Common use of Binding Effect; Assignability Clause in Contracts

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 15 contracts

Samples: Tertiary Purchase Agreement, Purchase and Contribution Agreement (Ferro Corp), Initial Purchase and Contribution Agreement (Ingersoll Rand Co LTD)

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Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the no Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 3 contracts

Samples: Purchase and Contribution Agreement (Lexmark International Inc /Ky/), Initial Purchase and Contribution Agreement (Ingersoll Rand Co LTD), Purchase and Contribution Agreement (Interco Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser Collection Agent, the Buyer and their respective successors and assigns; provided, however, that neither the Collection Agent nor the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the PurchaserBuyer. The Buyer may assign all or any part of its rights and obligations hereunder (as security for obligations of the Buyer or otherwise) without the consent of the Collection Agent or the Seller. In connection with any sale or assignment by the Purchaser Buyer of all or a portion of the Transferred Purchased Receivables, the buyer purchaser or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser Buyer under this Agreement (as if such buyer purchaser or assignee, as the case may be, were the Purchaser Buyer hereunder) except subject to the extent specifically provided in terms of the agreement between the Purchaser Buyer and such buyer purchaser or assignee, as the case may be.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Nalco Holding CO), Receivables Purchase Agreement (Nalco Holding CO), Receivables Purchase Agreement (Nalco Finance Holdings LLC)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser Collection Agent, the Buyer and their respective successors and assigns; provided, however, that neither the Collection Agent nor any Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the PurchaserBuyer. The Buyer may assign all or any part of its rights and obligations hereunder (as security for obligations of the Buyer or otherwise) without the consent of the Collection Agent or any Seller. In connection with any sale or assignment by the Purchaser Buyer of all or a portion of the Transferred Purchased Receivables, the buyer purchaser or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser Buyer under this Agreement (as if such buyer purchaser or assignee, as the case may be, were the Purchaser Buyer hereunder) except subject to the extent specifically provided in terms of the agreement between the Purchaser Buyer and such buyer purchaser or assignee, as the case may be.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (TRW Automotive Inc), Receivables Purchase Agreement (Nalco Global Holdings LLC), Receivables Purchase Agreement (TRW Automotive Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. The Purchaser may assign all or any part of its rights and obligations hereunder without the consent of the Seller. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except subject to the extent specifically provided in terms of the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Columbia Energy Group), Receivables Sale Agreement (Northern Indiana Public Service Co)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesAssets, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Secondary Purchase Agreement (Hayes Lemmerz International Inc), Secondary Purchase Agreement (Hayes Lemmerz International Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the neither Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Ferro Corp), Purchase and Contribution Agreement (Ferro Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, Seller and the Purchaser and their respective successors (whether by merger, consolidation or otherwise) and assigns; provided. Except as otherwise permitted herein, however, that the Seller may agrees that it will not assign or transfer all or any portion of its rights or obligations hereunder to any Person (other than Dell or any interest herein of its Controlled Affiliates) without the prior written consent of the PurchaserPurchaser and a Majority in Interest of each outstanding Series. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as Agreement(as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Dell Computer Corp), Receivables Purchase Agreement (Dell Computer Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, Seller and the Purchaser and their respective successors (whether by merger, consolidation or otherwise) and assigns; provided. Except as otherwise permitted herein, however, that the Seller may agrees that it will not assign or transfer all or any portion of its rights or obligations hereunder or to any interest herein Person without the prior written consent of the PurchaserParent, the Purchaser and a Majority in Interest of each outstanding Series. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesReceivables and Seller Related Security, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Zenith Electronics Corp), Receivables Purchase Agreement (Zenith Electronics Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the Seller Sellers may not assign its their rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Purchase and Contribution Agreement (Herc Holdings Inc), Purchase and Contribution Agreement (Herc Holdings Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerOriginators, the Purchaser and their respective successors and assigns; provided, however, that the Seller no Originator may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesAssets, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 2 contracts

Samples: Originator Purchase Agreement (Hayes Lemmerz International Inc), Originator Purchase Agreement (Hayes Lemmerz International Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser Purchaser, the Servicers and their respective successors and assigns; provided, however, that the Seller Sellers and the Servicers may not assign its their respective rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase Agreement (BRP Japan Co. Ltd.)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; providedPROVIDED, howeverHOWEVER, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Personal Care Holdings Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the no Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the PurchaserPurchaser and Agent. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Purchased Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase Agreement (Ferro Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the PurchaserPurchaser and Agent. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Ferro Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser Purchaser, the Collection Agent and their respective successors and assigns; provided, however, that neither the Seller nor the Collection Agent may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesPurchased Assets, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Tertiary Purchase Agreement (Rite Aid Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that none of the Seller Sellers may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Security Associates International Inc)

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Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the Seller Sellers may not assign its their respective rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Olin Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerOriginator, the Purchaser and their respective successors and assigns; provided, however, that the Seller Originator may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesAssets and Related Property, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Warehouse Loan Sale Agreement (Colonial Bancgroup Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the no Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesPurchased Assets, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Originator Purchase Agreement (Rite Aid Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that -------- ------- the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Lexmark International Inc /Ky/)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may not not, except pursuant to the RPA, to the Agent for the benefit of the Investors and the Banks assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (DST Systems Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred ReceivablesPurchased Assets, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Secondary Purchase Agreement (Rite Aid Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the no Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the PurchaserPurchaser and the Agent. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be).

Appears in 1 contract

Samples: Purchase and Contribution Agreement (FMC Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; providedPROVIDED, howeverHOWEVER, that the Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase Agreement (Response Usa Inc)

Binding Effect; Assignability. (a) This Agreement ----------------------------- shall be binding upon and inure to the benefit of the Seller, the Purchaser and their respective successors and assigns; provided, however, that the Seller may -------- ------- not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Healthcare Financial Partners Inc)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; providedPROVIDED, howeverHOWEVER, that the neither Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Ferro Corp)

Binding Effect; Assignability. (a) This Agreement shall be binding upon and inure to the benefit of the SellerSellers, the Purchaser and their respective successors and assigns; provided, however, that the no Seller may not assign its rights or obligations hereunder or any interest herein without the prior written consent of the Purchaser. In connection with any sale or assignment by the Purchaser of all or a portion of the Transferred Purchased Receivables, the buyer or assignee, as the case may be, shall, to the extent of its purchase or assignment, have all rights of the Purchaser under this Agreement (as if such buyer or assignee, as the case may be, were the Purchaser hereunder) except to the extent specifically provided in the agreement between the Purchaser and such buyer or assignee, as the case may be.

Appears in 1 contract

Samples: Purchase Agreement (Ferro Corp)

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