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 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, except that any Buyer may assign to any partnership in which Rainwater, Inc. is the sole managing partner, or to any other member of the Buyer Group, any of Buyer's rights, interests, or obligations hereunder, upon notice to the other party or parties. Prior to the Closing, any assignee of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended to accurately reflect the portion of the Securities to be purchased by each Buyer. Except as provided in 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 will be binding upon and inure to the benefit of Sellers, the parties hereto Company and Buyer and their respective 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 of the parties hereto to this Agreement without the prior written consent of the other parties, except which consent may be withheld in such party’s sole judgment; provided, however, that Buyer may, upon prior written notice to Sellers, assign this Agreement and any or all rights or obligations hereunder to an Affiliate of Buyer, provided that such assignment (x) shall not affect any obligations of Xxxxxx Xxxxxx Energy Partner, L.P. pursuant to the Buyer’s Parent Guaranty, (y) will not relieve Buyer may assign to of any partnership obligations under this Agreement, and (z) will not result in which Rainwater, Inc. is the sole managing partner, or to any other member a delay of the Buyer Group, any of Buyer's rights, interests, or obligations hereunder, upon notice to the other party or parties. Prior to the Closing, any assignee of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended to accurately reflect the portion of the Securities to be purchased by each Buyer. Except as provided in Section 8.6 and Article IXXI, 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 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 partiesparty; provided, except however, that any upon written notice to GNA, Buyer may assign to all -------- or any partnership in which Rainwater, Inc. is the sole managing partner, or to any other member of the Buyer Group, any portion of Buyer's rightsrights and obligations under this Agreement to either (i) a limited partnership of which Buyer is the general partner and holds a majority of the economic interest therein or (ii) ING Pilgrim Capital Corporation for the benefit of Xxxxxx X. Xxxxxxxxx (a "Permitted Assignee") provided that notwithstanding such assumption, interests, Buyer shall not be released from -------- any liabilities or obligations hereunder, upon notice to the other party or parties. Prior to the Closing, any assignee of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended to accurately reflect the portion of the Securities to be purchased by each Buyer. Except as provided in Section 6.3(g), Section 6.14 and Article IXX, 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 heirs, legal representatives, successors, successors and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, interests or obligations hereunder shall be assigned by any either of the parties hereto without the prior written consent of the other partiesparty, except that any Buyer may assign to any partnership in which Rainwater, Inc. is the sole managing partner, wholly owned subsidiary or to any other member Affiliate of the Buyer Group, any of Buyer's rights, interests, interests or obligations hereunder, upon notice to the other party or parties. Prior to the ClosingSeller, any assignee provided that no such assignment shall relieve Buyer of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended to accurately reflect the portion of the Securities to be purchased by each Buyerits obligations hereunder. Except as expressly provided in Article IXthis Agreement, nothing in this Agreement, express or implied, is intended to or shall confer upon any person Person (including any Employee) other than the parties hereto, and their respective heirs, legal representatives, successors, successors and permitted assigns, any rights, benefits, 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 heirs, legal representatives, successors, and permitted assigns. Except as otherwise expressly provided in this Agreement, neither Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be assigned by any of the parties hereto either Party without the prior written consent of the other partiesParty, except that any Buyer may which shall not be unreasonably withheld. This Agreement is binding upon, inures to the benefit of and is enforceable by the Parties hereto and their respective successors and permitted assigns. Notwithstanding, each Party may, without the other Party's consent, assign this Agreement and the rights, obligations and interests of such Party, in whole or in part, to any partnership in which Rainwater, Inc. is the sole managing partnerpurchaser of all or substantially all of its assets or shares, or to any other member successor corporation resulting from any merger or consolidation of such Party with or into such corporation, provided that any such assignee agrees in writing to be bound by the terms of this Agreement. Nothing contained herein shall be interpreted or deemed to require the consent of the Buyer Group, Seller for any transaction or grant of Buyer's rights, interests, or obligations hereunder, upon notice rights in and to the other party or parties. Prior to Assets following the Closing, any assignee of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended to accurately reflect the portion of the Securities to be purchased by each Buyer. Except as provided in Article IX, nothing Nothing in this Agreement, express or implied, is intended to or shall confer upon any person other than the parties 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 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 partiesparty; provided, except however, that any upon written notice to GNA, Buyer may assign to all or any partnership in which Rainwater, Inc. is the sole managing partner, or to any other member of the Buyer Group, any portion of Buyer's rightsrights and obligations under this Agreement to a limited partnership of which Buyer is the general partner and holds a majority of the economic interest therein (a "Permitted Assignee") provided that (i) such Permitted Assignee shall assume in writing all of Buyer's obligations to GNA, interestsand (ii) notwithstanding such assumption, Buyer shall not be released from any liabilities or obligations hereunder, upon notice to the other party or parties. Prior to the Closing, any assignee of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended to accurately reflect the portion of the Securities to be purchased by each Buyer. Except as provided in Section 6.8 and Article IXX, 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 and the Ancillary Agreements shall be binding upon and inure to the benefit of the parties hereto Parties and their respective heirs, legal representatives, successors, successors and permitted assigns. Except as otherwise expressly assigns 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 without the prior written consent of the other parties, Party except that any Buyer may assign to any partnership in which Rainwater, Inc. is the sole managing partner, or to any other member all of the Buyer Group, any of Buyer's its rights, interests, interests and obligations under this Agreement (i) before or obligations hereunder, upon notice to the other party or parties. Prior to after the Closing, to any assignee Affiliate and (ii) after the Closing, to any Person, provided that, with respect to subsections (i) and (ii), any such Affiliate or Person, as applicable, agrees in writing to be bound by all of the initial terms, conditions and provisions contained in this Agreement, but no such assignment shall relieve Buyer executing of its obligations under this Agreement shall, upon if such assignment, execute this Agreement as a Buyer and assignee does not perform such obligations. Without limiting the provisions of Annex I shall be amended to accurately reflect the portion generality of the Securities foregoing, if requested by Buyer, Sellers agree to cause the Units or any portion thereof at Closing to be purchased by each Buyertransferred to any Person Buyer may direct. Except as provided in Article IXherein, nothing in this Agreement, express or implied, Agreement is intended to or shall confer upon any person Person other than the parties hereto, Parties and their respective heirs, legal representatives, successors, 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 heirs, legal representatives, successors, successors and permitted assigns. Except as otherwise expressly provided in this Agreement, neither this Agreement nor any of the rights, interests, interests or obligations hereunder shall be assigned by any either of the parties hereto without the prior written consent of the other partiesparty, except that any that, upon not less than two (2) business days prior notice to Sellers, Buyer may assign to designate any partnership in which Rainwater, Inc. is the sole managing partner, one or to any other member more of the Affiliates of Buyer Group, any of Buyer's rights, interests, or obligations hereunder, upon notice to take title to the other party or parties. Prior to Assets at the Closing, any assignee provided that no such designation shall relieve Buyer of its obligations hereunder and Buyer shall nevertheless execute all related closing documents including the assumption under the Xxxx of Sale and all of the initial Buyer executing this Agreement shall, upon such assignment, execute this Agreement as a Buyer and the provisions of Annex I shall be amended Primary Ancillary Agreements to accurately reflect the portion of the Securities which it is intended to be purchased by each Buyera party. Except as provided in Article IXX, 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, successors and permitted assigns, any rights, benefits, or remedies of any nature whatsoever under or by reason of this Agreement.