Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 876 contracts
Samples: Private Placement Warrants Purchase Agreement (Peridot Acquisition Corp.), Private Placement Warrants Purchase Agreement (ArcLight Clean Transition Corp. II), Warrant Agreement (LDH Growth Corp I)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 632 contracts
Samples: Warrant Agreement (Equity Distribution Acquisition Corp.), Private Placement Warrants Purchase Agreement (Avalon Acquisition Inc.), Sponsor Warrants Purchase Agreement (Callodine Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to its affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 298 contracts
Samples: Warrant Purchase Agreement (OSN Streaming LTD), Private Placement Units Purchase Agreement (RF Acquisition Corp II), Private Placement Units Purchase Agreement (RF Acquisition Corp II)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 171 contracts
Samples: Private Placement Warrants Purchase Agreement (Bridgetown Holdings LTD), Private Placement Warrants Purchase Agreement (Industrial Tech Acquisitions II, Inc.), Private Placement Warrants Purchase Agreement (Class Acceleration Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 103 contracts
Samples: Series a Convertible Preferred Shares Purchase Agreement (1347 Property Insurance Holdings, Inc.), Sponsor Warrants Purchase Agreement (Revolution Acceleration Acquisition Corp II), Warrants Purchase Agreement (Banyan Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 87 contracts
Samples: Private Placement Warrants Purchase Agreement (AP Acquisition Corp), Warrant Agreement (Fat Projects Acquisition Corp), Private Placement Warrants Purchase Agreement (Aesther Healthcare Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 66 contracts
Samples: Incentive Stock Option Agreement (Roomlinx Inc), Stock Option Agreement (Gundle SLT Environmental Inc), Restricted Stock Agreement (Pierre Foods Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one Agreement or more of its members)their obligations hereunder.
Appears in 61 contracts
Samples: Registration Rights Agreement (Alpine Income Property Trust, Inc.), Registration Rights Agreement (Provident Mortgage Capital Associates, Inc.), Registration Rights Agreement (Provident Mortgage Capital Associates, Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 48 contracts
Samples: Stock Purchase Agreement (Cbeyond Communications Inc), Exchange Agreement (Ameralia Inc), Management Agreement (iCIMS Holding LLC)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 36 contracts
Samples: Founding Director Warrant (Echo Healthcare Acquisition Corp.), Purchase Agreement (2020 ChinaCap Acquirco, Inc.), Form of Founding Director Warrant Purchase Agreement (Oracle Healthcare Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 34 contracts
Samples: Repurchase Agreement (GSC Acquisition Co), Private Placement Warrants Purchase Agreement (Tiga Acquisition Corp. III), Securities Purchase Agreement (Leopard Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 33 contracts
Samples: Securities Purchase Agreement (Prolong International Corp), Securities Purchase Agreement (St Cloud Capital Partners Lp), Voting Agreement (ALDA Pharmaceuticals Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall are transferable and will bind and inure to the benefit of the respective successors and assigns of the parties hereto whether hereto, but only if so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)in writing.
Appears in 30 contracts
Samples: Registration Rights Agreement (America West Resources, Inc.), Common Stock Purchase Agreement (America West Resources, Inc.), Registration Rights Agreement (America West Resources, Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Purchasers to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 29 contracts
Samples: Warrant Purchase Agreement (Leisure Acquisition Corp.), Warrants Purchase Agreement (Revelstone Capital Acquisition Corp.), Sponsor Warrants Purchase Agreement (Stellar Acquisition III Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all this Agreement and any of the rights, interests or obligations hereunder may not be assigned by any of the parties hereto. All covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective permitted successors and assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 25 contracts
Samples: Agreement and Plan of Merger (Rubicon Financial Inc), Agreement and Plan of Merger (Rubicon Financial Inc), Agreement and Plan of Merger (Issg, Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 24 contracts
Samples: Insider Warrants Purchase Agreement (Raycliff Acquisition Corp), Private Placement Warrants Purchase Agreement (Tekkorp Digital Acquisition Corp.), Private Placement Warrants Purchase Agreement (Tekkorp Digital Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Purchasers to affiliates thereof (including, without limitation one or more of its members).
