Common use of Successors and Assigns; Parties in Interest Clause in Contracts

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: the Seller Corporations and their respective successors and assigns (if any); Parent and its successors and assigns (if any); and the Purchaser and its successors and assigns (if any). This Agreement shall inure to the benefit of: the Seller; Parent; the Purchaser; the other Indemnitees; and the respective successors and assigns (if any) of the foregoing. (b) Both the Purchaser and Parent may freely assign any or all of their respective rights under this Agreement (including its indemnification rights under Section 9), in whole or in part, to any other Person without obtaining the consent or approval of any other Person. Neither the Seller nor Seller Sub shall be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the Purchaser's prior written consent. (c) Except for the provisions of Section 9 hereof, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.

Successors and Assigns; Parties in Interest. (aA) This Agreement shall be binding upon: the Seller Corporations and their respective its successors and assigns (if any); Parent the Stockholder and its successors and assigns (if any); and the Purchaser and its successors and assigns (if any). This Agreement shall inure to the benefit of: the Seller; Parentthe Stockholder; the Purchaser; the other IndemniteesIndemnitees (subject to Section 6.6); and the respective successors and assigns (if any) of the foregoing. (bB) Both Other than the obligation to deliver the Purchaser's Common Stock, the Purchaser and Parent may freely assign any or all of their respective its rights under this Agreement (including its indemnification rights under Section 96), in whole or in part, to any other Person without obtaining the consent or approval of any other Person. Neither the Seller nor Seller Sub the Stockholder shall be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the Purchaser's prior written consent. (cC) Except for the provisions of Section 9 6 hereof, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: the Seller Corporations and their respective its successors in interest and assigns (if any); Parent and its successors and assigns (if any); ) and the Purchaser and its successors in interest and assigns (if any). This Agreement shall inure to the benefit of: the Seller; Parent; the Purchaser; the other IndemniteesIndemnitees (subject to Section 9.7 hereof); and the respective assigns and successors and assigns in interest (if any) of each of the foregoingSeller and the Purchaser. (b) Both the The Purchaser and Parent may freely assign in whole or in part any or all of their respective its rights and obligations under this Agreement (including its indemnification rights under Section 9), in whole or in part, ) (a) pursuant to any merger, consolidation, business combination, or other Person corporate reorganization or business transaction in which the Purchaser may participate, or (b) to any affiliated Entity, without obtaining the consent or approval of any other Person. Neither Notwithstanding the foregoing, the Purchaser shall not delegate any of its obligations hereunder to any third party without the written consent of the Seller, which consent shall not be unreasonably withheld. The Seller nor Seller Sub shall not be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the Purchaser's ’s prior written consent; provided, however, that such consent shall not be necessary for an assignment of this Agreement after the Closing to a successor to the Seller pursuant to a Change of Control . (c) Except for the provisions of Section 9 hereof9, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.parties to

