inc /Ky/), Agreement and Plan of Share Exchange (Community Bank Shares of Indiana Inc), Stock Purchase Agreement (Premier Financial Bancorp Inc)
Assignment. Neither Subject to Section 1.3 hereof, 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. Subject to the preceding sentence, this Agreement will shall be binding upon, and inure to the benefit of and be enforceable by of, the parties hereto and their respective successors and assigns.
Appears in 5 contracts
Samples: Voting Agreement (Davel Communications Group Inc), Voting Agreement (Davel Communications Group Inc), Voting Agreement (Davel Communications Group Inc)
Assignment. (a) Neither this Agreement nor any of the rights, interests or obligations hereunder right created hereby shall be assigned assignable by any of the parties hereto (whether by operation of law or otherwise) party without the prior written consent of the other parties, except by the laws of succession. Subject to the preceding sentence, this (b) This Agreement will shall be binding upon, on and inure to the benefit of the respective successors and be enforceable by assigns of the parties. Nothing in this Agreement, expressed or implied, is intended to confer upon any person, other than the parties and their respective permitted successors and assigns, any rights or remedies under this Agreement.
Appears in 5 contracts
Samples: Plan and Agreement (Cassco Capital Corp), Plan and Agreement of Purchase (CBQ Inc), Agreement of Purchase (CBQ Inc)
Assignment. Neither Except as 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Stockholders Voting Agreement (Potts Erwin), Stockholders Voting Agreement (McClatchy James Briggs), Stockholders Voting Agreement (Roth William M)
Assignment. 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) otherwise without the prior written consent of the other parties hereto, which consent may be granted or withheld in the sole discretion of the parties. Subject to the preceding sentence, this Agreement will shall be binding upon, upon and shall inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. Nothing in this Agreement, express or implied, is intended to confer on any Person other than the parties hereto or their respective successors and assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Appears in 5 contracts
Samples: Transfer and Contribution Agreement (Plains Resources Inc), Transfer and Contribution Agreement (Plains Resources Inc), Contribution Agreement (Plains Resources Inc)
Assignment. Neither Except as contemplated by Section 3.3, neither this Agreement nor any of the rights, interests rights 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 will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Exchange Agreement (Fortress Investment Group LLC), Exchange Agreement (NextEra Energy Partners, LP), Exchange Agreement
Assignment. 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 will be binding upon, inure to the benefit of of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Digital Imaging Resources Inc.), Agreement and Plan (Emersub Lxxiv Inc), Agreement and Plan of Merger (Yellow Corp)
Assignment. Neither this Agreement nor not any of the rights, interests rights or ---------- obligations hereunder shall may be assigned by any of the parties hereto party (whether by operation of law or otherwise) without the prior written consent of the other partiesparties hereto. Subject to the preceding sentence, this Agreement will shall be binding upon, upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors and permitted assigns, and no other person shall have any right, benefit or obligation under this Agreement as a third party beneficiary or otherwise.
Appears in 5 contracts
Samples: Stock Election Agreement (Citation Corp /Al/), Amended Stock Election Agreement (Citation Corp /Al/), Stock Election Agreement (Citation Corp /Al/)
Assignment. 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, which consent will not be unreasonably withheld. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Partnership Interest and Stock Purchase Agreement (Advanced BioEnergy, LLC), Partnership Interest Purchase Agreement (Advanced BioEnergy, LLC), Agreement and Plan of Merger (Three Rivers Acquisition Corp)
