No Assignment; Parties Benefited Sample Clauses

No Assignment; Parties Benefited. None of the Parties may assign its rights, duties or obligations under this Agreement without the express written consent of the other Parties; provided, however, that the Company may assign this Agreement to an affiliated company or the purchaser (by merger, stock purchase or otherwise) of all or substantially all of the Company's business and assets provided such purchaser or affiliated company (1) has a class of securities traded on a national securities exchange or the Nasdaq National Market, (2) is a reporting Company which is current in filing all required reports under the 1934 Act and (3) agrees in writing, a copy of which is delivered to the Shareholder, to assume the Company's obligations hereunder; and provided, further, that the rights and obligations of the Shareholder under Section 3 may be transferred from the Shareholder to the purchaser of at least 20% of all Registrable Securities outstanding on the date of this Agreement, provided (1) such transfer complies in all respects with the terms of the Governance Agreement, (2) such purchaser agrees in writing to be bound by the terms and conditions hereof, and (3) the Shareholder provides at least five (5) business days' advance written notice to the Company of such assignment, including the identity of the purchaser. Any attempted assignment outside the foregoing provisos without the written consent of the non-assigning party shall be null and void. Nothing in this Agreement, express or implied, is intended to confer upon any third party any rights, remedies, obligations or liabilities. [SIGNATURES BEGIN ON NEXT PAGE] The Parties have executed this Registration Rights Agreement as of the date first above written. "Company" Phoenix International Ltd., Inc. By: /s/ Raju M. Shivdasini ------------------------------ Name: Raju M. Shivdasini ----------------------- Title: President & CEO ----------------------- "Shareholder" London Bridge Software Holdings plc. By: /s/ Xxxxxx Xxxxxxxx ------------------------------ Name: Xxxxxx Xxxxxxxx ----------------------- Title: Chairman -----------------------
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No Assignment; Parties Benefited. (a) Except as otherwise provided in this Agreement, no party may assign its rights, duties or obligations under this Agreement without the express written consent of the other parties hereto. Any attempted assignment without such written consent shall be null and void. Notwithstanding the foregoing, a Holder hereunder may transfer its rights hereunder to a Permitted Transferee or other person in accordance with the provisions of Section 1.10 hereunder.
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No Assignment; Parties Benefited. No Party may assign its rights, -------------------------------- duties or obligations under this Agreement without the express written consent of the other Parties. Any attempted assignment without such written consent shall be null and void. Nothing in this Agreement, express or implied, is ------------- intended to confer upon any third party any rights, remedies, obligations or liabilities. The Parties have executed this Registration Rights Agreement as of the date first above written. NETZEE, INC. By: /s/ C. Xxxxxxx Xxxxxx ---------------------------------- C. Xxxxxxx Xxxxxx President SHAREHOLDERS /s/ Xxxx X. Xxxxxxxx ---------------------------------- Xxxx X. Xxxxxxxx /s/ Xxxxxxx X. Xxxxxx, Xx. ---------------------------------- Xxxxxxx X. Xxxxxx, Xx. /s/ C. Xxxxxxx Xxxxxx ---------------------------------- C. Xxxxxxx Xxxxxx /s/ Xxxxxxx X. Xxxxx ---------------------------------- Xxxxxxx X. Xxxxx /s/ Xxxxxxxx X. Xxx ---------------------------------- Xxxxxxxx X. Xxx /s/ Xxxx X. Xxxxxxx ---------------------------------- Xxxx X. Xxxxxxx FDS, LLC /s/ Xxxx X. Xxxxxxx ---------------------------------- Name: Xxxx X. Xxxxxxx ----------------------------- Title: --------------------------- /s/ Xxx Xxxxxx ---------------------------------- Xxx Xxxxxx /s/ Xxxx X. Xxxxxxx ---------------------------------- Xxxx X. Xxxxxxx
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No Assignment; Parties Benefited. (a) Except as provided below, no Party may assign its rights, duties or obligations under this Agreement without the express written consent of the other Party. Any attempted assignment without such written consent shall be null and void. Notwithstanding the
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No Assignment; Parties Benefited. (a) Except as provided below, no Party may assign its rights, duties or obligations under this Agreement without the express written consent of the other Party. Any attempted assignment without such written consent shall be null and void. Notwithstanding the foregoing, (i) DVI may transfer its Registrable Securities to its shareholders who are "accredited
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No Assignment; Parties Benefited. (a) Except as provided below, no Party may assign its rights, duties or obligations under this Agreement without the express written consent of the other Party. Any attempted assignment without such written consent shall be null and void. Notwithstanding the foregoing, Harlxxx xx any of the other Sellers (as such term is defined in the Acquisition Agreement) may transfer its Registrable Securities among such entities in transactions effected in accordance with the 1933 Act and all applicable state securities laws, rules and regulations. By accepting such Registrable Securities pursuant to such transfer, each such affiliate of Harlxxx xxxll become a holder of Registrable Securities for purposes of this Agreement and shall become
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No Assignment; Parties Benefited. No Party may assign its rights, -------------------------------- duties or obligations under this Agreement without the express written consent of the other Parties except the Holder shall be entitled to assign its rights hereunder in connection with a transfer of the Warrants or the Registrable Securities. Any attempted prohibited assignment without such written consent shall be null and void. Nothing in this Agreement, express or implied, is ------------- intended to confer upon any third party any rights, remedies, obligations or liabilities. [Signatures appear on the following page] The Parties have executed this Registration Rights Agreement as of the date first above written. NETZEE, INC. By: /s/ Xxxxxxx X. Xxxxxxxx, Xx. ---------------------------------------- Xxxxxxx X. Xxxxxxxx, Xx. Chief Financial Officer XXXXXXX PARTNERS, L.P. By: /s/ Xxxx Xxxxxx ---------------------------------------- Name: Xxxx Xxxxxx Its: CFO
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Related to No Assignment; Parties Benefited

