Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 10 contracts
Sources: Stock Purchase Agreement (Envision Development Corp /Fl/), Stock Purchase Agreement (Heico Corp), Stock Purchase Agreement (Xstream Beverage Group Inc)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of BuyerPurchaser's rights and obligations to any direct or indirect subsidiary or prohibit the assignment of BuyerPurchaser's rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 3 contracts
Sources: Purchase Agreement (Interdent Inc), Securities Purchase Agreement (Bella Viaggio, Inc.), Securities Purchase Agreement (Bella Viaggio, Inc.)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto Purchaser without the prior written consent of Seller which may be withheld in its sole discretion. Notwithstanding the other partyforegoing, provided, however, that nothing herein Purchaser shall prohibit have the assignment right prior to the Closing Date to assign its rights under this Agreement to an entity of Buyer's rights and obligations to any direct which Tisi directly or indirect subsidiary or prohibit indirectly owns at least a majority of the assignment of Buyer's rights equity interests therein (but not obligations) to any lendera "Permitted Assignee"). Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and Tisi, and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Health & Nutrition Systems International Inc), Asset Purchase Agreement (Tisi Christopher)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's ’s rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's ’s rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Colonial Commercial Corp), Asset Purchase Agreement (Colony Bankcorp Inc)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties Parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party Party hereto without the prior written consent of the other partyParty, provided, however, that nothing herein shall prohibit the assignment of Buyer's GenuTec’s rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's GenuTec’s rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties Parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (GenuTec Business Solutions, Inc.), Agreement and Plan of Merger (GenuTec Business Solutions, Inc.)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties Parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party Party hereto without the prior written consent of the other party, Party; provided, however, that nothing herein shall prohibit the assignment of Buyer's Buyer may assign its rights and obligations hereunder to any direct lender to the Buyer or indirect subsidiary or prohibit the assignment of Buyer's rights (but not obligations) to any lenderParent. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties Parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 2 contracts
Sources: Stock Exchange Agreement (Solar Thin Films, Inc.), Stock Exchange Agreement (Solar Thin Films, Inc.)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's rights and obligations (but not obligations) to any direct or indirect subsidiary or prohibit the assignment of Buyer's rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 2 contracts
Sources: Merger Agreement (Smartdisk Corp), Stock Purchase Agreement (Sunglass Hut International Inc)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's rights (but not obligations) to any lenderfinancial institution. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's rights and obligations to any direct or indirect subsidiary or affiliate or prohibit the assignment of Buyer's rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Sources: Asset Purchase Agreement (G Willi Food International LTD)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, parties; provided, however, that nothing herein shall prohibit the assignment Purchaser may, without the prior written consent of Buyer's the other parties hereto, assign its rights and obligations to any direct or indirect subsidiary or prohibit its Affiliates (provided, that no such assignment shall relieve the assignment Purchaser of Buyer's rights (but not obligations) to any lenderits obligations hereunder). Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's Purchaser’s rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's Purchaser’s rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, ; provided, however, that nothing herein shall prohibit the assignment of Buyer's ’s rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's ’s rights (but not obligations) to any lenderlender and Buyer shall remain liable. Nothing in this Agreement, express or implied, is intended to confer upon any person Person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Sources: Asset Purchase Agreement (Kulicke & Soffa Industries Inc)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits benefits, or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other partyparties, provided, however, that nothing herein shall prohibit the assignment of Buyer's ’s rights and obligations to any direct or indirect subsidiary or prohibit the assignment of Buyer's ’s rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person Person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits benefits, or obligations hereunder.
Appears in 1 contract
Sources: Asset Purchase Agreement (Smith & Wesson Holding Corp)
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other partyparties; provided that Buyer may assign all of its rights, provided, however, that nothing herein shall prohibit the assignment of Buyer's rights privileges and obligations hereunder to any direct or indirect wholly-owned subsidiary or prohibit of Buyer organized under the laws of any State of the United States. No such assignment shall relieve Buyer of Buyer's rights (but not obligations) to any lenderof its obligations under this Agreement. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity Person other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Binding Effect and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns; but hut neither this Agreement nor any of the rights, benefits or obligations hereunder shall be assigned, by operation of law or otherwise, by any party hereto without the prior written consent of the other party, provided, however, that nothing herein shall prohibit the assignment of Buyer's ’s rights and obligations to any direct or indirect indirect, subsidiary or prohibit the assignment of Buyer's ’s rights (but not obligations) to any lender. Nothing in this Agreement, express or implied, is intended to confer upon any person or entity other than the parties hereto and their respective permitted successors and assigns, any rights, benefits or obligations hereunder.
Appears in 1 contract
Sources: Membership Interest Purchase Agreement (Telava Networks Inc)