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 239 contracts
Samples: Strategic Partnership Agreement (AppTech Corp.), Agreement for Share Exchange (Pedro's List, Inc.), Agreement for Share Exchange (Innovative Medtech, 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 178 contracts
Samples: Share Exchange Agreement (Nowtransit Inc), Share Exchange Agreement (Vado Corp.), Share Exchange Agreement (Nowtransit 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 (Charter Financial Corp), Agreement and Plan of Merger (HCBF Holding Company, Inc.), Agreement and Plan of Merger (HCBF Holding Company, 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. 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 108 contracts
Samples: Share Exchange Agreement (Novint Technologies Inc), Share Exchange Agreement (Novint Technologies Inc), Share Exchange and Funding 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 and be enforceable by the parties and their respective successors and assigns.
Appears in 93 contracts
Samples: Agreement and Plan of Merger (Hepion Pharmaceuticals, Inc.), Agreement and Plan of Merger (Citius Pharmaceuticals, Inc.), Agreement and Plan of Merger (LookSmart Group, 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 91 contracts
Samples: Agreement and Plan of Merger (Otonomo Technologies Ltd.), Business Combination Agreement (TKB Critical Technologies 1), Agreement and Plan of Merger (Sphere 3D 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 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 (Perfect Moment Ltd.), Share Exchange Agreement (Cyber App Solutions Corp.), Share Exchange Agreement (RC-1, 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 successors and assigns.
Appears in 77 contracts
Samples: Agreement and Plan of Merger (Velodyne Lidar, Inc.), Agreement and Plan of Merger (Ouster, Inc.), Voting and Support Agreement (Ouster, 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: Agreement and Plan of Merger (Superconductor Technologies Inc), Stock Purchase Agreement (FC Global Realty Inc), Agreement and Plan of Merger (FC Global Realty 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 63 contracts
Samples: Voting and Support Agreement (Herman Miller Inc), Voting and Support Agreement (Knoll Inc), Voting and Support Agreement (Global Furniture Holdings S.a r.l)
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: Agreement and Plan of Merger (Bea Systems Inc), Agreement and Plan of Merger (Hyperfeed Technologies Inc), Agreement and Plan of Merger (Kaneb Pipe Line Partners 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. 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: Stock Purchase Agreement (Civista Bancshares, Inc.), Purchase Agreement (NutriBand Inc.), Share Exchange Agreement (Principal Solar, 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: Agreement and Plan of Merger (Blue Apron Holdings, Inc.), Agreement and Plan of Merger (Epizyme, Inc.), Agreement and Plan of Merger (Patriot National Bancorp Inc)
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 (Garrison Capital Inc.), Agreement and Plan of Merger (Alliance HealthCare Services, Inc), Agreement and Plan of Merger
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 (Allure Worldwide, Inc.), Acquisition and Stock Exchange Agreement (She Beverage Company, Inc.), Acquisition and Stock Exchange Agreement (She Beverage Company, 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 (Teva Pharmaceutical Industries LTD), Agreement and Plan of Merger (Nupathe Inc.), Agreement and Plan of Merger (Nupathe 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 33 contracts
Samples: Agreement and Plan of Merger, Asset Purchase Agreement and Plan of Reorganization, Asset Purchase and Sale Agreement (Brightcove 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 32 contracts
Samples: Stockholders’ Agreement (Bakkt Holdings, Inc.), Investor Rights Agreement (Freehold Properties, Inc.), Shareholders Agreement
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, 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: Share Exchange Agreement (Music Licensing Inc.), Share Exchange Agreement (Nuvus Gro Corp), Share Exchange Agreement (Nuvus Gro 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 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 27 contracts
Samples: Agreement and Plan of Merger (3d Systems Corp), Agreement and Plan of Merger (3d Systems Corp), Agreement and Plan of Merger (Desktop Metal, 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 (Salix Pharmaceuticals LTD), Agreement and Plan of Merger (Mobile Reach International Inc), 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 Reorganization (Wireless Inc), Agreement and Plan of Reorganization (Predictive Systems Inc)
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 (Mynd.ai, Inc.), Registration Rights Agreement (Express, Inc.), Registration Rights Agreement (Intelligent Bio Solutions 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 20 contracts
Samples: Investor Rights Agreement (Norwegian Cruise Line Holdings Ltd.), Investment Agreement (Norwegian Cruise Line Holdings Ltd.), Investor Rights Agreement (Avaya Holdings Corp.)
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: Exchange Agreement (Mikros Systems Corp), Exchange Agreement (Mikros Systems Corp), Series B Preferred Stock (Armada Water Assets Inc)
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 (Birch Branch Inc), Agreement and Plan of Merger (Birch Branch Inc), Agreement and Plan of Merger (Barpoint 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 of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 19 contracts
Samples: Management Transaction Agreement (Pine Holdings Inc), Asset Purchase Agreement (Patterson Energy Inc), Asset Purchase Agreement (Alpha Nutraceuticals 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: Tax Sharing Agreement (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (Video City Inc), Agreement and Plan of Reorganization (Information Technology Ventures Lp/Ca)
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: Tender and Support Agreement (Steinhoff International Holdings N.V.), Support Agreement (Steinhoff International Holdings N.V.), Support Agreement (Steinhoff International Holdings N.V.)