Appears in 23 contracts
Samples: Private Placement Warrants Purchase Agreement (Double Eagle Acquisition Corp.), Sponsor Warrants Purchase Agreement (Capitol Acquisition Corp. II), Private Placement Warrants Purchase Agreement (Pontem Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of and be enforceable by the Company and its respective successors of the parties hereto whether so expressed or notand assigns. Notwithstanding the foregoing or anything to the contrary Except as otherwise specifically provided herein, the parties may not assign this Agreement, other than assignments including the obligations and benefits hereunder, may not be assigned to any party by the Purchaser to affiliates thereof (including, without limitation one or more of its members)Executive.
Appears in 17 contracts
Samples: Executive Employment Agreement (Express Scripts Inc), Executive Employment Agreement (Express Scripts Inc), Executive Employment Agreement (Express Scripts Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its partners or members).
Appears in 17 contracts
Samples: Private Placement Warrants Purchase Agreement (PepperLime Health Acquisition Corp), Private Placement Warrants Purchase Agreement (Delphi Growth Capital Corp.), Private Placement Units Purchase Agreement (Growth for Good Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments assignment by the Purchaser to affiliates thereof (including, without limitation to one or more of its members).
Appears in 16 contracts
Samples: Private Placement Warrants Purchase Agreement (Kismet Acquisition Three Corp.), Private Placement Warrant Purchase Agreement (Cartesian Growth Corp), Purchase Agreement (Kismet Acquisition One Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Purchasers to affiliates thereof (including, without limitation limitation, one or more of its the Sponsor’s members).
Appears in 14 contracts
Samples: Private Placement Warrants Purchase Agreement (Agriculture & Natural Solutions Acquisition Corp), Private Placement Warrants Purchase Agreement (Agriculture & Natural Solutions Acquisition Corp), Private Placement Warrants Purchase Agreement (Decarbonization Plus Acquisition Corp V)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties hereto may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 13 contracts
Samples: Private Placement Warrants Purchase Agreement (Lazard Growth Acquisition Corp. I), Private Placement Warrants Purchase Agreement (Lazard Healthcare Acquisition Corp. I), Private Placement Warrants Purchase Agreement (Lazard Growth Acquisition Corp. I)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Purchasers to affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 13 contracts
Samples: Private Placement Warrants Purchase Agreement (Capitol Investment Corp. VI), Private Placement Warrants Purchase Agreement (Nabors Energy Transition Corp. II), Private Placement Warrants Purchase Agreement (Capitol Investment Corp. V)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Purchasers to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 12 contracts
Samples: Private Placement Warrants Purchase Agreement (Bull Horn Holdings Corp.), Private Placement Warrants Purchase Agreement (Haymaker Acquisition Corp. II), Private Placement Warrants Purchase Agreement (Bull Horn Holdings Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 11 contracts
Samples: Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Electric City Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation including one or more of its members).
Appears in 11 contracts
Samples: Private Placement Warrants Purchase Agreement (KnightSwan Acquisiton Corp), Private Placement Warrants Purchase Agreement (C5 Acquisition Corp), Private Placement Warrants Purchase Agreement (G&P Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 11 contracts
Samples: Securities Purchase Agreement (Navios Maritime Acquisition CORP), Founder Warrant Purchase Agreement (Secure America Acquisition CORP), Securities Purchase Agreement (Navios Maritime Acquisition CORP)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Purchasers to their respective affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 10 contracts
Samples: Private Placement Warrants Purchase Agreement (Landcadia Holdings IV, Inc.), Private Placement Warrants Purchase Agreement (Landcadia Holdings II, Inc.), Private Placement Warrants Purchase Agreement (Empowerment & Inclusion Capital I Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 9 contracts
Samples: Securities Purchase Agreement (Lerer Hippeau Acquisition Corp.), Private Placement Warrants Purchase Agreement (Heartland Media Acquisition Corp.), Private Placement Warrants Purchase Agreement (Heartland Media Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to its affiliates thereof (including, without limitation limitation, one or more of its memberstheir members or partners).
