Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned by the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Travelzoo Inc), Asset Purchase Agreement (Travelzoo Inc)
Assignment; Binding Agreement. This Agreement and the various rights and obligations arising hereunder shall inure to the benefit of and be binding upon Buyer, its successors, and permitted assigns, and the Parties hereto Sellers and their successors legal representatives, successors, and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by operation of law or otherwise) by any of the Parties hereto without the prior written consent of the other Party Parties (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the Sale Shares and any other rights or benefits afforded to it by this Agreement to any entity which at the time of such transfer and assignment is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 2 contracts
Sources: Purchase and Sale of Share Capital (Applied Cellular Technology Inc), Purchase and Sale of Share Capital (Applied Cellular Technology Inc)
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned by the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 2 contracts
Sources: Asset Purchase and Sale Agreement (Huttig Building Products Inc), Asset Purchase and Sale Agreement (Huttig Building Products Inc)
Assignment; Binding Agreement. This Acquisition Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors and permitted assigns. Neither this Acquisition Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned by the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability Liability or obligation hereunder.
Appears in 2 contracts
Sources: Acquisition Agreement, Acquisition Agreement (Richardson Electronics LTD/De)
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto Buyer, its successors, and permitted assigns and Seller, their successors legal representatives, successors, and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by operation of law or otherwise) by any of the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld)Parties, except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the DOC Shares and any other rights or benefits afforded to it by this Agreement to any entity which at the time of such transfer and assignment is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Applied Digital Solutions Inc), Stock Purchase Agreement (Applied Digital Solutions Inc)
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon Purchaser, its successors, and permitted assigns and the Parties hereto and their Company, its successors and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by operation of law or otherwise) by either of the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer Purchaser shall have the right to transfer and assign its rights hereunder to purchase the Purchased Shares and any entity which is controlled other rights or benefits afforded to it by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.this
Appears in 2 contracts
Sources: Stock Purchase Agreement (Dti Holdings Inc), Stock Purchase Agreement (Dti Holdings Inc)
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto Buyer, its successors, and permitted assigns and Sellers, their successors legal representatives, successors, and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by operation of law or otherwise) by any of the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld)Parties, except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the DOC Shares and any other rights or benefits afforded to it by this Agreement to any entity which at the time of such transfer and assignment is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Applied Digital Solutions Inc), Stock Purchase Agreement (Applied Digital Solutions Inc)
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto Buyer, its successors, and permitted assigns and Sellers, their successors legal representatives, successors, and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by operation of law or otherwise) by either of the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld)Party, except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the Shares and any other rights or benefits afforded to it by this Agreement to any entity which at the time of such transfer and assignment is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Applied Digital Solutions Inc), Stock Purchase Agreement (Atec Group Inc)
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned by the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro Buyer shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 1 contract
Assignment; Binding Agreement. This Agreement and the various rights and obligations arising hereunder shall inure to the benefit of of, and be binding upon upon, the Parties hereto and their successors and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned by the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro Purchaser shall have the right to designate a subsidiary entity to act as the Buyer Purchaser hereunder, and the Buyer Purchaser shall have the right to transfer and assign its rights hereunder to any entity which is controlled by the Buyer Purchaser or by the Affiliates of the BuyerPurchaser. No such assignment shall relieve the Buyer Purchaser of any liability or obligation hereunder.
Appears in 1 contract
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and parties hereto, their successors and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder here under shall be transferred, delegated, or assigned by the Parties hereto Seller without the prior written consent of Buyer (except that Seller may assign its rights here under to any entity which acquires all or substantially all of the other Party (which assets of Seller, or acquires Seller by merger or similar transaction), or by Buyer without the prior written consent shall not be unreasonably withheld)of Seller, except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder rights, benefits or obligations under this Agreement to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunderits affiliates without Seller’s consent.
Appears in 1 contract
Assignment; Binding Agreement. This Agreement and the various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors respective successors, heirs, devisees, legatees, legal representatives and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by the Parties hereto operation of Law or otherwise) by Buyer without the prior written consent of the other Party (which Sellers or by any of the Sellers without the prior written consent shall not be unreasonably withheld)of Buyer; provided, except however, that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the Company Shares and any other rights or benefits afforded to it by this Agreement to any entity which is controlled by ESCO Technologies Inc., the Buyer or by the Affiliates parent of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 1 contract
Assignment; Binding Agreement. This Agreement and the various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors respective successors, heirs, devisees, legatees, legal representatives and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by the Parties hereto operation of Law or otherwise) by Buyer without the prior written consent of Seller or by Seller without the other Party (which prior written consent shall not be unreasonably withheld)of Buyer; provided, except however, that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the Purchased Assets and assume the Assumed Liabilities and any other rights or benefits afforded to it by this Agreement to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 1 contract
Assignment; Binding Agreement. This Acquisition Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto and their successors and permitted assigns. Neither this Acquisition Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned by the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to any entity which is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability Liability or obligation hereunder.
Appears in 1 contract
Assignment; Binding Agreement. This Agreement and various rights and obligations arising hereunder shall inure to the benefit of and be binding upon the Parties hereto Buyer, its successors, and permitted assigns and Sellers, their successors successors, and permitted assigns. Neither this Agreement nor any of the rights, interests, or obligations hereunder shall be transferred, delegated, or assigned (by operation of law or otherwise) by either of the Parties hereto without the prior written consent of the other Party (which consent shall not be unreasonably withheld), except that Azzurro shall have the right to designate a subsidiary entity to act as the Buyer hereunder, and the Buyer shall have the right to transfer and assign its rights hereunder to purchase the Shares and any other rights or benefits afforded to it by this Agreement to any entity which at the time of such transfer and assignment is controlled by the Buyer or by the Affiliates of the Buyer. No such assignment shall relieve the Buyer of any liability or obligation hereunder.
Appears in 1 contract