Bibliothèque de clauses
A contractual provision specifying that the agreement is binding upon and inures to the benefit of the parties' successors and assigns.
18 exemplesSource : SEC EDGAR
A successors-and-assigns clause states that the agreement is binding not just on the original parties, but also on whoever legitimately steps into their shoes later, such as an heir, a buyer of the business, or a merged successor entity.
It's added so the contract's obligations don't simply evaporate if a party is acquired, reorganizes, or transfers its business, giving both sides continuity of the deal.
Check how this clause interacts with any separate assignment clause restricting transfers. "Successors and assigns" language typically describes who is bound once a transfer happens, while a distinct assignment clause controls whether a transfer is allowed in the first place.
The representations, warranties, covenants, agreements and obligations herein contained shall extend to, bind and inure to the benefit not only of the parties hereto but their respective successors and permitted assigns.
All covenants and agreements by Borrower in this Agreement shall bind Borrower's successors and assigns and shall benefit Lender and its successors and assigns. Borrower may not assign its rights under this Agreement without the prior written consent of Lender.
This Agreement shall inure to the benefit of the successors and assigns of the Corporation and, subject to the restrictions on transfer herein set forth, be binding upon Purchaser and Purchaser's heirs, executors, administrators, successors and assigns. The failure of the Corporation in any instance to exercise the Right of First Refusal, Purchase Right, Transfer Restriction or other right described herein shall not constitute a waiver of any of such rights as may subsequently arise under the provisions of this Agreement. No waiver of any breach or condition of this Agreement shall be deemed to be a waiver of any other or subsequent breach or condition, whether of a like or different nature.
For purposes of this Agreement, "Successors and Assigns" shall mean a corporation or other entity acquiring all or substantially all the assets and business of the Company (including this Agreement) whether by operation of law or otherwise.
Section 9.08 Successors and Assigns. This Agreement shall be binding upon and enure to the benefit of the Company, the Buyer and their successors and permitted assigns. Neither Party may assign its rights or obligations hereunder without the prior written consent of the other Party. No assignment shall relieve the assigning party of any of its obligations hereunder.
Except as otherwise expressly provided herein, the provisions hereof shall inure to the benefit of, and be binding upon, the successors, assigns, heirs, executors and administrators of the Parties hereto. This Agreement and the rights and obligations therein may not be assigned by any Party without the written consent of all other Parties, provided that the Series F Investor may assign its rights and obligations under this Agreement to its Affiliate without the consent of the other Parties; provided that the assignee shall assume all of the obligations of such Series F Investor hereunder in writing and such Series F Investor shall deliver a copy of the relevant assignment agreement to the Company.
The terms, covenants and conditions of this Lease shall, subject to the provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and assigns of all of the parties hereto.
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors, successors-in-title and assigns; provided, however, that in the event of the assignment or transfer of the interest of Lender, upon the assumption of the successor or assignee, all obligations and liabilities of the assigning Lender under this Agreement shall terminate, and thereupon all such obligations and liabilities shall be the responsibility of such party to whom Lender's interest is assigned or transferred. When used herein, the term "landlord" refers to Landlord and to any successor to the interest of Landlord under the Lease and "Lender" refers to Lender and to any assignee of the note secured by the Deed of Trust and Lender's servicer of the Loan, if any.
This License shall inure to the benefit of, and be binding upon the parties hereto and their respective successors and approved assigns. Tenant may not assign or sublicense this License without Landlord's prior written consent, which consent may be granted or withheld in Landlord's sole discretion; provided however that Tenant shall be permitted to assign or sublicense this License in connection with a permitted assignment or sublease, as applicable, of the Lease in accordance with the terms thereof. Nothing in this License shall prohibit or restrict Landlord from assigning its interests under the Lease.
This License shall inure to the benefit of, and be binding upon the parties hereto and their respective successors and approved assigns. Tenant may not assign or sublicense this License without Landlord's prior written consent, which consent may be granted or withheld in Landlord's sole discretion; provided however that Tenant shall be permitted to assign or sublicense this License in connection with a permitted assignment or sublease, as applicable, of the Lease in accordance with the terms thereof. Nothing in this License shall prohibit or restrict Landlord from assigning its interests under the Lease.
This Agreement shall bind and inure to the benefit of and be enforceable by the Participant, the Company and their respective permitted successors and assigns (including personal representatives, heirs and legatees), except that the Participant may not assign any rights or obligations under this Agreement except to the extent and in the manner expressly permitted herein.
This Agreement shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns.
This Note may be assigned or transferred by Lender to any Person. Borrower may not assign or transfer this Note or any of its rights hereunder without the prior written consent of Lender. This Note shall inure to the benefit of, and be binding upon, the Parties and their permitted assigns.
SUCCESSORS AND ASSIGNS. Except as otherwise expressly provided to the contrary, the provisions of this Agreement shall inure to the benefit of, and be binding upon, the Company and its successors and assigns and be binding upon the Transferee and the Transferee's legal representatives, heirs, legatees, distributees, assigns and transferees by operation of law, whether or not any such person has become a party to this Agreement or has agreed in writing to join herein and to be bound by the terms, conditions and restrictions hereof.
This Note shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Nothing in this Note is intended to confer upon any party other than the parties hereto or their respective successors and assigns any rights, remedies, obligations or liabilities under or by reason of this Note, except as expressly provided in this Note. Notwithstanding the forgoing, any transfer of this Note may be effected only in accordance with the provisions of this Note and the consent of the Company and by surrender of this Note to the Company and reissuance of a new note to the transferee. The Lender and any subsequent holder of this Note receives this Note subject to the foregoing terms and conditions, as well as all other terms and conditions contained in this Note, and agrees to comply with all such terms and conditions for the benefit of the Company and Lender.
The rights and benefits of the Company under this Agreement shall be transferable to any one or more persons or entities, and all covenants and agreements hereunder shall inure to the benefit of, and be enforceable by the Company's successors and assigns. The rights and obligations of Holder under this Agreement may only be Transferred to Family Members of Holder as expressly provided herein or otherwise with the prior written consent of the Company, and any purported Transfer in violation of the foregoing shall be null and void ab initio.
Without the prior written consent of the Company, the rights and obligations of the Purchaser under this Agreement may only be assigned to a transferee of the Shares that is an Affiliate of the Purchaser and only upon compliance with the transfer restrictions set out in Section 5.4 hereof. Without the consent of the Purchaser, the Company may not assign its rights and obligations under this Agreement. The provisions hereof shall inure to the benefit of, and be binding upon, the successors and permitted assigns of the parties hereto.
SUCCESSORS AND ASSIGNS Under this Note, Borrower includes its successors, and Lender includes its successors and assigns. Lender may at any time assign to one or more assignees all or a portion of its rights and obligations under this Note.
Tous les exemples de clauses proviennent de dépôts publics SEC EDGAR. Ces clauses sont fournies uniquement à des fins pédagogiques et de référence et ne constituent pas un avis juridique. Consultez toujours un avocat qualifié avant d'utiliser une clause dans vos contrats.