Appears in 8 contracts
Samples: Price Warrants Purchase Agreement (FG Merger Corp.), Price Warrants Purchase Agreement (FG Merger Corp.), Price Warrants Purchase Agreement (FG Merger Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties no party hereto may not assign this AgreementAgreement without the prior written consent of the other party, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 8 contracts
Samples: Private Placement Shares Purchase Agreement (Social Capital Suvretta Holdings Corp. III), Private Placement Shares Purchase Agreement (Social Capital Suvretta Holdings Corp. III), Private Placement Shares Purchase Agreement (Social Capital Suvretta Holdings Corp. I)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)affiliates.
Appears in 7 contracts
Samples: Private Placement Warrants Purchase Agreement (Genesis Park Acquisition Corp.), Private Placement Warrants Purchase Agreement (Genesis Park Acquisition Corp.), Private Placement Warrants Purchase Agreement (Genesis Park Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective personal representatives, heirs, successors and assigns of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 7 contracts
Samples: Share Repurchase Agreement (Steelcase Inc), Share Repurchase Agreement (Steelcase Inc), Share Repurchase Agreement (Steelcase Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more of its members).
Appears in 7 contracts
Samples: Private Placement Warrants Purchase Agreement (Jaguar Global Growth Corp I), Private Placement Warrants Purchase Agreement (Resources Acquisition Corp.), Private Placement Warrants Purchase Agreement (Jaguar Global Growth Corp I)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or more of its members), without the prior written consent of the other parties.
Appears in 7 contracts
Samples: Private Placement Warrants Purchase Agreement (Beard Energy Transition Acquisition Corp.), Private Placement Warrants Purchase Agreement (Kimbell Tiger Acquisition Corp), Private Placement Warrants Purchase Agreement (Beard Energy Transition Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to its affiliates thereof (including, without limitation one or more of its members).
Appears in 7 contracts
Samples: Private Placement Shares Purchase Agreement (Fifth Wall Acquisition Corp. I), Private Placement Shares Purchase Agreement (Fifth Wall Acquisition Corp. I), Private Placement Shares Purchase Agreement (Fifth Wall Acquisition Corp. II)
Successors and Assigns. Except as otherwise expressly provided ---------------------- herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 7 contracts
Samples: Purchase Agreement (Divine Interventures Inc), Purchase Agreement (Divine Interventures Inc), Purchase Agreement (Divine Interventures Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to their respective affiliates thereof (including, without limitation limitation, one or more of its members, as applicable).
Appears in 7 contracts
Samples: Warrants Subscription Agreement (Tech & Energy Transition Corp), Private Placement Warrants Purchase Agreement (Bright Lights Acquisition Corp.), Private Placement Warrants Purchase Agreement (Bright Lights Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Purchasers to their respective affiliates thereof (including, without limitation limitation, one or more of its members, as applicable).
Appears in 6 contracts
Samples: Private Placement Warrants Purchase Agreement (CM Life Sciences, Inc.), Private Placement Warrants Purchase Agreement (CM Life Sciences III Inc.), Private Placement Warrants Purchase Agreement (CM Life Sciences II Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Purchasers to their affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 6 contracts
Samples: Private Placement Warrants Purchase Agreement (IX Acquisition Corp.), Private Placement Warrants Purchase Agreement (Insight Acquisition Corp. /DE), Private Placement Warrants Purchase Agreement (Logistics Innovation Technologies Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Purchasers to affiliates thereof (includingPermitted Transferees, without limitation one or more of its members)as that term is defined in the Warrant Agreement.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Overture Acquisition Corp.), Warrants Purchase Agreement (Prospect Acquisition Corp), Securities Purchase Agreement (Overture Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors successors, assigns, heirs, executors and personal representatives of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 5 contracts
Samples: Registration Rights Agreement (Natural Grocers by Vitamin Cottage, Inc.), Registration Rights Agreement (Fresh Market, Inc.), Registration Rights Agreement (Ardagh Group S.A.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary hereinforegoing, the parties may not assign this Agreement, other than assignments by the except that each Purchaser may assign this agreement to affiliates thereof (including, without limitation one or more of his, her or its members)affiliates.
