Common use of Binding Nature of Agreement; Successors and Assigns Clause in Contracts

Binding Nature of Agreement; Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and permitted assigns as provided herein. Optionee may assign all of its rights and obligations under this Agreement without Optionors’ prior written consent to any entity that either (i) owns, either directly or indirectly, all of the membership interests in, or capital stock of, Optionee or (ii) in which Optionee owns, directly or indirectly, all of the membership interests or capital stock (each, a “Permitted Assignee”). In the event of an assignment to a Permitted Assignee, Optionee shall deliver written notice of that assignment to Optionors and Escrow Holder not less than five (5) days prior to the Closing Date, which notice shall be accompanied by an assignment and assumption agreement pursuant to which the Permitted Assignee assumes for Optionors’ benefit all of Optionee’s obligations under this Agreement. No assignment by Optionee of any of its rights or obligations under this Agreement relieves Optionee of any of its obligations under this Agreement unless Optionors expressly agree to such release in writing. Optionee may not assign any of its rights under this Agreement to any person or entity other than a Permitted Assignee without first obtaining Optionors’ written consent. Optionors’ rights to assign or otherwise transfer it rights and obligations under this Agreement to any respective affiliates of such Optionors shall be unrestricted. Subject to the foregoing, this Agreement is binding on and inures to the benefit of the successors-in-interest and assigns of each party to this Agreement.

Binding Nature of Agreement; Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and permitted assigns as provided herein. Optionee may assign all of its rights and obligations under this Agreement without Optionors’ Optionor’s prior written consent to any entity that either (i) owns, either directly or indirectly, all of the membership interests in, or capital stock of, Optionee or (ii) in which Optionee owns, directly or indirectly, all of the membership interests or capital stock (each, a “Permitted Assignee”). In the event of an assignment to a Permitted Assignee, Optionee shall deliver written notice of that assignment to Optionors Optionor and Escrow Holder not less than five (5) days prior to the Closing Date, which notice shall be accompanied by an assignment and assumption agreement pursuant to which the Permitted Assignee assumes for Optionors’ Optionor’s benefit all of Optionee’s obligations under this Agreement. No assignment by Optionee of any of its rights or obligations under this Agreement relieves Optionee of any of its obligations under this Agreement unless Optionors Optionor expressly agree agrees to such release in writing. Optionee may not assign any of its rights under this Agreement to any person or entity other than a Permitted Assignee without first obtaining Optionors’ Optionor’s written consent. Optionors’ rights Optionor’s right to assign or otherwise transfer it rights and obligations under this Agreement to any respective affiliates affiliate of such Optionors Optionor shall be unrestricted. Subject to the foregoing, this Agreement is binding on and inures to the benefit of the successors-in-interest and assigns of each party to this Agreement.

Binding Nature of Agreement; Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and permitted assigns as provided herein. Optionee may assign all of its rights and obligations under this Agreement without Optionors’ Optionor’s prior written consent to any entity that either (i) owns, either directly or indirectly, all of the membership interests in, or capital stock of, Optionee or (ii) in which Optionee owns, directly or indirectly, all of the membership interests or capital stock (each, a “Permitted Assignee”). In the event of an assignment to a Permitted Assignee, Optionee shall deliver written notice of that assignment to Optionors Optionor and Escrow Holder not less than five (5) days prior to the Closing Date, which notice shall be accompanied by an assignment and assumption agreement pursuant to which the Permitted Assignee assumes for Optionors’ Optionor’s benefit all of Optionee’s obligations under this Agreement. No assignment by Optionee of any of its rights or obligations under this Agreement relieves Optionee of any of its obligations under this Agreement unless Optionors Optionor expressly agree agrees to such release in writing. Optionee may not assign any of its rights under this Agreement to any person or entity other than a Permitted Assignee without first obtaining Optionors’ Optionor’s written consent. Optionors’ rights to assign or otherwise transfer it rights and obligations under this Agreement to any respective affiliates of such Optionors shall be unrestricted. Subject to the foregoing, this Agreement is binding on and inures to the benefit of the successors-in-interest and assigns of each party to this Agreement.