Common use of Binding Effect; Transfer Clause in Contracts

Binding Effect; Transfer. This Put/Call Agreement shall be binding upon the Company and Citi and upon their respective permitted successors and transferees. Neither party may transfer its rights and obligations under this Put/Call Agreement without the consent of the other party; provided however, that Citi may transfer this Put/Call Agreement to an affiliate of Citi without the prior written consent of the Company and the Company may perform its obligations and exercise its rights under Sections II and III of this Put/Call Agreement through a Permitted Designee. Notwithstanding the Company's designation of a Permitted Designee, the Company shall remain liable for the performance of its and its designee's obligations hereunder.