Common use of Third-Party Beneficiaries and Obligations Clause in Contracts

Third-Party Beneficiaries and Obligations. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other than the parties hereto (including the Unitholders following the Closing and after delivery of Letters of Transmittal) or their respective successors and permitted assigns, any rights, remedies or liabilities under or by reason of this Agreement, other than sections which are specifically for the benefit of the Unitholders, the Unitholder Parties, the Representative (including any successor thereto), the Seller Group, the Buyer Indemnified Parties, the Unitholder Indemnified Parties, the officers and directors of the Company and/or its Subsidiaries and Persons to which Company Expenses are owed, as applicable (including Section 3B, Section 4C, Section 12B, Section 12C, Section 00X, Xxxxxxx 00X, Xxxxxxx 12F, Article 13 and this Section 14N), each of which is intended to be for the benefit of the Persons covered thereby or to be paid thereunder and may be enforced by such Persons. The parties hereto further agree that the rights of third party beneficiaries shall not arise unless and until the Effective Time occurs. The representations and warranties in this Agreement are the product of negotiations among the parties hereto and are for the sole benefit of the parties hereto. Any inaccuracies in such representations and warranties are subject to waiver by the parties hereto in accordance with this Agreement without notice or liability to any other Person. In some instances, the representations and warranties in this Agreement may represent an allocation among the parties hereto of risks associated with particular matters regardless of the knowledge of any of the parties hereto. Consequently, Persons other than the parties hereto may not rely upon the representations and warranties in this Agreement as characterizations of actual facts or circumstances as of the date of this Agreement or as of any other date.

Third-Party Beneficiaries and Obligations. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other than the parties hereto (including the Unitholders following the Closing and after delivery of Letters of Transmittal) or their respective heirs, executors, successors and permitted assigns, any rights, remedies or liabilities under or by reason of this Agreement, other than sections which are specifically for the benefit of the Unitholdersany Seller, the Unitholder Partiesany holder of Options, any other Equityholder Party, the Representative (including any duly appointed successor thereto), the Seller Group, the Buyer Indemnified Parties, the Unitholder Indemnified Parties, the officers and directors of the Company and/or its Subsidiaries and Persons to which Company Expenses and/or Representative Expenses are owed, as applicable (including Section 3B1B, Section 4C1D, Section 12B9A, Section 12C9H, Section 00X9I, Xxxxxxx 00XSection 9J, Xxxxxxx 12FSection 9M, Article 13 and Section 9N, Section 9O, Section 9P, this Section 14N10O and Section 10S), each of which is intended to be for the benefit of the Persons covered thereby or to be paid thereunder and may be enforced by such Persons; provided, that in no event shall any third party beneficiary be entitled to enforce the provisions of Section 9L hereof. The parties hereto further agree that the rights of third party beneficiaries shall not arise unless and until the Effective Time Closing occurs. The representations and warranties in this Agreement are the product of negotiations among the parties hereto and are for the sole benefit of the parties hereto. Any inaccuracies in such representations and warranties are subject to waiver by the parties hereto to whom such representations and warranties are being made (or to whom the authority to waive the same has been specifically granted hereunder (e.g., the Representative on behalf of the Sellers)) in accordance with this Agreement without notice or liability to any other Person. In some instances, the representations and warranties in this Agreement may represent an allocation among the parties hereto of risks associated with particular matters regardless of the knowledge of any of the parties hereto. Consequently, Persons other than the parties hereto may not rely upon the representations and warranties in this Agreement as characterizations of actual facts or circumstances as of the date of this Agreement or as of any other date. For purposes of this Section 10O, the term "party" or "parties" shall include, as the context requires, the Sellers and the Representative.

Third-Party Beneficiaries and Obligations. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other than the parties hereto (including the Unitholders Equityholders following the Closing and after delivery of Letters of TransmittalTransmittal and Option Cancellation Agreements) or their respective successors and permitted assigns, any rights, remedies or liabilities under or by reason of this Agreement, other than sections which are specifically for the benefit of the UnitholdersEquityholders, the Unitholder Equityholder Parties, the Representative (including any successor thereto), the Seller Group, the Buyer Indemnified Parties, the Unitholder Indemnified Parties, the officers and directors of the Company and/or its Subsidiaries and Persons to which Company Expenses and Representative Expenses are owed, as applicable (including Section 3B, Section 4C, Section 12B11B, Section 12C11C, Section 00X, Xxxxxxx 00X, Xxxxxxx 12F11G, Article 13 and this Section 14N13O), each of which is intended to be for the benefit of the Persons covered thereby or to be paid thereunder and may be enforced by such Persons. The parties hereto further agree that the rights of third party beneficiaries shall not arise unless and until the Effective Time occurs. The representations and warranties in this Agreement are the product of negotiations among the parties hereto and are for the sole benefit of the parties hereto. Any inaccuracies in such representations and warranties are subject to waiver by the parties hereto in accordance with this Agreement without notice or liability to any other Person. In some instances, the representations and warranties in this Agreement may represent an allocation among the parties hereto of risks associated with particular matters regardless of the knowledge of any of the parties hereto. Consequently, Persons other than the parties hereto may not rely upon the representations and warranties in this Agreement as characterizations of actual facts or circumstances as of the date of this Agreement or as of any other date.

