Common use of Succession and Assignment; No Third-Party Beneficiary Clause in Contracts

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties hereto; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereunder. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 2 contracts

Samples: Asset Purchase Agreement (WebXU, Inc.), Asset Purchase Agreement (WebXU, Inc.)

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Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer any Investor may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates Affiliates. Any purported assignment, delegation or transfer other than pursuant to the preceding sentence shall be null and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereundervoid ab initio. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 2 contracts

Samples: Stock Purchase Agreement (AGA Medical Holdings, Inc.), Stock Purchase Agreement (AGA Medical Holdings, Inc.)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereunder. Except as expressly provided hereinherein and the rights set forth in Section 6 with respect to Buyer Indemnified Persons and Seller Indemnified Persons, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Auxilio Inc)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer may each Purchaser (a) may assign any or all of its rights and interests hereunder to one or more of its Affiliates and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability no such assignment shall limit or affect the assignor’s obligations hereunder. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Orthofix International N V)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder Company shall be permitted to use from time to time one or more of its insurance company Affiliates or any insurance company for which the Company or its subsidiaries has underwriting authority (each, a "Permitted Designee") for purposes of writing renewals of the Subject Policies and (b) designate one or more of its Affiliates to perform otherwise performing its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability and exercising its rights hereunder. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Personperson, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Renewal Rights Agreement (Tower Group, Inc.)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this This Agreement will shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will shall be deemed to be a party hereto for all purposes hereof. No Either party hereto may assign all of its rights and delegate all of its obligations hereunder to any wholly-owned Subsidiary of the party, provided that no such assignment shall relieve any assigning or delegating party of its obligations hereunder. Except as provided in the preceding sentence, no party may assign, delegate or otherwise transfer transfer, directly or indirectly, either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties hereto; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereunderparty. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and permitted assignees and nothing herein expressed or implied will shall give or be construed to give any Person, other than the parties and such successors and permitted assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Interface Inc)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, provided that the Buyer Parent and Merger Sub may assign this Agreement (ain whole but not in part) assign any or all of its rights and interests hereunder to one or more Affiliates of its Affiliates and (b) designate one Parent; and, provided, further, that no such assignment shall relieve Parent or more Merger Sub of its Affiliates to perform its their respective obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereunderunder this Agreement. Except as expressly provided hereinset forth in Article IX with respect to Indemnified Persons who are not parties to this Agreement, this Agreement is for the sole benefit of the parties hereto and their permitted respective successors and permitted assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Creative Realities, Inc.)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer Purchaser may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates or to any provider of the Debt Financing and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer Purchaser is not relieved of any Liability hereunder. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Allied Defense Group Inc)

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Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates wholly owned Subsidiaries or to any provider of the Financing as collateral security and (b) designate one or more of its Affiliates wholly owned Subsidiaries to perform its obligations hereunder, in each case, so long as the Buyer is not relieved of any Liability hereunder. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cellu Tissue Holdings, Inc.)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of the other parties heretoparties; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates or to any provider of the Financing and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereunder. Except as expressly provided herein, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Starrett L S Co)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, ; each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder (other than transfers by operation of Law) without the prior written approval of the other parties heretoparties; provided, however, that Buyer may, without the Buyer may prior written consent of the other parties (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates and (b) designate one or more of its Affiliates to perform its obligations hereunder, in each case, so long as Buyer is not relieved of any Liability hereunder. Except as expressly provided hereinset forth in Section 5, with respect to Indemnified Persons who are not parties to this Agreement, this Agreement is for the sole benefit of the parties hereto and their permitted successors and assignees assigns and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assigneesassigns, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Asset and Stock Purchase Agreement (CareCloud, Inc.)

Succession and Assignment; No Third-Party Beneficiary. Subject to the immediately following sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, each of which such successors and permitted assigns will be deemed to be a party hereto for all purposes hereof. No party hereto may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder (by operation of Law or otherwise) without the prior written approval of the other parties heretoparties; provided, however, that the Buyer may (a) assign any or all of its rights and interests hereunder to one or more of its Affiliates and (b) designate one or more of its Affiliates to perform its obligations hereunder; provided, in each case, so long as no such assignment or delegation shall relieve Buyer is not relieved of any Liability its obligations hereunder. Except as expressly provided hereinset forth in Section 9 with respect to Indemnified Persons who are not parties to this Agreement, this Agreement is for the sole benefit of the parties hereto and their permitted successors and permitted assignees and nothing herein expressed or implied will give or be construed to give any Person, other than the parties and such successors and assignees, any legal or equitable rights hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amaya Inc.)

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