Appears in 5 contracts
Samples: Warrant Purchase Agreement (China Mining Resources Holdings LTD), Form of Warrant Purchase Agreement (Ideation Acquisition Corp.), Warrant Purchase Agreement (China Mining Resources Holdings LTD)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments assignment by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 5 contracts
Samples: Private Placement Warrants Purchase Agreement (Electrum Special Acquisition Corp), Private Placement Warrants Purchase Agreement (Electrum Special Acquisition Corp), Placement Warrants Purchase Agreement (Electrum Special Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Advisor to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 4 contracts
Samples: Advisor Warrant Issuance Agreement (Pershing Square SPARC Holdings, Ltd./De), Advisor Warrant Issuance Agreement (Pershing Square SPARC Holdings, Ltd./De), Advisor Warrant Issuance Agreement (Pershing Square SPARC Holdings, Ltd./De)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto hereto, whether so expressed or not. Notwithstanding , unless the foregoing assignor and assignee have otherwise agreed; provided that neither this Agreement nor any of the rights, interests or anything to obligations hereunder may be assigned by any Person without the contrary herein, prior written consent of the other parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)affected thereby.
Appears in 4 contracts
Samples: Restructuring Agreement (Officemax Inc), Securityholders Agreement (Boise Cascade Holdings, L.L.C.), Going Public Agreement (Officemax Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to its affiliates thereof (including, without limitation one or more of its members).
Appears in 4 contracts
Samples: Private Placement Warrant Purchase Agreement (LF Capital Acquisition Corp. II), Private Placement Warrant Purchase Agreement (LF Capital Acquisition Corp. II), Private Placement Warrant Purchase Agreement (LF Capital Acquisition Corp. II)
Successors and Assigns. Except as otherwise expressly provided hereinEach and all of the covenants, all covenants terms, provisions, and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind be binding upon and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything and, to the contrary herein, the parties may not assign extent permitted by this Agreement, their respective successors and -55- 164 assigns. Neither party may assign this Agreement (by operation of law or otherwise) to any Person (other than assignments by an Affiliate) without the Purchaser to affiliates thereof (including, without limitation one prior written consent of the other party except in connection with a sale of all or more substantially all of its members)such first party's business.
Appears in 4 contracts
Samples: Investor Rights Agreement (Mp3 Com Inc), Investor Rights Agreement (Mp3 Com Inc), Investor Rights Agreement (Mp3 Com Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 4 contracts
Samples: Insider Warrant Purchase Agreement (Builder Acquisition Corp), Insider Warrant Purchase Agreement (Apex Bioventures Acquisition Corp), Founder Warrant Purchase Agreement (Brand & Services Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether or not so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)expressed.
Appears in 4 contracts
Samples: Restricted Stock Agreement (License Acquisition Corp), Restricted Stock Agreement (License Acquisition Corp), Restricted Stock Agreement (License Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or of more of its members).
Appears in 4 contracts
Samples: Private Placement Warrants Purchase Agreement (Kensington Capital Acquisition Corp. IV), Private Placement Warrants Purchase Agreement (Kensington Capital Acquisition Corp. IV), Private Placement Units Purchase Agreement (Trailblazer Merger Corp I)
Successors and Assigns. Except as otherwise expressly provided hereinin this Agreement, all covenants and agreements of the parties contained in this Agreement by or on behalf of any of the parties hereto shall bind be binding upon and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether so expressed or notand the heirs, personal representatives, executors and assigns of the Shareholders. Notwithstanding the foregoing or anything to the contrary herein, the parties This Agreement may not assign this Agreement, be assigned by any party hereto without the prior express written consent of the other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)parties hereto.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Factual Data Corp), Asset Purchase Agreement (Factual Data Corp), Asset Purchase Agreement (Factual Data Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser to its designees or affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 3 contracts
Samples: Private Placement Warrants Purchase Agreement (WinVest Acquisition Corp.), Private Placement Warrants Purchase Agreement (Globis Acquisition Corp.), Private Placement Warrants Purchase Agreement (WinVest Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all this Agreement and any of the rights, interests or obligations hereunder may not be assigned by any of the parties hereto. All covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective permitted successors and assigns of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 3 contracts
Samples: Stock Purchase Agreement and Plan of Reorganization (Tecscan International Inc), Option Agreement (Kleenair Systems Inc), Stock Purchase Agreement and Plan of Reorganization (New Allied Development Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Sponsors to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 3 contracts
Samples: Private Placement Shares Purchase Agreement (Prime Number Acquisition I Corp.), Private Placement Shares Purchase Agreement (Prime Number Acquisition I Corp.), Private Placement Shares Purchase Agreement (Prime Number Acquisition I Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or more of its memberspartners).