Third-Party Beneficiaries and Obligations. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other than the parties hereto (including the Unitholders following the Closing and after delivery of Letters of Transmittal) or their respective successors and permitted assigns, any rights, remedies or liabilities under or by reason of this Agreement, other than sections which are specifically for the benefit of the Unitholders, the Unitholder Seller Parties, the Representative (including any successor thereto)officers, the Seller Group, the Buyer Indemnified Parties, the Unitholder Indemnified Parties, the officers directors and directors employees of the Company and/or its Subsidiaries and Persons to which Company Expenses are owed, as applicable (including under Section 3B5A(iii), Section 4C5M, Section 12B5Q, Section 12C5R, Section 00X, Xxxxxxx 00X, Xxxxxxx 12F, Article 13 8A(ii) and this Section 14N8O), the Financing Sources (under Section 6B, Section 8B, Xxxxxxx 0X, Xxxxxxx 0X, Xxxxxxx 0X, Xxxxxxx 0X and Section 8S), each of which is intended to be for the benefit of the Persons covered thereby or to be paid thereunder and may be enforced by such Persons. The parties hereto further agree that the rights of third party beneficiaries shall not arise unless and until the Effective Time Closing occurs. The representations and warranties in this Agreement are the product of negotiations among the parties hereto and are for the sole benefit of the parties hereto. Any inaccuracies in such representations and warranties are subject to waiver by the parties hereto in accordance with this Agreement without notice or liability to any other Person. In some instances, the representations and warranties in this Agreement may represent an allocation among the parties hereto of risks associated with particular matters regardless of the knowledge of any of the parties hereto. Consequently, Persons other than the parties hereto may not rely upon the representations and warranties in this Agreement as characterizations of actual facts or circumstances as of the date of this Agreement or as of any other date.

Third-Party Beneficiaries and Obligations. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, successors and permitted assigns. Nothing in this Agreement, express or implied, is intended to or shall confer upon any Person other than the parties hereto (including the Unitholders following the Closing and after delivery of Letters of Transmittal) or their respective heirs, executors, successors and permitted assigns, any rights, remedies or liabilities under or by reason of this Agreement, other than sections which are specifically for the benefit of the Unitholdersany Seller, the Unitholder Partiesany holder of Options, any other Equityholder Party, the Representative (including any duly appointed successor thereto), the Seller Group, the Buyer Indemnified Parties, the Unitholder Indemnified Parties, the officers and directors of the Company and/or its Subsidiaries and Persons to which Company Expenses and/or Representative Expenses are owed, as applicable (including Section 3B1B, Section 4C1D, Section 12B9A, Section 12C9H, Section 00X9I, Xxxxxxx 00XSection 9J, Xxxxxxx 12FSection 9M, Article 13 and Section 9N, Section 9O, Section 9P, this Section 14N10O and Section 10S), each of which is intended to be for the benefit of the Persons covered thereby or to be paid thereunder and may be enforced by such Persons; provided, that in no event shall any third party beneficiary be entitled to enforce the provisions of Section 9L hereof. The parties hereto further agree that the rights of third party beneficiaries shall not arise unless and until the Effective Time Closing occurs. The representations and warranties in this Agreement are the product of negotiations among the parties hereto and are for the sole benefit of the parties hereto. Any inaccuracies in such representations and warranties are subject to waiver by the parties hereto to whom such representations and warranties are being made (or to whom the authority to waive the same has been specifically granted hereunder (e.g., the Representative on behalf of the Sellers)) in accordance with this Agreement without notice or liability to any other Person. In some instances, the representations and warranties in this Agreement may represent an allocation among the parties hereto of risks associated with particular matters regardless of the knowledge of any of the parties hereto. Consequently, Persons other than the parties hereto may not rely upon the representations and warranties in this Agreement as characterizations of actual facts or circumstances as of the date of this Agreement or as of any other date. For purposes of this Section 10O, the term “party” or “parties” shall include, as the context requires, the Sellers and the Representative.