This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns (other than pursuant to the foregoing Section 14.4(b)). Neither GEL nor CPI may assign any of its rights or delegate any of its liabilities or obligations hereunder, without the prior written consent of the other Party except that, without the prior consent of the other Party: (a) either Party may assign this Agreement, and GEL may transfer or assign the GEL IP, to any purchaser of all or a substantial part of its assets or business; and (b) either Party may assign this Agreement and/or its rights and obligations under this Agreement, in whole or in part, to any of its Affiliates and may assign any of its rights to payments of royalties or any other amounts due under this Agreement to any of its Affiliates or any Third Party provided that such Party remains obligated to the other Party, and the Third Party being assigned such rights, for the performance by such Party of its obligations under this Agreement. The assignment of a Party’s rights under this Agreement in accordance with Section 14.4(b) shall not in any way create a contractual or business relationship and no privity of contract or otherwise shall exist between the non-assigning Party and the Third Party being assigned such rights and such Third Party shall not have any third-party beneficiary rights in this Agreement. Effective from the assignment of this entire Agreement in accordance with Section 14.4(a), the assigning Party shall be released from its obligations under this Agreement and all references in this Agreement to such Party shall be deemed to mean its assignee. The assignment or transfer of the GEL IP in accordance with Section 14.4(a) shall be subject to the licenses granted to CPI in this Agreement. Any purported assignment or transfer in violation of this Section will be void ab initio and of no force or effect.