Appears in 3 contracts
Samples: Private Placement Warrants Purchase Agreement (Avista Public Acquisition Corp. II), Private Placement Warrants Purchase Agreement (Avista Public Acquisition Corp. II), Private Placement Warrants Purchase Agreement (Avista Public Acquisition Corp. II)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties Parties hereto shall bind and inure to the benefit of the respective successors of the parties Parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties Parties may not assign this Agreement, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 3 contracts
Samples: Exchange Agreement (Dune Acquisition Corp), Warrant Exchange and Share Cancellation Agreement (Hennessy Capital Acquisition Corp IV), Warrant Exchange Agreement (Fortress Value Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 3 contracts
Samples: Option Agreement (Huntway Refining Co), Option Agreement (Huntway Refining Co), Hbo & Co
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation to one or more of its members).
Appears in 3 contracts
Samples: Private Placement Warrants Purchase Agreement (Cascade Acquisition Corp), Private Placement Warrants Purchase Agreement (Cascade Acquisition Corp), Private Placement Warrants Purchase Agreement (Cascade Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the a Purchaser to affiliates thereof (including, without limitation one or more of its their members)) or one or more entities advised by such Purchaser.
Appears in 3 contracts
Samples: Private Placement Warrants Purchase Agreement (Bluescape Opportunities Acquisition Corp.), Private Placement Warrants Purchase Agreement (Bluescape Opportunities Acquisition Corp.), Private Placement Warrants Purchase Agreement (Bluescape Opportunities Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)permitted transferees thereof.
Appears in 3 contracts
Samples: Sponsor Warrants Purchase Agreement (Easterly Acquisition Corp.), Sponsor Warrants Purchase Agreement (Easterly Acquisition Corp.), Sponsor Warrants Purchase Agreement (Easterly Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding Neither party hereto shall have the foregoing right to assign, delegate or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more otherwise transfer any of its members)rights or obligations under this Agreement without the prior written consent of the other party.
Appears in 3 contracts
Samples: Placement Agent Agreement (Vendingdata Corp), Placement Agent Agreement (Vendingdata Corp), Placement Agent Agreement (Vendingdata Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all All covenants and agreements contained set forth in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether so expressed Parties, except that neither this Agreement nor any of the rights, interests or not. Notwithstanding obligations hereunder may be assigned by any Party without the foregoing or anything prior written consent of the other Party; provided that Buyer may assign its rights to acquire any of the contrary herein, the parties may Acquired Subsidiaries to any of its Affiliates but not assign any of its obligations under this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 2 contracts
Samples: Asset Purchase Agreement (Qumu Corp), Asset Purchase Agreement
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the a Purchaser to affiliates thereof (including, without limitation one or more of its their members)) or one or more entities advised by the Purchaser.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Independence Holdings Corp.), Private Placement Warrants Purchase Agreement (Independence Holdings Corp.)
Successors and Assigns. Except as otherwise expressly provided hereinlimited by Section 2 hereof, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective permitted successors and assigns of the parties hereto hereto, and each transferee of all or any portion of the Common Stock held by the parties hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 2 contracts
Samples: Stockholders Agreement (Sunsource Inc), Stockholders Agreement (Sunsource Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Purchasers to its affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 2 contracts
Samples: Private Placement Units Purchase Agreement (Bayview Acquisition Corp), Private Placement Units Purchase Agreement (Bayview Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Purchasers to their affiliates thereof (including, without limitation limitation, one or more of its memberstheir members or partners).
