Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by the Designating Shareholder (whether by operation of law or otherwise) without the prior written consent of the Company; provided , however , that the rights of the Designating Shareholder may be assigned by the Designating Shareholder to a Permitted Holder thereof; provided , further , that such Permitted Holder agrees in writing to be bound by and subject to the terms and conditions of this Agreement. This Agreement will be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns. Any purported assignment in violation of this Section  5.8 shall be void.