Miscellaneous Clause Example with 11 Variations from Business Contracts

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions Provisions of this Award Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement nor any rights hereunder shall be assignabl...e or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Award Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Award Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements inducements, or conditions, express or implied, oral or written, with respect to the subject matter of this Award Agreement. This Award Agreement may not be amended or modified without the written consent of the Corporation and the Participant. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will be made under this Agreement or the PRSP unless the Participant has fully complied with all policies of the Corporation, applicable to employees including but not limited to, the Corporation's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. Recipient. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. Any disputes arising from or under this Agreement shall be heard in a court with jurisdiction over disputes arising in Allegheny County, Pennsylvania. (b) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted ...assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement nor any rights hereunder shall be assignable or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. This Agreement may not be amended or modified without the written consent of the Corporation and the Participant. Employee. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will be made under this Agreement or the PRSP unless the Participant has fully complied with all policies of the Corporation, applicable to employees including but not limited to, the Corporation's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth State of Pennsylvania West Virginia without regard to such Commonwealth's State's principles of conflicts of laws. (b) Clawback. This Target Award and all shares earned under this Agreement are subject to the Wesbanco, Inc. Compensation Clawback Policy, as in effect from time to time, which is incorporated herein by reference. (c) Successors and Assigns. The provisions of th...is Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement nor any rights hereunder shall be assignable or otherwise subject to hypothecation without the consent of all parties hereto. (c) (d) Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. This Agreement may not be amended or modified without the written consent of the Corporation and the Participant. (d) Employee. (e) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will be made under this Agreement or the PRSP unless the Participant has fully complied with all policies of the Corporation, applicable to employees including but not limited to, the Corporation's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement Agreement, nor any rights hereunder hereunder, shall be assi...gnable or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and 7 contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. Agreement, including, without limitation, the terms of any employment or change of control agreement to which the Participant is a party, except with respect to the definitions of "Cause" and "Disability" as may be set forth in any such Individual Agreement that becomes applicable on a Change in Control, which definitions shall apply to the PSUs from and after such Change in Control. This Agreement may not be amended or modified without the written consent of the Corporation Company and the Participant. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which which, when so executed and delivered delivered, shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will of Share shall be made under this Agreement or in respect of the PRSP PSUs, unless the Participant has fully complied with all policies of the Corporation, Company, applicable to employees including employees, including, but not limited to, the Corporation's Company's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement Agreement, nor any rights hereunder hereunder, shall be assi...gnable or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. Agreement, including, without limitation, the terms of any employment or change of control agreement to which the Participant is a party, except with respect to the definitions of "Cause" and "Disability" as may be set forth in any such Individual Agreement that becomes applicable on a Change in Control, which definitions shall apply to the PSUs from and after such Change in Control. This Agreement may not be amended or modified without the written consent of the Corporation Company and the Participant. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which which, when so executed and delivered delivered, shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will of Shares shall be made under this Agreement or in respect of the PRSP PSUs, unless the Participant has fully complied with all policies of the Corporation, Company, applicable to employees including employees, including, but not limited to, the Corporation's Company's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing (a)Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors (b)Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement Agreement, nor any rights hereund...er hereunder, shall be assignable or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire (c)Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. Agreement, including, without limitation, the terms of any employment or change of control agreement to which the Participant is a party, except with respect to the definitions of "Cause" and "Disability" as may be set forth in any such Individual Agreement that becomes applicable on a Change in Control, which definitions shall apply to the PSUs from and after such Change in Control. This Agreement may not be amended or modified without the written consent of the Corporation Company and the Participant. (d) Counterparts. (d)Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which which, when so executed and delivered delivered, shall be taken to be an original and all of which together shall constitute one document. (e) Compliance (e)Compliance with Corporate Policies. No payment or delivery will of Share shall be made under this Agreement or in respect of the PRSP PSUs, unless the Participant has fully complied with all policies of the Corporation, Company, applicable to employees including employees, including, but not limited to, the Corporation's Company's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement Agreement, nor any rights hereunder hereunder, shall be assi...gnable or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. Agreement, including, without limitation, the terms of any employment or change of control agreement to which the Participant is a party, except with respect to the definitions of "Cause" and "Disability" as may be set forth in any such Individual Agreement that becomes applicable on a Change in Control, which definitions shall apply to the RSUs from and after such Change in Control. This Agreement may not be amended or modified without the written consent of the Corporation Company and the Participant. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which which, when so executed and delivered delivered, shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will of Share shall be made under this Agreement or in respect of the PRSP RSUs, unless the Participant has fully complied with all policies of the Corporation, Company, applicable to employees including employees, including, but not limited to, the Corporation's Company's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Award Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions of this Award Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Award Agreement nor any rights hereunder shall be assignab...le or otherwise subject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Award Agreement contains the entire understanding between the parties hereto with respect to the subject matter of this Award Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Award Agreement. This Award Agreement may not be amended or modified without the written consent of the Corporation Company and the Participant. Participant.6 (d) Counterparts. This Award Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will be made under this Agreement Award Agreement, the RSUs or the PRSP PSUs unless the Participant has fully complied with all policies of the Corporation, Company, applicable to employees including but not limited to, the Corporation's Company's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant acknowledges and agrees that the Participant will repay any Overpayment as defined in any "Clawback Section 10.3 of the Incentive Payments" letter agreement between the Corporation and the Participant and that any such letter agreement is incorporated by reference herein. Plan. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Award Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement nor any rights hereunder shall be assignable or otherwise su...bject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Agreement contains contain the entire understanding between the parties hereto with respect to the subject matter of this 3 Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. This Agreement may not be amended or modified without the written consent of the Corporation and the Participant. Employee. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will be made under this Agreement or the PRSP KEPP unless the Participant Employee has fully complied with all policies of the Corporation, applicable to employees including Corporation policies, including, but not limited to, the Corporation's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant Employee acknowledges and agrees that the Participant Employee will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant Employee and that any such letter agreement is incorporated by reference herein. (g) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More

Miscellaneous. (a) Governing Law. This Agreement shall be governed and construed in accordance with the domestic laws of the Commonwealth of Pennsylvania without regard to such Commonwealth's principles of conflicts of laws. (b) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the successors, permitted assigns, heirs, executors and administrators of the parties hereto. Neither this Agreement nor any rights hereunder shall be assignable or otherwise su...bject to hypothecation without the consent of all parties hereto. (c) Entire Agreement; Amendment. This Agreement contains contain the entire understanding between the parties hereto with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written, with respect to the subject matter of this Agreement. This Agreement may not be amended or modified without the written consent of the Corporation and the Participant. Employee. (d) Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document. (e) Compliance with Corporate Policies. No payment or delivery will be made under this Agreement or the PRSP unless the Participant Employee has fully complied with all corporate policies of the Corporation, applicable to employees including but not limited to, the Corporation's Corporate Guidelines for Business Conduct and Ethics. 5 (f) Clawback. The Participant Employee acknowledges and agrees that the Participant Employee will repay any Overpayment as defined in any "Clawback of Incentive Payments" letter agreement between the Corporation and the Participant Employee and that any such letter agreement is incorporated by reference herein. (g) 5 (e) Definitions. Initially capitalized terms not otherwise defined in this Performance/Restricted Restricted Stock Agreement shall have the meanings ascribed thereto in the Incentive Plan. View More