Common use of Binding Effect; Assignment; No Third Party Benefit Clause in Contracts

Binding Effect; Assignment; No Third Party Benefit. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, or obligations hereunder shall be assigned by any of the parties hereto without the prior written consent of the other party, except that any Buyer may assign to any Person in which Kestrel is the sole owner, or to any other Affiliate of Buyer, any of such Buyer’s rights, interests, or obligations hereunder, upon notice to the Partnership Parties, but such assignment shall not in any way relieve such Buyer of any of its obligations under this Agreement. Prior to the Closing, any assignee of an initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer. Except as provided in Section 5.17 (which is expressly intended for the benefit of “Covered Parties,” as defined therein) and ARTICLE IX, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, and their respective heirs, legal representatives, successors, and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreement.

Binding Effect; Assignment; No Third Party Benefit. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective successors heirs, permitted successors, and permitted assigns, and by their signatures hereto, each of the Parties intends to and does hereby become bound. Except as otherwise to the extent expressly provided in this Agreement (including the rights of the Investor Group pursuant to Section 6.2(a) and of the Company Group pursuant to Section 6.2(b)), nothing in this Agreement is intended or shall be construed to give any Person other than the Parties and their respective heirs, permitted successors, and permitted assigns any legal or equitable right, remedy or claim under, in or in respect of this Agreement or any provision of this Agreement; provided that only a Party and its successors and permitted assigns will have the right to enforce the provisions of this Agreement on its own behalf or on behalf of any of its related Investor Group or Company Group, neither as applicable (but shall not be obligated to do so). Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be assigned by any of the parties hereto Person without the prior written consent of the other party, except Parties; provided that any Buyer may assign to any Person in which Kestrel is the sole owner, or to any other Affiliate of Buyer, any of such Buyer’s rights, interests, or obligations hereunderCompany may, upon written notice to the Partnership other Parties, but assign its rights, interests or obligations under this Agreement, in whole or in part, to the Company’s or its Affiliates’ debt financing sources for collateral security purposes; provided, however, that any such assignment shall not in relieve any way relieve such Buyer Party of any of its obligations under this Agreement. Prior to the Closing, any assignee of an initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer. Except as provided in Section 5.17 (which is expressly intended for the benefit of “Covered Parties,” as defined therein) and ARTICLE IX, nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties hereto, and their respective heirs, legal representatives, successors, and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreementhereunder.

Binding Effect; Assignment; No Third Party Benefit. This Agreement shall will be binding upon and inure to the benefit of Sellers, the parties hereto Companies and Buyer and their respective successors legal representatives, successors, and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, or obligations hereunder shall may be assigned by any of the parties hereto to this Agreement without the prior written consent of the other parties, which consent may be withheld in such party’s sole judgment; provided, except however, without the consent of Sellers or any Company (but effective only upon written notice to Sellers and the Companies accompanied by a fully executed copy of the assignment), Buyer may, without relieving it of its obligations hereunder, (a) assign this Agreement and its rights and obligations to any one or more Affiliates of Buyer that any agree in writing to assume all obligations and liabilities of Buyer may under this Agreement and/or (b) collaterally assign this Agreement to any Person in which Kestrel is the sole owner, or providing financing to any other Affiliate of Buyer, any of such Buyer’s rights, interests, or obligations hereunder, upon notice to the Partnership Parties, but such assignment shall not in any way relieve such Buyer of any of its obligations under this Agreement. Prior to the Closing, any assignee of an initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer. Except as provided in Section 5.17 (which is expressly intended for the benefit of “Covered Parties,” as defined therein) 8.6 and ARTICLE IXArticle XI, nothing in this Agreement, express or implied, is intended to or shall will confer upon any person Person other than the parties heretoto this Agreement, and their respective heirs, legal representatives, successors, and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreement.

