Entire Understanding Supersedes Prior Agreements Contract Clauses (3)

Grouped Into 1 Collection of Similar Clauses From Business Contracts

This page contains Entire Understanding Supersedes Prior Agreements clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Entire Understanding Supersedes Prior Agreements. This Agreement, together with that certain letter agreement regarding the CBS Corporation Senior Executive Retention Plan (the terms of which are incorporated by reference into this Agreement) dated February 21, 2019, by and between the Company and you (the "CBS Retention Plan Letter") contain the entire understanding of the parties hereto as of the date that the Agreement is signed by both parties relating to the subject matter contained in this Agreement, and can be changed only by a writing s...igned by both parties. Upon the effectiveness of the Term, this Agreement supersedes and cancels all prior agreements (other than the CBS Retention Plan Letter) relating to your employment by the Company or any of the Company's affiliated companies relating to the subject matter herein, including, without limitation, your employment agreement with the Company dated as of January 1, 2019 (the "Prior Employment Agreement"); provided, however, that no provision in this Agreement shall be construed to adversely affect any of your rights to compensation, expense reimbursement or benefits (including equity compensation) payable in accordance with the terms of the Prior Employment Agreement (and applicable equity award agreements) or any of your rights to indemnification with respect to your service under the Prior Employment Agreement, all of which are expressly agreed to survive the execution of this Agreement. For the avoidance of doubt, the CBS Retention Plan Letter shall survive the execution of this Agreement and remain enforceable in accordance with its terms. If the transactions contemplated in the Merger Agreement are not consummated (i.e., the Closing does not occur), this Agreement shall be void ab initio, except for the provisions of this sentence of paragraph 15 and paragraph 20, which shall continue in full force and effect. View More
Entire Understanding Supersedes Prior Agreements. This Agreement, Agreement together with that certain letter agreement regarding the CBS Corporation Senior Executive Retention Plan (the "Senior Executive Retention Plan," the terms of which are incorporated by reference into this Agreement) dated February 21, March 1, 2019, by and between the Company and you (the "CBS Retention Plan Letter") contain the entire understanding of the parties hereto as of the date that the Agreement is signed by both parties Effective Date relating to the subject m...atter contained in this Agreement, and can be changed only by a writing signed by both parties. Upon the effectiveness Effective as of the Term, Closing, this Agreement supersedes and cancels all prior agreements (other other than the CBS Senior Executive Retention Plan Letter) (which, to the extent the Senior Executive Retention Plan provides for greater benefits than those provided for herein, the Senior Executive Retention Plan shall survive following the Effective Date of this Agreement and remain enforceable in accordance with its terms) relating to your employment by the Company or any of the Company's affiliated companies relating to the subject matter herein, including, without limitation, your employment agreement with the Company dated as of January 1, 2019 herein (the "Prior Employment Agreement"); provided, however, that no provision in this Agreement shall be construed to adversely affect any of your rights to compensation, expense reimbursement or benefits (including equity compensation) payable in accordance with the terms of the Prior Employment Agreement (and applicable equity award agreements) or any of your rights to indemnification with respect to your service under the Prior Employment Agreement, all of which are expressly agreed to survive the execution of this Agreement. For the avoidance of doubt, the CBS Retention Plan Letter shall survive the execution of this Agreement and remain enforceable in accordance with its terms. If the transactions contemplated in the Merger Agreement are not consummated (i.e., the Closing does not occur), this Agreement shall be void ab initio, except for the provisions of paragraph 6(a)(ii), paragraph 6(c)(ii), this sentence of paragraph 15 15, paragraph 20, paragraph 21 and paragraph 20, 22, which shall continue in full force and effect. View More
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