Appears in 2 contracts
Samples: Otm Warrants Purchase Agreement (Aldel Financial Inc.), Otm Warrants Purchase Agreement (Aldel Financial Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. Notwithstanding ; provided, that this Agreement shall not be assignable by the foregoing or anything to the contrary herein, the parties may not assign this Agreement, Optionee other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)as set forth in Section 9.
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Lazy Days R.V. Center, Inc.), Non Qualified Stock Option Agreement (Lazy Days R.V. Center, Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Underwriter to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Viscogliosi Brothers Acquisition Corp), Underwriter Private Placement Warrants Purchase Agreement (Viscogliosi Brothers Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Founders to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Form of Placement Unit Purchase Agreement (Aquasition Corp.), Form of Placement Unit Purchase Agreement (Aquasition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other parties hereto, other than assignments by the Purchaser HS Chronos to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Kairos Acquisition Corp.), Private Placement Warrants Purchase Agreement (Kairos Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall Parties will bind and inure to the benefit of the respective permitted successors and assigns of the parties hereto Parties, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 2 contracts
Samples: Exchange Agreement (Thestreet, Inc.), Conversion and Exchange Agreement (Igate Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the each Purchaser to its affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (First Light Acquisition Group, Inc.), Private Placement Warrants Purchase Agreement (First Light Acquisition Group, Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other parties hereto, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Kairos Acquisition Corp.), Private Placement Warrants Purchase Agreement (Kairos Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly ---------------------- provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties party hereto shall will bind and inure to the benefit of the respective successors successors, assigns, heirs, beneficiaries and estates of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 2 contracts
Samples: Investment Agreement (Career Holdings Inc), Investment Agreement (Headhunter Net Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more of its members)including Orion Resource Partners (USA) LP) thereof.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Rigel Resource Acquisition Corp.), Private Placement Warrants Purchase Agreement (Rigel Resource Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Sponsor to its affiliates thereof (including, without limitation limitation, one or more of its members, as applicable).
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Athlon Acquisition Corp.), Private Placement Warrants Purchase Agreement (Athlon Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the a Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (ESGEN Acquisition Corp), Private Placement Warrants Purchase Agreement (ESGEN Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Purchasers to their affiliates thereof (including, without limitation one or more of its their members).
Appears in 2 contracts
Samples: Warrant Agreement (SDCL EDGE Acquisition Corp), Private Placement Warrants Purchase Agreement (SDCL EDGE Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the Purchaser Subscriber to its designees or affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 2 contracts
Samples: Warrant Agreement (Lighthouse Capital LTD), Warrant Agreement (Forafric Global PLC)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties Parties hereto shall bind and inure to the benefit of the respective successors of the parties Parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties Parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 2 contracts
Samples: Unpaid Expenses and Lock Up Agreement (Growth Capital Acquisition Corp.), Sponsor Lock Up Agreement (Insight Acquisition Corp. /DE)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the any Purchaser to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Avista Healthcare Public Acquisition Corp.), Private Placement Warrants Purchase Agreement (Avista Healthcare Public Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)) or such other designee to act as the Option Purchaser as may be agreed by the Purchaser and the Company.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Kensington Capital Acquisition Corp. V), Private Placement Warrants Purchase Agreement (Kensington Capital Acquisition Corp. V)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)) or such other designee to act as Option Purchaser as may be agreed by the Purchaser and the Company.
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (Tiga Acquisition Corp.), Private Placement Warrants Purchase Agreement (Tiga Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties Parties hereto shall bind and inure to the benefit of the respective successors of the parties Parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties Parties may not assign this Agreement, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more its permitted transferees with respect to the transfer of its members)any Vesting Sponsor Shares in accordance with Section 2.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (North Mountain Merger Corp.), Share Vesting and Warrant Surrender Agreement (North Mountain Merger Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Investors to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 2 contracts
Samples: Private Placement Shares Purchase Agreement (Fortune Rise Acquisition Corp), Private Placement Shares Purchase Agreement (Fortune Rise Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors or permitted assigns of the parties hereto hereto, whether or not so expressed or notexpressed. Notwithstanding the foregoing forgoing or anything to the contrary herein, the parties neither party may not assign this Agreement, Agreement or its obligations hereunder without the prior written consent of the other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)party.
