Binding Effect; Benefit; No Assignment. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. Except as expressly provided herein, this Agreement shall not be assignable by any party hereto without the prior written consent of the other parties; provided, however, that Purchaser from time to time may assign and grant a security interest in its rights, title and interest under this Agreement for collateral security purposes to any (i) lender(s) providing financing to Purchaser, (ii) any of Purchaser’s Subsidiaries or (iii) other Affiliates of Purchaser without any additional notice or consent of the other parties hereto, and any such lender(s) may exercise from time to time all of the rights and remedies of Purchaser hereunder; provided, however that in such case Purchaser shall remain primarily liable under this Agreement.
Appears in 1 contract
Sources: Membership Interests Purchase Agreement (Orion Marine Group Inc)
Binding Effect; Benefit; No Assignment. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. Except as expressly provided herein, this Agreement shall not be assignable by any party hereto without the prior written consent of the other parties; provided, however, that Purchaser from time to time may assign and grant a security interest in its rights, title and interest under this Agreement for collateral security purposes to any (i) lender(s) providing financing to Purchaser, (ii) any of Purchaser’s Subsidiaries 's subsidiaries or (iii) other Affiliates of Purchaser without (no assignment of the interest of any additional of the Purchaser shall be binding unless and until written notice or consent of such assignment shall be delivered to the other parties heretoand the Escrow Agent), and any such lender(s) may exercise from time to time all of the rights and remedies of Purchaser hereunder; providedprovided further that, however that in such case case, Purchaser shall remain primarily liable under this Agreement.
Appears in 1 contract