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 (Science 37 Holdings, Inc.), Voting and Support Agreement (Gelesis Holdings, Inc.), Voting and Support Agreement (Berkshire Grey, 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, 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 (Hyperdynamics Corp), Asset Purchase Agreement (Langan Eric Scott), Asset Purchase Agreement (Voice Media 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 Reorganization (Fsi International Inc), Asset Purchase Agreement (Onsite Energy 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 assignshereto.
Appears in 13 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Thestreet, Inc.), Agreement and Plan of Merger (theMaven, Inc.)
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: Support Agreement (New York REIT, Inc.), Voting and Support Agreement (Medytox Solutions, Inc.), Voting and Support Agreement (Medytox Solutions, 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 and Plan of Merger (Old National Bancorp /In/), Share Exchange Agreement (OBJ Enterprises, Inc.), Purchase Agreement (Calais Resources Inc)
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 Acquisition Agreement (Brown & Brown Inc), Stock Purchase Agreement (Brown & Brown Inc), Agreement And (Brown & Brown 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 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 (Itron Inc /Wa/), Agreement and Plan of Merger (Onemain Com Inc), Combination Agreement (Itron Inc /Wa/)
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: Restrictive Covenant Agreement (Seacoast Banking Corp of Florida), Restrictive Covenant Agreement (Seacoast Banking Corp of Florida), Restrictive Covenant Agreement (Professional Holding 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 of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 11 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Stratus Media Group, Inc), Agreement and Plan of Merger (Stratus Media Group, 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 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 (Quanta Services Inc), Agreement and Plan of Merger (Boron Lepore & Associates 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 successors, assigns and assignsPermitted Transferees.
Appears in 11 contracts
Samples: Exchange Agreement (Allvue Systems Holdings, Inc.), Exchange Agreement, Exchange Agreement (AdaptHealth 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 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), Voting Agreement (Acorn International, Inc.), Novuspharma Shareholder Voting Agreement (Cell Therapeutics 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) 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 and Plan of Reorganization (Phoenix Biotech Acquisition Corp.), Business Combination Agreement (Phoenix Biotech Acquisition Corp.), Company Stockholder Support Agreement (Dynamics Special Purpose 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 of, and be enforceable by the parties and their respective successors and permitted assigns.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Musicland Stores Corp), Agreement and Plan of Merger (Best Buy Co Inc), Agreement and Plan of Merger (Best Buy Co 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 10 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Presidential Associates I LTD Partnership), Agreement and Plan of Merger (Winthrop Residential Associates Ii)
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 (Trident Rowan Group Inc), Subscription Agreement (Centerpoint Corp), Loan Agreement (Bion Environmental 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 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 (Planetcad Inc), Agreement and Plan of Merger (Endocardial Solutions Inc), Agreement and Plan of Merger (Endocardial Solutions 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 10 contracts
Samples: Agreement and Plan of Merger (Triangle Pacific Corp), Agreement and Plan of Merger (Armstrong World Industries Inc), Agreement and Plan of Reorganization (Gasonics International Corp)
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 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 (Riscorp 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 (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 (Tuboscope Inc /De/), Agreement and Plan of Merger (Mpath Interactive Inc/Ca), Agreement and Plan (Yahoo 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 partiesparties hereto. Any purported assignment without such consent shall be void. Subject to the preceding sentence, this Agreement will shall be binding upon, inure to the benefit of and be enforceable by by, the parties hereto and their respective successors and assigns.
Appears in 8 contracts
Samples: Contribution Agreement (Paramount Acquisition Corp), Stock Purchase Agreement (Paramount Acquisition Corp), Contribution Agreement (Inverness Medical Innovations Inc)
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.), Securities Purchase Agreement (Trott Byron D)
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 (Realty Income Corp), Agreement and Plan of Merger (Spirit Realty Capital, Inc.), Agreement and Plan of Merger (Spirit Realty Capital, 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 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 (Orion Ethanol, Inc), Agreement and Plan of Merger (Remington Oil & Gas Corp), Agreement and Plan of Merger (Cal Dive International 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. 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 and Lockup Agreement (Rightchoice Managed Care Inc /De)
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 (Security First Corp), Stock Purchase Option (Cobancorp Inc), Stock Purchase Option (Firstmerit 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 permitted assigns.
