Common use of Assignment; Successors and Assigns Clause in Contracts

Assignment; Successors and Assigns. Subject to Section 12.15, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 55 contracts

Samples: Purchase and Sale Agreement (HRPT Properties Trust), Lease Agreement (HRPT Properties Trust), Lease Agreement (Government Properties Income Trust)

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Assignment; Successors and Assigns. Subject to Section 12.1512.14, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 13 contracts

Samples: Purchase and Sale Agreement (CommonWealth REIT), Purchase and Sale Agreement (CommonWealth REIT), Purchase and Sale Agreement (CommonWealth REIT)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the otherother parties, except that the (x) Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; Purchaser (provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein Hospitality Properties Trust shall remain liable for the obligations obligation of the "Purchaser" hereunder) and (y) after the Closing, the Sellers may assign its surviving rights, if any, under this Agreement to the Tenant. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 7 contracts

Samples: Purchase and Sale Agreement (Candlewood Hotel Co Inc), Purchase and Sale Agreement (Candlewood Hotel Co Inc), Purchase and Sale Agreement (Candlewood Hotel Co Inc)

Assignment; Successors and Assigns. Subject to Section 12.15Except as otherwise ---------------------------------- expressly set forth in this Agreement, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaserother parties; provided, however, thatthat (a) Purchaser shall have the right to designate an Affiliate(s) of Purchaser to receive record title to the Property, in (b) Seller shall have the event this Agreement shall right to designate an Affiliate of Seller to be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, Operating Lessee under the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunderOperating Lease. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 6 contracts

Samples: Purchase and Sale Agreement (American General Hospitality Corp), Purchase and Sale Agreement (American General Hospitality Corp), Purchase and Sale Agreement (American General Hospitality Corp)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the otherother parties, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein Hospitality Properties Trust shall remain fully and primarily liable for the obligations of the "Purchaser" hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Hospitality Properties Trust), Purchase and Sale Agreement (Hospitality Properties Trust), Purchase and Sale Agreement (Hospitality Properties Trust)

Assignment; Successors and Assigns. Subject to Section 12.1512.14, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement without Seller’s consent to any entity wholly ownedor entities owned in part and controlled or managed by Purchaser or its member, directly or indirectly, by provided that Purchaser shall give Seller written notice of such assignment at least five (5) days before the PurchaserClosing Date; provided, however, that, in the event this Agreement shall be assigned by Purchaser to any one or more entities wholly owned, directly owned in part and controlled or indirectly, managed by the PurchaserPurchaser or its member, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Cornerstone Core Properties REIT, Inc.), Purchase and Sale Agreement (Cornerstone Core Properties REIT, Inc.)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party Party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the "Purchaser" hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto Parties and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other personsPersons.

Appears in 2 contracts

Samples: Purchase and Sale Agreement and Joint Escrow Instructions (Senior Housing Properties Trust), Purchase and Sale Agreement and Joint Escrow Instructions (Select Income REIT)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable (i) by any party Seller without the written consent of the otherPurchaser; or (ii) with respect to any Property, by the Purchaser without the written consent of the Seller of such Property hereunder, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Five Star Quality Care Inc), Purchase and Sale Agreement (Five Star Quality Care Inc)

Assignment; Successors and Assigns. Subject to Section 12.15Except as ---------------------------------- otherwise expressly set forth in this Agreement, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaserother parties; provided, however, thatthat (a) Purchaser shall have the right to designate an Affiliate(s) of Purchaser to receive record title to the Property, in (b) Seller shall have the event this Agreement shall right to designate an Affiliate of Seller to be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, Operating Lessee under the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunderOperating Lease. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (American General Hospitality Corp), Purchase and Sale Agreement (American General Hospitality Corp)

Assignment; Successors and Assigns. Subject to Section 12.1512.14, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement without Seller's consent to any entity wholly ownedor entities owned in part and controlled or managed by Purchaser, directly or indirectly, by provided that Purchaser shall give Seller written notice of such assignment at least ten (10) days before the PurchaserClosing Date; provided, however, that, in the event this Agreement shall be assigned by Purchaser to any one or more entities wholly owned, directly owned in part and controlled or indirectly, managed by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cornerstone Core Properties REIT, Inc.)

Assignment; Successors and Assigns. Subject to Section 12.1512.14, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement without Seller’s consent to any entity wholly owned, directly or indirectly, and controlled or managed by Purchaser, provided that Purchaser shall give Seller written notice of such assignment at least five (5) Business Days before the PurchaserClosing Date; provided, however, that, in any assignment shall not release the event original parties to this Agreement shall be assigned Agreement. Subject to any one or more entities wholly ownedthe foregoing, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cornerstone Core Properties REIT, Inc.)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the other, except that (x) the Purchaser may assign this Agreement to any entity one or more entities wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Life Time Fitness Inc)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assigned by any party Seller without the prior written consent of Purchaser, which consent may be withheld in its sole and subjective discretion. This Agreement and all rights and obligations hereunder shall not be assigned by Purchaser without the otherprior written consent of Seller, which consent may be withheld in its sole and subjective discretion, except that the such consent shall not be required for any assignment by Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by of its Affiliates. Any assignment in violation of the Purchaser; provided, however, that, in the event this Agreement foregoing provision shall be assigned to any one or more entities wholly owned, directly or indirectly, by null and void at the Purchaser, the Purchaser named herein shall remain liable for the obligations option of the “Purchaser” hereundernonassigning party. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Apple Hospitality Five Inc)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any either party without the written consent of the otherother party, except that the Purchaser may assign this Agreement with notice to, but without the consent of, Seller to any affiliate of the Purchaser or to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event if this Agreement shall be assigned to any one or more entities wholly owned, directly or indirectly, by the PurchaserPurchaser as aforesaid, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Abiomed Inc)