  • No Third Parties Benefited This Agreement is made and entered into for the sole protection and legal benefit of the Company, the Banks, the Agent and the Agent-Related Persons, and their permitted successors and assigns, and no other Person shall be a direct or indirect legal beneficiary of, or have any direct or indirect cause of action or claim in connection with, this Agreement or any of the other Loan Documents.

  • No Assignment or Benefit to Third Parties This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, legal representatives and permitted assigns. No party to this Agreement may assign any of its rights or transfer or delegate any of its obligations under this Agreement, by operation of Law or otherwise, without the prior written consent of the other party hereto, except, in whole or in part, (a) as provided in Section 9.5, (b) with respect to Seller’s rights and obligations, [following the Closing to any entity]to a limited 149 number of entities acting on behalf of Seller’s estate [(provided, that no]that are designated by Seller and reasonably acceptable (including in terms of the number of entities and the form and identity of each such entity) to the Buyer (each, a “Permitted Assignee”); provided that (i) each such Permitted Assignee shall agree in writing to be bound by the obligations and Liabilities of the Seller set forth in this Agreement and (ii) such assignment by Seller under this [clause (b) will relieve Seller of its Liabilities hereunder]Section 9.3 shall not relieve Seller of any of its obligations or Liabilities under this Agreement unless Seller provides the Buyer with a guarantee of the obligations and Liabilities of such Permitted Assignee under this Agreement that is in form and substance reasonably acceptable to the Buyer), (c) to Friendco under the Exchange Agreement and (d) by Buyer to one or more direct or indirect wholly owned Subsidiaries of Buyer (provided, that Buyer identifies such Subsidiary and the rights and obligations to be assigned on or before Closing; provided, further, that no such assignment by Buyer to a wholly owned Subsidiary under this clause (d) will relieve Buyer of its Liabilities hereunder). Any assignment or transfer permitted hereunder shall be evidenced in writing signed by the assignor and assignee, a copy of which shall be delivered to the other party hereto. In connection with any assignment by Seller of its rights and obligations under the Friendco Purchase Agreement to any Permitted Assignees (as defined in the Friendco Purchase Agreement), such Permitted Assignees (as defined in the Friendco Purchase Agreement) will agree, in form and substance reasonably acceptable to Buyer, to be bound by and liable for Seller’s obligations and Liabilities hereunder; provided, that no such agreement will relieve Seller of any of its obligations or Liabilities hereunder. In connection with any assignment, transfer or delegation by Buyer to Friendco as permitted above, Buyer shall be relieved of any Liability so assigned, transferred or delegated to the extent Seller has the right to enforce in full against Friendco any such Liability. Nothing in this Agreement, express or implied, is intended to confer upon any Person other than Buyer, Seller, the Indemnified Parties and their respective successors, legal representatives and permitted assigns, any rights or remedies under or by reason of this Agreement.

  • PARTIES BENEFITED; ASSIGNMENTS 11.1 This Agreement shall be binding upon, and inure to the benefit of, the Consultant, his heirs and his personal representative or representatives, and upon the Company and its successors and assigns. Neither this Agreement nor any rights or obligations hereunder may be assigned by the Consultant.

  • No Third Parties Benefitted This Agreement is made and entered into for the protection and benefit of the parties hereto, the Participant, and their respective successors and assigns, and no other person or entity shall be a direct or indirect beneficiary of or have any direct or indirect cause of action or claim in connection with this Agreement, the Loan Agreement, or any of the other Loan Documents.

  • No Assignment to Natural Persons No such assignment shall be made to a natural person.

  • No Assignment to Borrower No such assignment shall be made to the Borrower or any of the Borrower’s Affiliates or Subsidiaries.

  • No Assignment of Claims Executive affirms and warrants that he has made no assignment of any right or interest in any claim which he may have against any of the Employer Released Parties.

  • No Assignment to Borrowers No such assignment shall be made to the Borrowers or any of the Borrowers’ Affiliates or Subsidiaries.

  • No Assignment; No Third Party Beneficiaries This Agreement and the rights, duties and obligations hereunder may not be assigned or delegated by the Company or BNYMCM. Any purported assignment or delegation of rights, duties or obligations hereunder shall be void and of no effect. This Agreement and the provisions hereof shall be binding upon and shall inure to the benefit of each of the parties and their respective successors and, to the extent provided in Article VI, the controlling persons, officers, directors, employees and agents referred to in Article VI. This Agreement is not intended to confer any rights or benefits on any Persons other than as set forth in Article VI or elsewhere in this Agreement.

  • No Assignment This Agreement is not assignable.

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