Appears in 2 contracts
Samples: License Agreement (Rhythm Pharmaceuticals, Inc.), Stock Issuance Agreement (Recro Pharma, Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other parties hereto, other than assignments by the Purchaser Sponsor to its affiliates thereof (including, without limitation limitation, one or more of its members).
Appears in 2 contracts
Samples: Private Placement Warrants Purchase Agreement (M3-Brigade Acquisition III Corp.), Private Placement Warrants Purchase Agreement (M3-Brigade Acquisition III Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)..
Appears in 1 contract
Samples: Warrant Agreement (9F Inc.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall Parties will bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto Parties, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 1 contract
Samples: Agreement (Castle a M & Co)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this AgreementAgreement without the prior written consent of the other party hereto, other than assignments by the a Purchaser to their respective affiliates thereof (including, without limitation limitation, one or more of its members, as applicable).
Appears in 1 contract
Samples: Private Placement Warrants Purchase Agreement (USA Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser Sponsor to affiliates thereof (including, without limitation one or more of its members)thereof.
Appears in 1 contract
Samples: Sponsor Warrants Purchase Agreement (HBC Acquisition Corp)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties hereto may not assign this Agreement, other than assignments by any of the Purchaser Purchasers to affiliates thereof (including, without limitation one or more of its such Purchaser’s members).
Appears in 1 contract
Samples: Private Placement Warrants Purchase Agreement (Battery Future Acquisition Corp.)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation limitation, one or more of its membersmembers or limited partners).
Appears in 1 contract
Samples: Private Placement Warrants Purchase Agreement (Valuence Merger Corp. I)
Successors and Assigns. Except as otherwise expressly provided ---------------------- herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors of the parties hereto hereto, whether so expressed or not. Notwithstanding not and the foregoing or anything to the contrary herein, permitted assigns of the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (hereto including, without limitation one or more and without need of its members)any express assignment, subsequent Holders of the Subordinated Note. This Agreement and the rights and obligations of the Company shall not be assigned without the prior written consent of the Holder.
Appears in 1 contract
Samples: Note Assumption Agreement (Audio Communications Network Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall Parties will bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto Parties, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties Neither party may not assign this AgreementAgreement or its respective rights hereunder; provided, other than assignments by that the Purchaser to affiliates thereof (includingInvestor may assign its rights hereunder, without limitation one or more the consent of the Company, to any of its members)Affiliates.
Appears in 1 contract
Samples: Series a Preferred Stock Purchase Agreement (Genaissance Pharmaceuticals Inc)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall Party will bind and inure to the benefit of the respective successors and assigns of the parties hereto such Party, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 1 contract
Samples: Stock Purchase Agreement (Sponsor Investments, LLC)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors of the parties hereto whether so LEGAL02/39676531v1 Exhibit 10.4 expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one Agreement or more of its members)their obligations hereunder.
Appears in 1 contract
Samples: Contribution Agreement (Terra Secured Income Fund 5, LLC)
Successors and Assigns. Except as otherwise expressly provided herein, all covenants and agreements contained in this Agreement by or on behalf of any of the parties hereto shall will bind and inure to the benefit of the respective successors and permitted assigns of the parties hereto hereto, whether so expressed or not. Notwithstanding the foregoing or anything to the contrary herein, the parties may not assign this Agreement, other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members).
Appears in 1 contract
Successors and Assigns. Except as otherwise expressly provided hereinin this Agreement, all covenants and agreements of the parties contained in this Agreement by or on behalf of any of the parties hereto shall bind be binding upon and inure to the benefit of the respective successors and permitted assigns of the parties hereto whether so expressed or notand the heirs, personal representatives, executors and assigns of Sellers. Notwithstanding the foregoing or anything to the contrary herein, the parties This Agreement may not assign this Agreement, be assigned by any party hereto without the prior express written consent of the other than assignments by the Purchaser to affiliates thereof (including, without limitation one or more of its members)parties hereto.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Surna Inc.)