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: upon the Seller Corporations and their respective successors and assigns (if any); Parent and its successors and assigns (if any); and the Purchaser and its successors and assigns (if any). This Agreement shall inure to the benefit of: the Seller; Parent; the Purchaser; the Purchaser Sub; the other IndemniteesIndemnitees (subject to Section 8.6); and the respective successors and assigns (if any) of the foregoing. (b) Both the The Purchaser and Parent Purchaser Sub may freely assign any or all of their respective rights under this Agreement (including its indemnification rights under Section 9)8), in whole or in part, to any other Person without obtaining the consent or approval of any other Person; provided, however, that the Purchaser Sub and the Purchaser, without the prior written consent of the Seller, shall not transfer or assign this Agreement or any Transaction Agreement or any obligation or right hereunder under or thereunder until after the expiration of the Indemnification Period. Neither the The Seller nor Seller Sub shall not be permitted to assign any of his or its or his rights or delegate any of his or its or his obligations under this Agreement without the Purchaser's prior written consentconsent of the Purchaser and Purchaser Sub. (c) Except for the provisions of Section 9 hereof, none None of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: (i) each of the Seller Corporations and their respective Sellers; (ii) each of the Sellers’ successors and assigns (if any); Parent and its successors and assigns (if any)iii) the Purchasers; and (iv) the Purchaser and its Purchasers’ successors and assigns (if any). This Agreement shall inure to the benefit of: (A) the SellerSellers; Parent(B) the Purchasers; the Purchaser; (C) the other Indemnitees; and (D) the respective successors and assigns (if any) of the foregoing. (b) Both the Purchaser and Parent The Purchasers may freely assign any or all of their respective rights or delegate any of their respective obligations under this Agreement (including its indemnification rights under Section 9)Agreement, in whole or in part, to any other Person without obtaining the consent or approval of any other Person. Neither Without limiting the Seller nor Seller Sub generality of the foregoing: (i) the Purchasers may designate any other Person or Persons to receive, in place of the Purchasers, any or all of the Transferred Business Assets; and (ii) the Purchasers may designate any Affiliate or Affiliates to assume, in the place of the Purchasers, any and all of the Assumed Business Liabilities. None of the Sellers shall be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the Purchaser's Purchasers’ prior written consent. Any attempted assignment or delegation by any of the Sellers in violation of this Section 10.11(b) shall be null and void. (c) Except for the provisions of Section 9 hereof, none None of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties parties to this Agreement and the other Indemnitees (and their respective successors and assigns (permitted assigns, if any). Without limiting the generality of the foregoing, : (i) no employee of the Seller Service Provider shall have any rights under this Agreement or under any of the other Transactional Agreements, ; and (ii) no creditor of any of the Seller Sellers shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: the Seller Corporations and their respective successors and assigns (if any); Parent and its successors and assigns (if any); and the Purchaser Purchasers and its their successors and assigns (if any). This Agreement shall inure to the benefit of: the Seller; Parent; the PurchaserPurchasers; the other IndemniteesIndemnitees (subject to Section 9.6); and the respective successors and assigns (if any) of the foregoing. (b) Both the Purchaser and Parent may freely assign any or all of their respective rights under this Agreement (including its indemnification rights under Section 9), in whole or in part, to any other Person without obtaining the consent or approval of any other Person. Neither the Seller nor Seller Sub The Purchasers shall be permitted to assign any of their rights under this Agreement without the Seller’s prior written consent. The Purchasers shall not be permitted to delegate any of their obligations under this Agreement without the Seller’s prior written consent, provided however that the Purchasers may delegate any of their obligations under this Agreement to (i) any acquiror that acquires all or substantially all of IP Purchaser’s business or (ii) any of their respective Affiliates if the Purchasers shall remain primarily liable for the obligations to be assigned, in each case without the prior written consent of the Seller. The Seller shall not be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the IP Purchaser's ’s prior written consent. (c) Except for the provisions of Section 9 hereof, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller or Celestial China shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller Seller, or any Subsidiary shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: the Seller Corporations and their respective successors and assigns (if any); Parent and its successors and assigns (if any); ) and the Purchaser and its successors and assigns (if any). This Agreement shall inure to the benefit of: of the Seller; Parent; , the Purchaser; , the other Indemnitees; Seller and Purchaser Indemnitees (subject to Section 4), and the respective successors and assigns (if any) of the foregoing. (b) Both The Purchaser shall be prohibited from assigning this Agreement or any of its rights hereunder at any time while any amounts under the Note remain outstanding. After all amounts under the Note have been paid in full, the Purchaser and Parent may freely assign any or all of their respective its rights under this Agreement (including its indemnification rights under Section 94), in whole or in part, to any other Person without obtaining the consent or approval of any other Person. Neither the The Seller nor Seller Sub shall not be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the Purchaser's prior written consent, which consent shall not be unreasonably withheld. (c) Except for the provisions of Section 9 4 hereof, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.

Successors and Assigns; Parties in Interest. (a) This Agreement shall be binding upon: the Seller Corporations and their respective successors and assigns (if any); Parent Group and its successors and assigns (if any); ) and the Purchaser Buyer Group and its successors and assigns (if any). This Agreement shall inure to the benefit of: the Seller; ParentSeller Group; the PurchaserBuyer Group; the other IndemniteesBuyer Group Indemnitees (subject to Section 4.6); the Seller Group Indemnitees (subject to Section 4.6); and the respective successors and assigns (if any) of the foregoing. (b) Both the Purchaser and Parent may freely assign any or all of their respective rights under this Agreement (including its indemnification rights under Section 9), in whole or in part, to any other Person without obtaining the consent or approval of any other Person. Neither the No Seller nor Seller Sub Group Entity shall be permitted to assign any of its or his rights or delegate any of its or his obligations under this Agreement without the Purchaser's prior written consentconsent of Parent. For the longer of: (i) 120 days following the Closing, or (ii) for so long as the Secured Notes remain outstanding, no Buyer Group Entity shall be permitted to assign any of it rights or delegate any of its obligations under this Agreement without the prior written consent of Agent; provided, however that no such consent shall be required in connection with any assignment or delegation if, in connection therewith, the indebtedness represented by the Secured Notes and the obligations of the Buyer Group under the Security Documents are extinguished. (c) Except for the provisions of Section 9 4 hereof, none of the provisions of this Agreement is intended to provide any rights or remedies to any Person other than the Parties parties to this Agreement and their respective successors and assigns (if any). Without limiting the generality of the foregoing, (i) no employee of the Seller Group Employee shall have any rights under this Agreement or under any of the other Transactional Agreements, and (ii) no creditor of the Seller Group shall have any rights under this Agreement or any of the other Transactional Agreements. Parent shall be a beneficiary of all of the rights and remedies of the Purchaser set forth in this Agreement.