The terms and provisions of this Agreement are to apply to and bind the permitted successors and assigns of the parties hereto, including the Liquidating Trusts as designated recipients of the closing consideration, in the case of the Contributors. Neither the Partnership nor the Contributors may assign its rights or obligations under this Agreement, provided that to the extent that the Contributors designate any Holders as recipients of the OP Units as set forth in Section 2.2 , such Holders shall agree to be bound by the terms of this Agreement as more particularly set forth in the Admission Amendment. The Contributors shall not transfer any direct or indirect ownership or other interest in itself so as to cause a change in control, without first obtaining written approval of the Partnership, which approval may be given or denied in the Partnership’s sole discretion. Notwithstanding the foregoing, at Closing, the Partnership may designate a wholly-owned affiliate to take ownership of any one or more of the Properties, such affiliate assuming the liabilities and obligations of the Partnership as to that Property, but in no event will such designation of transfer of the Property release the Partnership or the Company from any of their obligations or liabilities under this Agreement or by reason of law.