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Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the otherother parties, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein HPT shall remain fully and primarily liable for the obligations of the “Purchaser” hereunder. In addition, Purchaser shall have the right to require that the Properties or any part thereof be conveyed directly to its designee. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Intercontinental Hotels Group PLC /New/)

Assignment; Successors and Assigns. Subject to Section 12.15, Neither this Agreement and all rights and nor any of the rights, interests or obligations hereunder shall not be assignable, directly or indirectly, assigned by any party of the parties hereto without the prior written consent of the other, other parties except that Purchaser may, without the Purchaser may obligation to obtain the prior written consent of any other party, assign this Agreement or all or any part of its rights or obligations hereunder to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one (1) or more entities wholly owned, directly direct or indirectly, by the Purchaser, the indirect wholly-owned subsidiaries of Purchaser named herein (in all or any of which cases Purchaser shall remain liable responsible for the performance of all of its obligations of under this Agreement). Subject to the “Purchaser” hereunder. This foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and or permitted assigns. This Agreement is not intended , heirs, legatees, distributees, executors, administrators and shall not be construed to create any rights in or to be enforceable in any part by any other personsguardians.

Appears in 1 contract

Samples: Stock Purchase Agreement (Roper Industries Inc /De/)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the otherother parties, except that the Purchaser may assign this Agreement, in whole or in part, to one or more entities, in each case wholly owned, directly or indirectly, by the Purchaser (provided, however, that, in the event this Agreement shall be wholly or partially assigned to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein Hospitality Properties Trust shall remain liable for the obligations obligation of the "Purchaser" hereunder). In addition, the Purchaser shall have the right to require that the Properties or any part thereof be conveyed directly to one or more designees. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Candlewood Hotel Co Inc)

Assignment; Successors and Assigns. Subject to Section 12.15Except as otherwise expressly set forth in this Agreement, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaserother parties; provided, however, thatthat (a) Purchaser shall have the right to designate an Affiliate(s) of Purchaser to receive record title to the Property, in (b) Seller shall have the event this Agreement shall right to designate an Affiliate of Seller to be assigned to any one or more entities wholly owned, directly or indirectly, by the Purchaser, Operating Lessee under the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunderOperating Lease. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Prime Hospitality Corp)

Assignment; Successors and Assigns. Subject to Section 12.1513.14, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement without Seller’s consent to any entity wholly ownedor entities owned in part and controlled or managed, directly or indirectly, by provided that Purchaser shall give Seller written notice of such assignment at least ten (10) days before the PurchaserClosing Date; provided, however, that, in the event this Agreement shall be assigned by Purchaser to any one or more entities wholly ownedowned in part and controlled or managed, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cornerstone Realty Fund LLC)

Assignment; Successors and Assigns. Subject to Section 12.1512.14, this Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, by any party without the written consent of the other, except that the Purchaser may assign this Agreement without Seller’s consent to any entity wholly ownedor entities owned in part and controlled or managed by Purchaser, directly or indirectly, by provided that Purchaser shall give Seller written notice of such assignment at least five (5) days before the PurchaserClosing Date; provided, however, that, in the event this Agreement shall be assigned by Purchaser to any one or more entities wholly owned, directly owned in part and controlled or indirectly, managed by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cornerstone Realty Fund LLC)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the otherother parties, except that (x) the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; Purchaser (provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for its obligation as the obligations of Purchaser hereunder) and (y) after the “Purchaser” hereunderClosing, the Sellers may assign their surviving rights, if any, under this Agreement to the Tenant. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in in, or to be enforceable in any part by by, any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Brookdale Senior Living Inc.)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the otherother parties, except that the (x) Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; Purchaser (provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein Hospitality Properties Trust shall remain liable for the obligations of the “Purchaser” hereunder). In addition, Purchaser shall have the right to require that the Properties or any part thereof be conveyed directly to its designee. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (FelCor Lodging Trust Inc)

Assignment; Successors and Assigns. Subject to Section 12.15, this This Agreement and all rights and obligations hereunder shall not be assignable, directly or indirectly, assignable by any party without the written consent of the other, except that the Purchaser may assign this Agreement to any entity wholly owned, directly or indirectly, by the Purchaser; provided, however, that, in the event this Agreement shall be assigned to any one or more entities entity wholly owned, directly or indirectly, by the Purchaser, the Purchaser named herein shall remain liable for the obligations of the “Purchaser” hereunder. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement is not intended and shall not be construed to create any rights in or to be enforceable in any part by any other persons.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Five Star Quality Care Inc)

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