Appears in 7 contracts
Samples: Agreement and Plan of Reorganization (Nptest Holding Corp), Agreement and Plan of Reorganization (Cybersource Corp), Agreement and Plan of Reorganization (Authorize.Net Holdings, 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 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 and Acquisition (Adama Technologies Corp), Agreement and Plan of Merger (Novation Holdings Inc), Asset Acquisition Agreement (Novation Holdings 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) 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: Agreement and Plan of Merger (Extraction Oil & Gas, Inc.), Agreement and Plan of Merger (Parsley Energy, Inc.), Form of Agreement and Plan of Merger (Parsley Energy, 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), Stockholder’s Agreement (Softech Inc), Voting Agreement (Valueclick Inc/Ca)
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: Subscription Agreement (Lucid Group, Inc.), Subscription Agreement (Lucid Group, Inc.), Securities Purchase Agreement (ADT 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 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 (Studio Ii Brands Inc), Agreement for Share Exchange (Studio Ii 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 (Magnum Hunter Resources Inc), Agreement and Plan of Merger and Reorganization (Incara 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 (Blue Moose Media Inc), Agreement and Plan of Merger (Blue Moose Media Inc), Agreement and Plan of Merger (Varco International Inc /De/)
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 (Outdoor Channel Holdings Inc), Form of Support Agreement (Outdoor Channel Holdings Inc), Form of Support Agreement (Outdoor Channel Holdings 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 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: Agreement and Plan of Merger (Agl Resources Inc), Agreement and Plan of Merger (Southern Co), Support Agreement (Eastman Chemical Co)
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), Investor Rights Agreement (Spring Valley Acquisition 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 by, the parties and their respective successors and assigns.
Appears in 5 contracts
Samples: Share Purchase Agreement (Nistec Ltd.), Investment Agreement (Nistec Ltd.), Share Purchase Agreement (Maiman Yosef A)
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 of Merger (Yellow Corp), Agreement and Plan (Emersub Lxxiv 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 (Global Technologies LTD), Share Exchange Agreement (Grey Cloak Tech Inc.), Share Exchange Agreement (Grey Cloak Tech 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 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 (Melrose Industries PLC/Adr), 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 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. (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 (CBQ Inc), Plan and Agreement of Purchase (CBQ Inc)
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), Stockholder Agreement (Software Ag), Agreement and Plan of Merger (Saga Systems Inc /De/)
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 (Johns Manville Corp /New/)
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. 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 (Alliance Imaging 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), Agreement and Plan of Merger (Community Bank Shares of Indiana 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) 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: Contribution Agreement (Plains Resources Inc), Transfer and Contribution Agreement (Plains Resources Inc), Transfer and 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, Exchange Agreement (NextEra Energy Partners, LP), Exchange Agreement (NextEra Energy Partners, LP)
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/), 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. 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 5 contracts
Samples: Transaction Agreement (Vivendi Universal), Transaction Agreement (Usa Interactive), Transaction Agreement (Usa Networks 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 (Roth William M), Stockholders Voting Agreement (McClatchy William Ellery), Stockholders Voting Agreement (Potts Erwin)
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, except as set forth in Article III. 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: Shareholders Agreement, Class B Shareholders Agreement (Och-Ziff Capital Management Group LLC), Class B Shareholders Agreement (Och-Ziff Capital Management Group LLC)
Assignment. Neither Except as provided in Section 12.02, 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 be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 4 contracts
Samples: Merger Agreement, Merger Agreement (Cyberian Outpost Inc), Merger Agreement (Cyberian Outpost Inc)
Assignment. Neither Except as permitted in Section 1 hereof, neither this Agreement nor any of the rights, interests or obligations hereunder hereunder, shall be assigned assigned, in whole or in part, by any of the parties party hereto (whether by operation of law or otherwise) 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 of, and be enforceable by by, the parties and their respective successors and assigns.
Appears in 4 contracts
Samples: Agreement (One East Partners Master L.P.), Stockholders Agreement (Highland Capital Management Lp), Agreement (Spectrum Group Management LLC)
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 This Agreement will shall be binding upon, upon and shall inure to the benefit of and be enforceable by each of the parties hereto and their its respective successors and permitted assigns.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Leucadia National Corp), Stock Purchase Agreement (Homefed Corp), Agreement and Guaranty (Homefed 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 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 and their respective successors and permitted assigns.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Think New Ideas Inc), Agreement and Plan of Merger (Answerthink Consulting Group Inc), Agreement and Plan of Merger (Titan Corp)
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 successors, assigns and assignsPermitted Transferees.
Appears in 4 contracts
Samples: Exchange Agreement (Lovell Minnick Partners LLC), Exchange Agreement (Duff & Phelps Corp), Exchange Agreement (Vestar Capital Partners Iv Lp)
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 shall be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.
Appears in 4 contracts
Samples: Stock Purchase and Sale Agreement (Liberty Oilfield Services Inc.), Stock Purchase and Sale Agreement (Phillips 66), Stock Purchase and Sale Agreement (Kellogg Co)
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. Subject to the preceding sentence, 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 4 contracts
Samples: Agreement and Plan of Merger, Merger Agreement (Phototron Holdings, Inc.), Agreement and Plan of Merger (Artemis Acquisition Corp.)
Assignment. Neither Except as otherwise set forth in this Agreement, 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 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 4 contracts
Samples: Stockholders’ Agreement (Roller Bearing Co of America Inc), Stockholders’ Agreement (RBC Bearings INC), Stockholders' Agreement (Bremen Bearings Inc)
