Assignment; Parties in Interest. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be enforceable by, the Parties and their respective successors and permitted assigns. Prior to Closing, neither Buyer nor Seller may assign or delegate any interest in this Agreement to any third party without the prior written consent of the other Party, which such consent may be withheld in the other Party’s sole discretion. Any such assignment shall not be effective unless the assignee agrees in writing to be bound by all of the terms and conditions of this Agreement. Following the Closing Date, Seller may assign to any third party any or all of its rights under this Agreement, including the Repurchase Option. During the Repurchase Term, Buyer may not convey the Property or assign any of its rights under this Agreement to any third party, and any such attempted conveyance or assignment shall be void. Following the end of the Repurchase Term, Buyer may assign its rights under this Agreement to a third party in connection with a sale of the Property to that third party.

Parties Bound; Assignment. This Agreement, and the terms, covenants, and conditions herein contained, shall inure to the benefit of and be binding upon the heirs, personal representatives, successors, and assigns of each of the parties hereto. ​ may assign its rights under this Agreement only upon the following conditions: # the assignee of ​ must be an affiliate of ​ or an entity controlling, controlled by, or under common control with ​ (a “​ Affiliate”), # all of the Earnest Money must have been delivered in accordance herewith, # the assignee of ​ shall assume all obligations of ​ hereunder, but ​ shall remain primarily liable for the performance of ​’s obligations, and # a copy of the fully executed written assignment and assumption agreement shall be delivered to ​ at least five (5) business days prior to Closing. In addition, ​, at least five (5) business days prior to the Closing, may designate one or more ​ Affiliate to take title to one or more of the Properties. Upon any such assignment and/or conveyance of the Property or any portion thereof to the assignee or designee of ​, all disclaimers, waivers, releases, indemnities and other protections afforded ​ by the terms of this Agreement, including, without limitation, those set forth in Article 4 and Article 11, and all covenants, representations, warranties and obligations of ​ hereunder, shall apply to and be binding on said assignee.

Parties in Interest. Nothing in this Agreement, whether expressed or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties to it and their respective heirs, executors, administrators, personal representatives, successors and permitted assigns, nor is anything in this Agreement intended to relieve or discharge the obligations or liability of any third persons to any party to this Agreement, nor shall any provision give any third persons any right of subrogation or action over or against any party to this Agreement.

Parties in Interest. All of the terms and provisions of this Amendment shall bind and inure to the benefit of the parties hereto and their respective successors and assigns.

Parties in Interest. Subject to the immediately following sentence, this Agreement shall be binding upon, inure solely to the benefit of, and be enforceable by, the Parties and their successors and permitted assigns. No Party may assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, duties or obligations hereunder without the prior written approval of the other Party; provided, however, that Opal Sheppard may assign any or all of its rights and interests hereunder to one or more of its Affiliates or Related Funds so long as such Affiliate or Related Fund # is a holder of Opal Sheppard New Senior Notes at the time of the assignment, and # executes and delivers a joinder agreement to this Agreement that is in form and substance reasonably satisfactory to Emergent. Except with respect to the Indemnitors under Section 2.7, nothing in this Agreement, express or implied, is intended to or shall confer upon any other Person not a party hereto any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

Parties in Interest. All covenants, agreements and obligations contained in this Agreement shall bind and inure to the benefit of the respective successors and assigns of the parties hereto, except that Borrowers may not assign their rights or obligations hereunder without the prior written consent of the Bank.

Parties in Interest; Third Party Beneficiaries. The parties hereto hereby agree that their respective agreements and obligations set forth herein are solely for the benefit of the other party hereto and its successors and permitted assigns in accordance with and subject to the terms of this Agreement, and this Agreement is not intended to, and does not, confer upon any person other than the parties hereto and their respective successors and permitted assigns any benefits, rights or remedies under or by reason of, or any rights to enforce or cause Holdco to enforce, the obligations set forth herein; provided that the Company is an express third party beneficiary hereof and shall have the enforcement rights provided in Section ‎5 of this Agreement and no others.

Multiple Parties. If more than one person or entity is named herein as Tenant, such multiple parties shall have joint and several responsibility to comply with the terms of this Lease.

Subject to the provisions of [Section 7.1.d]) hereinabove, the Parties’ share participation in the Joint Venture shall be as follows (the “Initial Participation”):

Nothing contained in this Agreement shall be construed as giving any person, firm, corporation or other entity, other than the parties to this Agreement and their successors and permitted assigns, any right, remedy or claim under or in respect of this Agreement or any term or condition contained in this Agreement.