Common use of Successors; Assignment; Amendments; Waivers Clause in Contracts

Successors; Assignment; Amendments; Waivers. (a) The Existing Stockholders Representative may not assign its rights and obligations in its capacity as Existing Stockholders Representative under this Agreement to any person without the prior written consent of the Corporation; provided, however that the Existing Stockholders Representative may assign its rights and obligations in its capacity as Existing Stockholders Representative under this Agreement to any of its Affiliates, as long as such transferee has executed and delivered, or, in connection with such transfer, executes and delivers, a joinder to this Agreement, in form and substance reasonably satisfactory to the Corporation agreeing to be bound by all provisions of this Agreement and acknowledging specifically the last sentence of the next paragraph.

Appears in 4 contracts

Samples: Tax Receivable Agreement (Berry Plastics Group Inc), Income Tax Receivable Agreement (Berry Plastics Group Inc), Tax Receivable Agreement (Berry Plastics Group Inc)

AutoNDA by SimpleDocs

Successors; Assignment; Amendments; Waivers. (a) The Except as otherwise expressly set forth in this Agreement, the Existing Stockholders Representative and any Existing Stockholder may not from time to time assign all or a portion of its rights and obligations in its capacity as Existing Stockholders Representative under this Agreement to any person Person or Persons without the prior written consent of the Corporation; provided, however provided that (i) such assignment does not materially increase the Existing Stockholders Representative may assign its rights and Corporation’s obligations in its capacity as Existing Stockholders Representative under this Agreement to any of its Affiliates, as long as such transferee and (ii) the assignee has executed and delivered, or, in connection with such transferassignment, executes and delivers, a joinder to this Agreement, in form and substance reasonably satisfactory to the Corporation and the transferor, agreeing to be bound by all provisions of this Agreement and acknowledging specifically the last sentence of the next paragraphAgreement.

Appears in 2 contracts

Samples: Income Tax Receivable Agreement (VWR Corp), Income Tax Receivable Agreement (VWR Corp)

Successors; Assignment; Amendments; Waivers. (a) The Existing Stockholders Representative may not assign its rights and obligations in its capacity as Existing Stockholders Representative under this Agreement to any person without the prior written consent of the Corporation; provided, however that the Existing Stockholders Representative may assign its rights and obligations in its capacity as Existing Stockholders Representative under this Agreement agreement to any of its their Affiliates, as long as such transferee has executed and delivered, or, in connection with such transfer, executes and delivers, a joinder to this Agreement, in form and substance reasonably satisfactory to the Corporation agreeing to be bound by all provisions of this Agreement and acknowledging specifically the last sentence of the next paragraph.

Appears in 2 contracts

Samples: Income Tax Receivable Agreement (Graham Packaging Co Inc.), Tax Receivable Agreement (Graham Packaging Co Inc.)

AutoNDA by SimpleDocs

Successors; Assignment; Amendments; Waivers. (a) The Existing Stockholders Representative may not assign its rights and obligations Representative, solely in its capacity as the Existing Stockholders Representative under and not in its capacity as an Existing Stockholder, may not assign this Agreement to any person without the prior written consent of the Corporation; provided, however that the Existing Stockholders Representative may assign its rights and obligations this Agreement solely in its capacity as the Existing Stockholders Representative under this Agreement to any of its Affiliates, as long as such transferee Affiliate has executed and delivered, or, in connection with such transfer, executes and delivers, a joinder to this Agreement, in form and substance reasonably satisfactory to the Corporation Corporation, agreeing to be bound by all provisions of this Agreement and acknowledging specifically the last sentence of the next paragraphAgreement.

Appears in 2 contracts

Samples: Income Tax Receivable Agreement (El Pollo Loco Holdings, Inc.), Income Tax Receivable Agreement (El Pollo Loco Holdings, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.