Common use of Successors and Assigns; Transferees Clause in Contracts

Successors and Assigns; Transferees. This Agreement shall be binding upon and inure to the benefit of and be enforceable by the Parties and their respective successors, heirs and permitted assigns. In the event of any merger, recapitalization, reorganization, restructuring, conversion, dissolution, liquidation, winding up, or other distribution of or by the Company in connection with or in contemplation of an Initial Public Offering, this Agreement shall be enforceable against such successor entity in accordance with its terms, and no such designation shall be considered an Amendment of this Agreement for purposes of Section 6.4 or any other provision of this Agreement. Any Permitted Transferee shall become a party to this Agreement and subject to the terms and conditions of, and be entitled to enforce, this Agreement to the same extent, and in the same capacity, as the Person that Transfers such Registrable Securities to such Permitted Transferee. Prior to the Transfer of any Registrable Securities to any such Permitted Transferee, and as a condition thereto, each Holder party hereto effecting such Transfer shall (a) cause such Permitted Transferee to deliver to the Company its written agreement, in form and substance reasonably satisfactory to the Company, to be bound by the terms and conditions of this Agreement to the extent described in the preceding sentence and (b) remain directly liable for the performance by such Permitted Transferee of all obligations of such Permitted Transferee under this Agreement.