Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, personal representatives, legal representatives, successors and permitted assigns. Executive shall not assign this Agreement. However, the Company is expressly authorized to assign this Agreement to a Company Affiliate upon written notice to Executive, provided that (i) the assignee assumes all of the obligations of the Company under this Agreement, (ii) Executive’s role when viewed from the perspective of Company Affiliates in the aggregate is comparable to such role immediately before the assignment, and (iii) the Company, for so long as an affiliate of the assignee, remains secondarily liable for the financial obligations hereunder.
Benefits; Binding Effect; Assignment. This Agreement is for the benefit of and binding upon the parties hereto, their respective successors and, where applicable, assigns. Neither party may assign this Agreement or any of its rights, interests or obligations hereunder without the prior approval of the other party.
Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, personal representatives, legal representatives, successors and permitted assigns. Executive shall not assign this Agreement or any of Executive’s obligations hereunder in whole or in part. However, VICI REIT and the Company are expressly authorized to assign this Agreement to a Company Affiliate upon written notice to Executive, provided that (a) the assignee assumes all of the obligations of VICI REIT and the Company under this Agreement, (b) Executive’s role when viewed from the perspective of Company Affiliates in the aggregate is comparable to such role immediately before the assignment, and (c) VICI REIT and the Company, for so long as an affiliate of the assignee, remains secondarily liable for the financial obligations hereunder.
Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and permitted assigns. Neither this Agreement nor the obligations of any party hereunder shall be assignable or transferable by such party without the prior written consent of the other parties hereto; provided, however, that (i) the Purchaser and, after the Closing, the Company and Elmwood, shall each have the right to assign any of its rights under this Agreement to any of its Affiliates and to any purchaser of a material portion of its assets, so long as such party remains liable for such Affiliate’s or purchaser’s obligations hereunder and (ii) the Purchaser and, after the Closing, the Company and Elmwood, may each assign its rights hereunder for collateral security purposes to any lender or lenders (including any agent for any such lender or lenders) providing financing to the Purchaser Group in connection with the transactions contemplated hereby, or to any assignee or assignees of any such lender, lenders or agent.
Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, personal representatives, legal representatives, successors and permitted assigns. Executive shall not assign this Agreement. However, TSY may assign this Agreement to a TSY Affiliate upon written notice to Executive, provided that the assignee assumes all of the obligations of TSY under this Agreement.
Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, personal representatives, legal representatives, successors and permitted assigns. Executive shall not assign this Agreement.
Benefits; Binding Effect; Assignment. This Agreement shall be for the benefit of and binding upon the parties hereto, their respective successors and, where applicable, assigns. No party may assign this Agreement or any of its rights, interests or obligations hereunder without the prior approval of the other party; provided, however, that (i) before the Closing is effected, the Purchaser may (A) assign any or all of its rights and interests hereunder to one or more of its Affiliates, and (B) designate one or more of its Affiliates to perform its obligations hereunder (but in any or all of such cases the Purchaser shall nonetheless remain responsible for the performance of all of the obligations of such assignee hereunder), and (ii) the Majority Shareholders may assign any on all of their rights and interests hereunder to one or more of their Affiliates, provided, however, that any assignor shall remain responsible for the performance of all of the obligations of such assignor hereunder.
Benefits; Binding Effect; Assignment. This Agreement shall be for the benefit of and binding upon the parties hereto, their respective successors and, where applicable, assigns. No party may assign this Agreement or any of its rights, interests or obligations hereunder without the prior approval of the other party; provided, however, that (i) before the Closing is effected, Purchaser may (A) assign any or all of its rights and interests hereunder to one or more of its affiliates, and (B) designate one or more of its affiliates to perform its obligations hereunder (but in any or all of such cases Purchaser shall nonetheless remain responsible for the performance of all of its obligations hereunder), and (ii) after the Closing is effected, any or all of the rights and interests of Purchaser hereunder (A) may be assigned to any purchaser of substantially all of the assets of Purchaser, (B) may be assigned as a matter of law to the surviving entity in any merger of Purchaser, and (C) may be assigned as collateral security to any lender or lenders (including any agent for any such lender or lenders) providing financing to Purchaser in connection with the transactions contemplated hereby, or to any assignee or assignees of any such lender, lenders or agent.
Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, successors and permitted assigns. This Agreement shall not be transferred or assigned (i) by Parent, Merger Sub or Successor Sub without the prior written consent of the Principal Stockholder and the FP Funds or (ii) by the Principal Stockholder or either of the FP Funds without the prior written consent of Parent. Notwithstanding the foregoing: (A) each of Parent, Merger Sub and Successor Sub may assign this Agreement (in whole but not in part) without the prior written consent of the Principal Stockholder or the FP Funds to any of their respective Affiliates, (B) any or all of the rights and interests and/or obligations of Parent, Merger Sub or Successor Sub under this Agreement: (1) may be assigned and/or delegated without the prior written consent of the Principal Stockholder or the FP Funds to any purchaser of all or substantially all of the assets of Parent, Merger Sub, Successor Sub or any of their respective Affiliates; and (2) may be assigned without the prior written consent of the Principal Stockholder or the FP Funds as a matter of law to the surviving entity in any merger, consolidation, share exchange or reorganization involving Parent, Merger Sub, Successor Sub or any of their respective Affiliates; and (C) each of Parent, Merger Sub, Successor Sub and their respective Affiliates shall be permitted to collaterally assign, at any time and in their sole discretion, their respective rights under this Agreement without the prior written consent of the Principal Stockholder or the FP Funds to any lender or lenders providing financing to Parent, Merger Sub, Successor Sub or any of their respective Affiliates (including any agent for any such lender or lenders) or to any assignee or assignees of such lender, lenders or agent; provided, in each case, including pursuant to subsections (A), (B) and (C), that no such assignment shall relieve Parent, Merger Sub or Successor Sub from their respective obligations hereunder.
Benefits; Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, personal representatives, legal representatives, successors and permitted assigns. Executive shall not assign his interest in or delegate his duties under this Agreement. However, the Company is expressly authorized to assign this Agreement to one of its affiliates or subsidiaries upon written notice to Executive; provided that (a) the assignee assumes all of the obligations of the Company under this Agreement, (b) Executive’s role when viewed from the perspective of such assignee in the aggregate is comparable to such role immediately before the assignment, and (c) the Company, for so long as an affiliate of the assignee, remains secondarily liable for the financial obligations hereunder. The rights and obligations of the Company hereunder may also be assigned by operation of law in connection with a merger in which the Company is not the surviving corporation or in connection with the sale of substantially all of the assets of the Company; and in the latter event, such assignment shall not relieve the Company of its obligations hereunder.