Binding Effect; Assignment; No Third Party Benefit. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors heirs, legal representatives, successors, and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, or obligations hereunder shall may be assigned by any either of the parties hereto without the prior written consent of the other party; provided, except however, that any Buyer upon written notice to GNAC, Sxxxxxxxx may assign all or any portion of Sxxxxxxxx’x rights and obligations under this Agreement to any Person (i) Rxxx, (ii) GMSP, or (iii) a legal entity controlled by Sxxxxxxxx and in which Kestrel is he holds a majority of the sole ownereconomic interest (each, or “Permitted Assignee”), provided that (i) such Permitted Assignee shall assume in writing all of Sxxxxxxxx’x obligations to GNAC, and (ii) notwithstanding such assumption, Sxxxxxxxx shall not be released from any other Affiliate of Buyer, any of such Buyer’s rights, interests, liabilities or obligations hereunder, upon notice to the Partnership Parties, but such assignment shall not in any way relieve such Buyer of any of its obligations under this Agreement. Prior to the Closing, any assignee of an initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer. Except as provided in Section 5.17 (which is expressly intended for the benefit of “Covered Parties,” as defined therein) and ARTICLE IX, nothing Nothing in this Agreement, express or implied, is intended to or shall confer upon any person Person other than the parties hereto, and their respective heirs, legal representatives, successors, and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreement.

Binding Effect; Assignment; No Third Party Benefit. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors heirs, legal representatives, successors, and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, or obligations hereunder shall be assigned by any of the parties hereto without the prior written consent of the other parties, which consent may be withheld in such party’s sole judgment; provided, except however, that any Buyer may collaterally assign this Agreement to any Person in which Kestrel is the sole owner, or sources of financing solely to any other Affiliate of Buyer, any of such secure Buyer’s rights, interests, or obligations hereunder, upon notice to the Partnership Parties, but such assignment shall not in any way relieve such Buyer of any of its obligations under any credit arrangements entered into in connection with this AgreementAgreement (and any refinancing or substitutions thereof). Prior to Any assignment in violation of the foregoing shall be null and void; and provided, further, that after the Closing, any assignee party hereto may assign its right to receive any benefit hereunder to any of an initial Buyer executing this Agreement shallits Affiliates without the consent of the other parties but, upon for the avoidance of doubt, no such assignment, execute this Agreement as a Buyerassignment shall relieve the duties and obligations of the assigning party. Except as provided in Section 5.17 (which is expressly intended for the benefit of “Covered Parties,” as defined therein) and ARTICLE Article IX, nothing in this Agreement, express or implied, is intended to or shall confer upon any person Person other than the parties hereto, and their respective heirs, legal representatives, successors, and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreement.

Binding Effect; Assignment; No Third Party Benefit. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors heirs, legal representatives, successors, and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, or obligations hereunder shall may be assigned by any either of the parties hereto without the prior written consent of the other party; provided, except however, that any Buyer upon written notice to GNAC, Rxxx LLC may assign all or any portion of Rxxx LLC’s rights and obligations under this Agreement to any Person (i) Rxxx, (ii) GMSP, or (iii) a legal entity controlled by Rxxx and in which Kestrel is he holds a majority of the sole ownereconomic interest (each, or “Permitted Assignee”), provided that (i) such Permitted Assignee shall assume in writing all of Rxxx LLC’s obligations to GNAC, and (ii) notwithstanding such assumption, neither Rxxx LLC nor Rxxx shall be released from any other Affiliate of Buyer, any of such Buyer’s rights, interests, liabilities or obligations hereunder, upon notice to the Partnership Parties, but such assignment shall not in any way relieve such Buyer of any of its obligations under this Agreement. Prior to the Closing, any assignee of an initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer. Except as provided in Section 5.17 (which is expressly intended for the benefit of “Covered Parties,” as defined therein) and ARTICLE IX, nothing Nothing in this Agreement, express or implied, is intended to or shall confer upon any person Person other than the parties hereto, and their respective heirs, legal representatives, successors, and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreement.