No Assignment Contract Clauses (923)

Grouped Into 44 Collections of Similar Clauses From Business Contracts

This page contains No Assignment clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, provided that the Company shall require such successor to expressly assume and agree to perform this Agreement in the same manne...r and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. View More
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 hereof, 14, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, provided that the Company shall require such successor to expressly assume and agree to perform this Agreement in the same m...anner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. View More
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, Company; provided that the Company shall require such successor to expressly 17 assume and agree to perform this Agreement in th...e same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. In the event of the Employee's death or a judicial determination of the Employee's incapacity, references in this Agreement to the Employee shall be deemed, where appropriate, to be references to the Employee's heir(s), beneficiar(ies), executor(s) or other legal representative(s). View More
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 13 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to its affiliate or to any successor to all or substantially all of the business and/or assets of the Company, provided that Company; provided, that, the Company shall require such affiliate or successor to expressly... assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any affiliate or successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. View More
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No Assignment. Executive's rights to receive benefits under this Agreement shall not be assignable or transferable whether by pledge, creation of a security interest, or otherwise, other than a transfer by will or by the laws of descent or distribution. In the event of any attempted assignment or transfer contrary to this Section 13, the Company and its Affiliates shall have no liability to pay any amount so attempted to be assigned or transferred. This Agreement shall inure to the benefit of and be enforceabl...e by Executive's personal and legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. View More
No Assignment. Executive's rights to receive payments or benefits under this Agreement shall not be assignable or transferable whether by pledge, creation of a security interest, interest or otherwise, other than a transfer by will or by the laws of descent or distribution. In the event of any attempted assignment or transfer contrary to this Section 13, Section, the Company and its Affiliates Employer shall have no liability to pay any amount so attempted to be assigned or transferred. This Agreement shall in...ure to the benefit of and be enforceable by Executive's personal and or legal representatives, executors, administrators, successors, heirs, distributees, devisees, devisees and legatees. View More
No Assignment. Executive's Your rights to receive benefits under this Agreement shall will not be assignable or transferable whether by pledge, creation of a security interest, or otherwise, other than a transfer by will or by the laws of descent or distribution. In the event of any attempted assignment or transfer contrary to this Section 13, the Company and its Affiliates shall 12, Heartland will have no liability to pay any amount so attempted to be assigned or transferred. This Agreement shall will inure t...o the benefit of and be enforceable by Executive's your personal and or legal representatives, executors, administrators, successors, heirs, distributees, devisees, devisees and legatees. 9 13. Successors. This Agreement will be binding upon and inure to the benefit of Heartland and its successors and assigns. View More
No Assignment. Executive's rights to receive benefits under this Agreement shall not be assignable or transferable whether by pledge, creation of a security interest, interest or otherwise, other than a transfer by will or by the laws of descent or distribution. In the event of any attempted assignment or transfer contrary to this Section 13, 17, the Company and its Affiliates Employer shall have no liability to pay any amount so attempted to be assigned or transferred. This Agreement shall inure to the benefi...t of and be enforceable by Executive's personal and or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. View More
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No Assignment. (a) This Agreement is personal to each of the parties hereto, and no party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other party; provided, however, that the Bank shall require any successor or assign (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Bank, by an assumption agreement in form and substance satisfactory to the Employ...ee, to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform it if no such succession or assignment had taken place. Failure of the Bank to obtain such an assumption agreement prior to the effectiveness of any such succession or assignment shall be a breach of this Agreement and shall entitle the Employee to compensation from the Bank in the same amount and on the same terms as the compensation pursuant to Section 7(d) hereof. For purposes of implementing the provisions of this Section 13(a), the date on which any such succession becomes effective shall be deemed the Date of Termination. (b) This Agreement and all rights of the Employee hereunder shall inure to the benefit of and be enforceable by the Employee's personal and legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Employee should die while any amounts would still be payable to the Employee hereunder if the Employee had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the Employee's devisee, legatee or other designee or if there is no such designee, to the Employee's estate. View More
No Assignment. (a) This Agreement is personal to each of the parties hereto, and no neither party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other party; provided, however, that the Bank Employers shall require any successor or assign (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Bank, Employers, by an assumption agreement in form and substan...ce satisfactory to the Employee, Executive, to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Bank Employers would be required to perform it if no such succession or assignment had taken place. Failure of the Bank Employers to obtain such an assumption agreement prior to the effectiveness of any such succession or assignment shall be a breach of this Agreement and shall entitle the Employee Executive to compensation from the Bank in the same amount and on the same terms as the compensation pursuant to Section 7(d) 7(a) hereof. For purposes of implementing the provisions of this Section 13(a), 11(a), the date on which any such succession becomes effective shall be deemed the Date of Termination. (b) This Agreement and all rights of the Employee Executive hereunder shall inure to the benefit of and be enforceable by the Employee's Executive's personal and legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Employee Executive should die following termination of employment while any amounts would still be payable to the Employee Executive hereunder if the Employee Executive had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the Employee's Executive's devisee, legatee or other designee or if there is no such designee, to the Employee's Executive's estate. 7 12. Notice. For the purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or sent by certified mail, return receipt requested, postage prepaid, to SFBC and the Bank at their home office, to the attention of their respective Boards of Directors with a copy to the Secretary of each of the Employers, or, if to the Executive, to such home or other address as the Executive has most recently provided in writing to the Employers. View More
No Assignment. (a) This Agreement is personal to each of the parties hereto, and no neither party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other party; provided, however, that the Bank Company shall require any successor or assign (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Bank, by an assumption agreement in form and substance satisfacto...ry to the Employee, to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Bank Company would be required to perform it if no such succession or assignment had taken place. Failure of the Bank Company to obtain such an assumption agreement prior to the effectiveness of any such succession or assignment shall be a breach of this Agreement and shall entitle the Employee to compensation and benefits from the Bank Company in the same amount and on the same terms as the compensation pursuant to provided for upon an Involuntary Termination under Section 7(d) 7 hereof. For purposes of implementing the provisions of this Section 13(a), 12(a), the date on which any such succession becomes effective shall be deemed the Date of Termination. (b) This Agreement and all rights of the Employee hereunder shall inure to the benefit of and be enforceable by the Employee's personal and legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Employee should die while any amounts would still be payable to the Employee hereunder if the Employee had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the Employee's devisee, legatee or other designee or if there is no such designee, to the Employee's estate. View More
No Assignment. (a) This Agreement is personal to each of the parties hereto, and no neither party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other party; provided, however, that the Bank shall require any successor or assign (whether direct or indirect, by purchase, merger, consolidation consolidation, operation of law or otherwise) to all or substantially all of the business and/or assets of the Bank, by an assumption agreement in form ...and substance satisfactory to the Employee, to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Bank would be required to perform it if no such succession or assignment had taken place. Failure of the Bank to obtain such an assumption agreement prior to the effectiveness of any such succession or assignment shall be a breach of this Agreement and shall entitle the Employee to compensation and benefits from the Bank in the same amount and on the same terms as that Employee would be entitled to hereunder if an event of Involuntary Termination occurred, in addition to any payments and benefits to which the compensation pursuant to Employee is entitled under Section 7(d) 3 hereof. For purposes of implementing the provisions of this 6 Section 13(a), 6(a), the date on which any such succession becomes effective shall be deemed the Date of Termination. (b) This Agreement and all rights of the Employee hereunder shall inure to the benefit of and be enforceable by the Employee's personal and legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If In the Employee should die while any amounts would still be payable to event of the Employee hereunder if death of the Employee had continued to live, all such amounts, Employee, unless otherwise provided herein, all amounts payable hereunder shall be paid in accordance with the terms of this Agreement to the Employee's devisee, legatee legatee, or other designee or or, if there is be no such designee, to the Employee's estate. View More
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No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 14 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, provided that the Company shall require such successor to expressly assume and agree to perform this Agreement in the same manne...r and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. 15 15. NOTICE. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery, if delivered by hand, (b) on the date of transmission, if delivered by confirmed facsimile or electronic mail, (c) on the first business day following the date of deposit, if delivered by guaranteed overnight delivery service, or (d) on the fourth business day following the date delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Employee: At the address (or to the facsimile number) shown in the books and records of the Company. If to the Company: Attention: or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt. View More
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 14 15 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, provided that the Company shall require such successor to expressly assume and agree to perform this Agreement in the same ma...nner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. 15 15. 13 16. NOTICE. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery, if delivered by hand, (b) on the date of transmission, if delivered by confirmed facsimile or electronic mail, (c) on the first (1st) business day following the date of deposit, if delivered by guaranteed overnight delivery service, or (d) on the fourth (4th) business day following the date delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Employee: At the address (or to the facsimile number) shown in the books and records of the Company. If to the Company: Attention: Jones Energy, LLC 807 Las Cimas Parkway Suite 350 Austin, TX 78746 Attn: Director of Human Resources or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt. View More
No Assignment. (a) This Agreement is personal to each of the parties hereto. Except as provided in this Section 14 hereof, 12(b) below, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. (b) The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, Company provided that the Company shall require such successor to expressly assume and agree in writing to ...perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" place and shall mean deliver a copy of such assignment to the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. 15 15. Executive. 16 13. NOTICE. For purposes the purpose of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery, delivery if delivered by hand, (b) on the date of transmission, if delivered by confirmed facsimile or electronic mail, (c) on the first business day following the date of deposit, deposit if delivered by guaranteed overnight delivery service, or (d) (c) on the fourth business day following the date delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Employee: At Executive: at the address (or to shown on the facsimile number) shown in the books and records of the Company. Company If to the Company: Kaman Corporation 1332 Blue Hills Avenue, P.O. Box 1 Bloomfield, CT 06002 Attention: General Counsel or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt. View More
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 14 13 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company, provided that the Company shall require such successor to expressly assume and agree to perform this Agreement in the same ma...nner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, "Company" shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise. 15 15. 12 14. NOTICE. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery, if delivered by hand, (b) on the date of transmission, if delivered by confirmed facsimile or electronic mail, (c) on the first business day following the date of deposit, if delivered by guaranteed overnight delivery service, or (d) on the fourth business day following the date delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Employee: Executive: At the address (or to the facsimile number) shown in the books and records of the Company. With a copy, which shall not constitute notice, to Sullivan & Cromwell, LLP 125 Broad Street New York, New York 10004 Attention: Marc Trevino If to the Company: 510 Madison Avenue 8th Floor New York, NY 10022 Attention: Chief Legal Officer or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt. View More
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No Assignment. Notwithstanding anything to the contrary in this Award Agreement, neither this Award Agreement nor any rights granted herein shall be assignable by the Participant.
No Assignment. Notwithstanding anything to the contrary in this RSU Award Agreement, neither this RSU Award Agreement nor any rights granted herein shall be assignable by the Participant.
No Assignment. Notwithstanding anything to the contrary in this RSU Award Agreement, neither this RSU Award Agreement nor any rights granted herein shall be assignable by the Participant.
No Assignment. Notwithstanding anything to the contrary in this Award RSU Agreement, neither this Award RSU Agreement nor any rights granted herein shall be assignable by the Participant.
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No Assignment. Except as otherwise provided in this Award Agreement, the Participant may not assign any of his or her rights under the Notice or this Award Agreement without the prior written consent of the Company, which consent may be withheld in its sole discretion. The Company is permitted to assign its rights or obligations under the Notice or this Award Agreement.
No Assignment. Except as otherwise provided in this Award Agreement, the Participant may shall not assign any of his or her rights under the Notice or this Award Agreement without the prior written consent of the Company, which consent may be withheld in its sole discretion. The Company is shall be permitted to assign its rights or obligations under the Notice or this Award Agreement, but no such assignment shall release the Company of its obligations pursuant to the Notice or this Award Agreement.
No Assignment. Except as otherwise provided in this Award Agreement, the Participant may shall not assign any of his or her rights under the Notice or this Award Agreement without the prior written consent of the Company, which consent may be withheld in its sole discretion. The Company is shall be permitted to assign its rights or obligations under this Award Agreement, but no such assignment shall release the Notice or Company of any obligations pursuant to this Award Agreement.
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No Assignment. Unless otherwise agreed with ARC, the Consultant shall not subcontract his duties or cause any other person or entity to perform his services. The Consultant shall therefore not voluntarily or by operation of law assign or otherwise transfer the obligations incurred on his part pursuant to the terms of this Agreement without the prior written consent of ARC. Any attempted assignment or transfer by Consultant of his obligations without such consent shall be voided.
No Assignment. Unless otherwise agreed with ARC, NOVA, the Consultant shall not subcontract his duties or cause any other person or entity to perform his services. The Consultant shall therefore not voluntarily or by operation of law assign or otherwise transfer the obligations incurred on his part pursuant to the terms of this Agreement without the prior written consent of ARC. NOVA. Any attempted assignment or transfer by Consultant of his obligations without such consent shall be voided.
No Assignment. Unless otherwise agreed with ARC, EWSI, the Consultant shall not subcontract his duties or cause any other person or entity to perform his services. The Consultant shall therefore not voluntarily or by operation of law assign or otherwise transfer the obligations incurred on his part pursuant to the terms of this Agreement without the prior written consent of ARC. EWSI. Any attempted assignment or transfer by Consultant of his obligations without such consent shall be voided.
No Assignment. Unless otherwise agreed with ARC, FTA, the Consultant shall not subcontract his duties or cause any other person or entity to perform his services. The Consultant shall therefore not voluntarily or by operation of law assign or otherwise transfer the obligations incurred on his part pursuant to the terms of this Agreement without the prior written consent of ARC. FTA. Any attempted assignment or transfer by Consultant of his obligations without such consent shall be voided.
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No Assignment. This Agreement may not be assigned by any party to this Agreement without the prior written consent of the other parties hereto; provided, that the Investment Manager may assign any of its rights and obligations hereunder to any Affiliate; provided, further, that such Affiliate assumes the obligations of the Investment Manager hereunder and written notice is provided to the Company with respect thereto. For purposes of the preceding sentence, the term "assign" shall have the meaning given the te...rm "assignment" in Section 202(a)(1) of the Advisers Act and Rule 202(a)(1)-1 thereunder. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding on the parties hereto and their successors and permitted assigns, in each case provided that such successor or assignee agrees to be bound by the terms and conditions of this Agreement. View More
No Assignment. This Agreement may not be assigned by any party to this Agreement without the prior written consent of the other parties hereto; provided, that the Investment Manager may assign any of its rights and obligations hereunder to any Affiliate; provided, further, that such Affiliate assumes the obligations of the Investment Manager hereunder and written notice is provided to the Company with respect thereto. hereto. For purposes of the preceding sentence, the term "assign" shall have the meaning give...n the term "assignment" in Section 202(a)(1) of the Advisers Act and Rule 202(a)(1)-1 thereunder. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding on the parties hereto and their successors and permitted assigns, in each case provided that such successor or assignee agrees to be bound by the terms and conditions of this Agreement. View More
No Assignment. This Agreement may not be assigned by any party to this Agreement without the prior written consent of the other parties hereto; provided, that the Investment Manager may assign any of its rights and obligations hereunder to any Affiliate; provided, further, that such Affiliate assumes the obligations of the Investment Manager hereunder and written notice is provided to the Company with respect thereto. For purposes of the preceding sentence, the term "assign" shall have the meaning given the te...rm "assignment" in Section 202(a)(1) of the Advisers Act and Rule 202(a)(1)-1 thereunder. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding on the parties hereto and their successors and permitted assigns, in each case provided that such successor or assignee agrees to be bound by the terms and conditions of this Agreement. 17 11. Governing Law. To the extent consistent with any mandatorily applicable federal law, this Agreement shall be governed by the laws of the State of New York without giving effect to any principles of conflicts of law thereof that would permit or require the application of the law of another jurisdiction and are not mandatorily applicable by law. View More
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No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company.
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 11 hereof, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company.
No Assignment. This Agreement is personal to each of the parties hereto. Except as provided in this Section 12 11, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The hereto except that the Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company.
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No Assignment. Executive and the Company warrant and represent that no portion of any of the matters released herein, and no portion of any recovery or settlement to which Executive or the Company might be entitled, has been assigned or transferred to any other person, firm or corporation not a party to this Agreement, in any manner, including by way of subrogation or operation of law or otherwise. If any claim, action, demand or suit should be made or instituted against the Company, Executive or any other rel...eased party because of any actual assignment, subrogation or transfer by Executive or the Company, Executive and the Company agree to indemnify and hold harmless the aggrieved party against such claim, action, suit or demand, including necessary expenses of investigation, attorneys' fees and costs. View More
No Assignment. Executive and the Company warrant and represent that no portion of any of the matters released herein, and no portion of any recovery or settlement to which Executive or the Company might be entitled, has been assigned or transferred to any other person, firm or corporation not a party to this Agreement, in any manner, including by way of subrogation or operation of law or otherwise. If any claim, action, demand or suit should be made or instituted against the Company, Executive or any other rel...eased party because of any actual assignment, subrogation or transfer by Executive or the Company, Executive and the Company agree to indemnify and hold harmless the aggrieved party against such claim, action, suit or demand, including necessary expenses of investigation, attorneys' fees and costs. costs.13. Governing Law. This Agreement shall be construed and enforced in accordance with, and the rights of the parties shall be governed by, the laws of the State of California without regard to any conflicts of laws provisions of any state.14. Entire Agreement. This Agreement constitutes the entire agreement between the parties with regard to the subject matter hereof. This Agreement may be modified only in writing, and such writing must be signed by Executive and the Senior Vice President and General Counsel of the Company and recite that it is intended to modify this Agreement. This Agreement may be executed in separate counterparts, each of which is deemed to be an original and all of which taken together constitute one and the same agreement. View More
No Assignment. Executive warrants and the Company warrant and represent represents that no portion of any of the matters released herein, and no portion of any recovery or settlement to which Executive or the Company might be entitled, has been assigned or transferred to any other person, firm or corporation not a party to this Agreement, in any manner, including by way of subrogation or operation of law or otherwise. If any claim, action, demand or suit should be made or instituted against the Company, Execut...ive Company or any other released party affiliate of the Company because of any actual assignment, subrogation or transfer by Executive, Executive or the Company, Executive and the Company agree agrees to indemnify and hold harmless the aggrieved party Company or any affiliate of the Company against such claim, action, suit or demand, including necessary expenses of investigation, attorneys' fees and costs. View More
No Assignment. Executive warrants and the Company warrant and represent represents that no portion of any of the matters released herein, and no portion of any recovery or settlement to which Executive might be entitled, has been assigned or transferred to any other person, firm or corporation not a party to this Agreement, in any manner, including by way of subrogation or operation of law or otherwise. If any claim, action, demand or suit should be made or instituted against the Company or any affiliate of th...e Company because of any actual assignment, subrogation or transfer by Executive, Executive agrees to indemnify and hold harmless the Company or any affiliate of the Company against such claim, action, suit or demand, including necessary expenses of investigation, attorneys' fees and costs. The Company warrants and represents that no portion of any of the matters released herein, and no portion of any recovery or settlement to which the Company might be entitled, has been assigned or transferred to any other person, firm or corporation not a party to this Agreement, in any manner, including by way of subrogation or operation of law or otherwise. If any claim, action, demand or suit should be made or instituted against the Company, Executive or any other released party affiliate of the Executive because of any actual assignment, subrogation or transfer by Executive or the Company, Executive and the Company agree agrees to indemnify and hold harmless the aggrieved party Executive or any affiliate of the Executive against such claim, action, suit or demand, including necessary expenses of investigation, attorneys' fees and costs. View More
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