Effect of Assignment. Upon satisfaction of all applicable requirements set forth in [subsections (a) through (g)] above, and any other condition contained in this [Section 11.10], # the assignee shall become and thereafter be deemed to be a “Lender” for the purposes of this Agreement, # the assignor shall be released from its obligations hereunder to the extent that its interest has been assigned, # in the event that the assignor’s entire interest has been assigned, the assignor shall cease to be and thereafter shall no longer be deemed to be a “Lender” and # the signature pages hereto and [Schedule 1] hereto shall be automatically amended, without further action, to reflect the result of any such assignment.

Effect of Assignment. Upon satisfaction of all applicable requirements set forth in [subsections (a) through (g)] above, and any other condition contained in this [Section 11.10], # the assignee shall become and thereafter be deemed to be a “Lender” for the purposes of this Agreement, # the assignor shall be released from its obligations hereunder to the extent that its interest has been assigned, # in the event that the assignor’s entire interest has been assigned, the assignor shall cease to be and thereafter shall no longer be deemed to be a “Lender” and # the signature pages hereto and [Schedule 1] hereto shall be automatically amended, without further action, to reflect the result of any such assignment.

Effect of Assignment. Upon satisfaction of all applicable requirements set forth in [subsections (a) through (g)] above, and any other condition contained in this [Section 11.10], # the assignee shall become and thereafter be deemed to be a “Lender” for the purposes of this Agreement, # the assignor shall be released from its obligations hereunder to the extent that its interest has been assigned, # in the event that the assignor’s entire interest has been assigned, the assignor shall cease to be and thereafter shall no longer be deemed to be a “Lender” and # the signature pages hereto and [Schedule 1] hereto shall be automatically amended, without further action, to reflect the result of any such assignment.

Effect of Assignment. Subject to the terms and conditions of this Section 9.6, as of the “Effective Date” specified in the applicable Assignment Agreement: # the assignee thereunder shall have the rights and obligations of a “Lender” hereunder to the extent such rights and obligations hereunder have been assigned to it pursuant to such Assignment Agreement and shall thereafter be a party hereto and a “Lender” for all purposes hereof; # the assigning Lender thereunder shall, to the extent that rights and obligations hereunder have been assigned thereby pursuant to such Assignment Agreement, relinquish its rights (other than any rights which survive the termination hereof under Section 9.8) and be released from its obligations hereunder (and, in the case of an Assignment Agreement covering all or the remaining portion of an assigning Lender’s rights and obligations hereunder, such Lender shall cease to be a party hereto; provided, anything contained in any of the Credit Documents to the contrary notwithstanding, such assigning Lender shall continue to be entitled to the benefit of all indemnities hereunder as specified herein with respect to matters arising prior to the effective date of such assignment; # the Revolving Commitments shall be modified to reflect the Revolving Commitment of such assignee and any Revolving Commitment of such assigning Lender, if any; and # if any such assignment occurs after the issuance of any Revolving Loan Note hereunder, the assigning Lender shall, upon the effectiveness of such assignment or as promptly thereafter as practicable, surrender its applicable Revolving Loan Notes to Administrative Agent for cancellation, and thereupon Company shall LEGAL_US_E # 152147085.3152147085.12

Effect of Assignment. Upon satisfaction of all applicable requirements set forth in [subsections (a) through (g)] above, and any other condition contained in this [Section 11.10], # the assignee shall become and thereafter be deemed to be a “Lender” for the purposes of this Agreement, # the assignor shall be released from its obligations hereunder to the extent that its interest has been assigned, # in the event that the assignor’s entire interest has been assigned, the assignor shall cease to be and thereafter shall no longer be deemed to be a “Lender” and # the signature pages hereto and [Schedule 1] hereto shall be automatically amended, without further action, to reflect the result of any such assignment.

This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and permitted assigns.

Binding Effect/Assignment. The rights and obligations of the Company under this Agreement shall inure to the benefit of and shall be binding upon the successors and assigns of the Company. The rights, obligations, and interests of the Executive hereunder may not be sold, assigned, delegated, transferred, pledged, or hypothecated.

Effect of Assignment. Subject to the terms and conditions of this Section 10.6, as of the Assignment Effective Date: # the assignee thereunder shall have the rights and obligations of a “Lender” hereunder to the extent of its interest in the Loans and Commitments as reflected in the Register and shall thereafter be a party hereto and a “Lender” for all purposes hereof; # the assigning Lender thereunder shall, to the extent that rights and obligations hereunder have been assigned to the assignee, relinquish its rights (other than any rights that survive the termination hereof under Section 10.8) and be released from its obligations hereunder (and, in the case of an assignment covering all or the remaining portion of an assigning Lender’s rights and obligations hereunder, such Lender shall cease to be a party hereto on the Assignment Effective Date; provided, anything contained in any of the Credit Documents to the contrary notwithstanding, such assigning Lender shall continue to be entitled to the benefit of all indemnities hereunder as specified herein with respect to matters arising out of the prior involvement of such assigning Lender as a Lender hereunder); # the Commitments shall be modified to reflect any Commitment of such assignee and any remaining Commitment of such assigning Lender, if any; and # if any such assignment occurs after the issuance of any promissory note pursuant to Section 2.6, the assigning Lender shall, upon the effectiveness of such assignment or as promptly thereafter as practicable, surrender its applicable promissory notes to Administrative Agent for cancellation, and thereupon Company shall issue and

Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns; provided, however, that neither party hereto may assign this Agreement without the prior written consent of the other party. Notwithstanding the foregoing, this Agreement may be assigned without the prior consent of the Executive to a successor of the Company (and the Executive hereby consents to the assignment of the Restrictive Covenants under this Agreement to a purchaser of all or substantially all of the assets of the Company or a transferee, by merger or otherwise, of all or substantially all of the businesses and assets of the Company) and, upon the Executive's death, this Agreement shall inure to the benefit of and be enforceable by the Executive's executors, administrators, representatives, heirs, distributees, devisees, and legatees and all amounts payable hereunder shall be paid to such persons or the estate of the Executive.

Assignment; Binding Effect. Neither Party may assign this Agreement or its rights hereunder, including by operation of law, without the prior written consent of the other Party except in conjunction with an assignment by such Party of the Patent License Agreement and/or its rights thereunder that is permitted by [subsection 11.3] of such agreement, and with respect to [[Parent:Organization]], subject further to the terms of [subsection 2.2] of this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns.