Succession Contract Clauses (111)

Grouped Into 5 Collections of Similar Clauses From Business Contracts

This page contains Succession clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Succession. (a) The Escrow Agent may resign and be discharged from its duties or obligations hereunder by giving thirty (30) days' advance notice in writing of such resignation to the Company, TipTop and the Sponsor, specifying a date when such resignation a date when such resignation shall take effect; provided that such resignation shall not take effect until a successor Escrow Agent has been appointed in accordance with this Section 6. If the Company, TipTop and the Sponsor have failed to appoint a succe...ssor Escrow Agent prior to the expiration of thirty (30) days following receipt of the notice of resignation, the Escrow Agent may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or for other appropriate relief, and any such resulting appointment shall be binding upon all of the parties hereto. The Escrow Agent's sole responsibility after such thirty (30) day notice period expires shall be to hold the Escrow Shares (without any obligation to reinvest the same) and to deliver the same to a designated substitute Escrow Agent, if any, or in accordance with the directions of an Order or judgement of a court of competent jurisdiction, at which time of delivery, the Escrow Agent's obligations hereunder shall cease and terminate, subject to the provisions of Section 8. In accordance with Section 8, the Escrow Agent shall have the right to withhold, as security, an amount of shares equal to any dollar amount due and owing to the Escrow Agent, plus any costs and expenses the Escrow Agent shall reasonably believe may be incurred by the Escrow Agent in connection with the termination of this Agreement. 5 (b) Any entity into which the Escrow Agent may be merged or converted or with which it may be consolidated, or any entity to which all or substantially all the escrow business may be transferred, shall be the Escrow Agent under this Agreement without further act. View More
Found in Abri SPAC I, Inc. contract
View All 5 Similar Clauses
Succession. (a) The Escrow Agent may resign and be discharged from its duties or obligations hereunder by giving no less than thirty (30) days' days advance notice in writing of such resignation to the Company, TipTop and Parties or may be removed, with or without cause, by the Sponsor, specifying a date when such resignation a date when such resignation shall take effect; provided that such resignation shall Parties at any time after giving not take effect until a successor Escrow Agent has been appointed ...in accordance with this Section 6. If the Company, TipTop and the Sponsor have failed to appoint a successor Escrow Agent prior to the expiration of less than thirty (30) days following receipt of the advance joint written notice of resignation, the to Escrow Agent may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or for other appropriate relief, and any such resulting appointment shall be binding upon all of the parties hereto. The Agent. Escrow Agent's sole responsibility after such thirty (30) day notice period expires shall be to hold the Escrow Shares Deposit (without any obligation to reinvest the same) and to deliver the same to a designated substitute Escrow Agent, escrow agent, if any, appointed by the Parties, or such other person designated by the Parties, or in accordance with the directions of an Order or judgement of a final, non-appealable court of competent jurisdiction, order, at which time of delivery, the Escrow Agent's obligations hereunder shall cease and terminate, subject terminate. If prior to the provisions effective resignation or removal date, the Parties have failed to appoint a successor escrow agent, or to instruct Escrow Agent to deliver the Escrow Deposit to another person as provided above, or if such delivery is contrary to applicable law, at any time on or after the effective resignation date, Escrow Agent may either (a) interplead the Escrow Deposit with a court located in the State of Section 8. In accordance New York and the costs, expenses and reasonable attorney's fees which are incurred in connection with Section 8, such proceeding may be charged against and withdrawn from the Escrow Deposit; or (b) appoint a successor escrow agent of its own choice. Any appointment of a successor escrow agent shall be binding upon the Parties and no appointed successor escrow agent shall be deemed to be an agent of Escrow Agent. Escrow Agent shall have deliver the right to withhold, as security, an amount of shares equal Escrow Deposit to any dollar amount due appointed successor escrow agent, at which time Escrow Agent's obligations under this Agreement shall cease and owing to the Escrow Agent, plus any costs and expenses the Escrow Agent shall reasonably believe may be incurred by the Escrow Agent in connection with the termination of this Agreement. 5 (b) terminate. Any entity into which the Escrow Agent may be merged or converted or with which it may be consolidated, or any entity to which all or substantially all the escrow business may be transferred, shall be the Escrow Agent under this Agreement without further act. View More
Found in Far Point Acquisition Corp contract
Succession. (a) The Parties, acting jointly, may remove the Escrow Agent at any time, with or without cause, by giving to the Escrow Agent fifteen (15) calendar days' advance notice in writing of such removal signed by the authorized representatives identified on Schedule 1. The Escrow Agent may resign and be discharged from its duties or obligations hereunder by giving thirty (30) days' advance notice in writing of such resignation to the Company, TipTop Parent, Purchaser and the Sponsor, Members' Represen...tative specifying a date when such resignation a date when such resignation shall take effect; effect, provided that such resignation shall not take effect until a successor Escrow Agent has been appointed in accordance with this Section 6. 5. If the Company, TipTop Purchaser and the Sponsor Members' Representative have failed to appoint a mutually acceptable successor Escrow Agent prior to the expiration of thirty (30) days following receipt of the notice of resignation, the Escrow Agent may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or for other appropriate relief, and any such resulting appointment shall be binding upon all of the parties hereto. The Escrow Agent's sole responsibility after such thirty (30) day notice period expires shall be to hold the Escrow Shares Consideration (without any obligation to reinvest the same) and to deliver the same to a designated substitute Escrow Agent, if any, or in accordance with the directions of an Order a final order or judgement of a court of competent jurisdiction, at which time of delivery, delivery the Escrow Agent's obligations hereunder shall cease ease and terminate, subject to the provisions of Section 8. 7 below. In accordance with Section 8, 7 below, the Escrow Agent shall have the right to withhold, as security, an amount of shares equal to any dollar amount due and owing to the Escrow Agent, Agent in connection with this Agreement, plus any costs and expenses the Escrow Agent shall reasonably believe may be incurred by the Escrow Agent in connection with the termination of this Agreement. 5 4 (b) Any entity into which the Escrow Agent may be merged or converted or with which it may be consolidated, or any entity to which all or substantially all the escrow business may be transferred, shall be the Escrow Agent under this Agreement without further act. View More
Found in Lionheart Acquisition Corp. II contract
Succession. (a) The Escrow Agent may resign and be discharged from its duties or obligations hereunder by giving not less than thirty (30) days' days advance notice in writing of such resignation to the Company, TipTop and Parties or may be removed, with or without cause, by the Sponsor, specifying a date when such resignation a date when such resignation shall take effect; provided that such resignation shall Parties at any time after giving not take effect until a successor Escrow Agent has been appointed... in accordance with this Section 6. If the Company, TipTop and the Sponsor have failed to appoint a successor Escrow Agent prior to the expiration of less than thirty (30) days following receipt of the prior joint written notice of resignation, to the Escrow Agent may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent or for other appropriate relief, and any such resulting appointment shall be binding upon all of the parties hereto. Agent. The Escrow Agent's sole responsibility after such thirty (30) day notice period expires shall be to hold the Escrow Shares Escrowed Funds (without any obligation to reinvest the same) and to deliver the same to a designated substitute Escrow Agent, escrow agent, if any, appointed by the Parties (or only the Trustee after its delivery of a Notice of Exclusive Control to the Escrow Agent), or in accordance with the directions of an Order or judgement of a final court of competent jurisdiction, order, at which time of delivery, the Escrow Agent's obligations hereunder shall cease and terminate, subject terminate. If prior to the provisions effective resignation or removal date, the Parties (or the Trustee after its delivery of Section 8. In accordance with Section 8, a Notice of Exclusive Control to the Escrow Agent) have failed to appoint a successor escrow agent, or to instruct the Escrow Agent shall have to deliver the right Escrowed Funds to withhold, another person as security, an amount of shares equal provided above, or if such delivery is contrary to applicable law, at any dollar amount due and owing to time on or after the Escrow Agent, plus any costs and expenses effective resignation date, the Escrow Agent shall reasonably believe either (a) may be interplead the Escrowed Funds with a court located in the State of New York and the costs, expenses and reasonable attorney's fees which are incurred by the Escrow Agent in connection with such proceeding shall be paid by the termination Issuer; or (b) appoint a successor escrow agent of its own choice. Any appointment of a successor escrow agent shall be binding upon the Parties and no appointed successor escrow agent shall be deemed to be an agent of the Escrow Agent. The Escrow Agent shall deliver the Escrowed Funds to any appointed successor escrow agent, at which time the Escrow Agent's obligations under this Agreement. 5 (b) Agreement shall cease and terminate. Any entity into which the Escrow Agent may be merged or converted or with which it may be consolidated, or any entity to which all or substantially all the escrow business may be transferred, shall be the Escrow Agent under this Agreement without further act. View More
Found in Apergy Corp. contract
View Variations (5)
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Employee, the Employee's Representative, and the person or persons to whom rights under the Award have passed by will or the laws of descent or distribution.
Found in AbbVie Inc. contract
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Employee, the Employee's Representative, and the person or persons to whom rights under the Award Option have passed by will or the laws of descent or distribution.
Found in AbbVie Inc. contract
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Employee, the Employee's 11 Representative, and the person or persons to whom rights under the Award have passed by will or the laws of descent or distribution.
Found in Abbott Laboratories contract
View Variations (2)
Succession. At the Effective Time, in accordance with MBCA, the separate corporate existence of Emerald (MT) shall cease and (i) all the rights, privileges, powers and franchises of a public and private nature of each of the Constituent Corporations, subject to all the restrictions, disabilities and duties of each of the Constituent Corporations; (ii) all assets, property, real, personal and mixed, belonging to each of the Constituent Corporations; and (iii) all debts due to each of the Constituent Corporat...ions on whatever account, including stock subscriptions and all other things in action, in each case, shall succeed to, be vested in and become the property of the Surviving Corporation without any further act or deed as they were of the respective Constituent Corporations. The title to any real estate vested by deed or otherwise and any other asset, in either of such Constituent Corporations shall not revert or be in any way impaired by reason of the Merger, but all rights of creditors and all liens upon any property of Emerald (MT) shall be preserved unimpaired. To the extent permitted by law, any claim existing or action or proceeding pending by or against either of the Constituent Corporations may be prosecuted as if the Merger had not taken place. All debts, liabilities and duties of the respective Constituent Corporations shall thenceforth attach to the Surviving Corporation and may be enforced against it to the same extent as if such debts, liabilities and duties had been incurred or contracted by it. All corporate acts, plans, policies, agreements, arrangements, approvals and authorizations of Emerald (MT), its stockholders, Board of Directors and committees thereof, officers and agents that were valid and effective immediately prior to the Effective Time, shall be taken for all purposes as the acts, plans, policies, agreements, arrangements, approvals and authorizations of the Surviving Corporation and shall be as effective and binding thereon as the same were with respect to Emerald (MT). The employees and agents of Emerald (MT) shall become the employees and agents of the Surviving Corporation and continue to be entitled to the same rights and benefits that they enjoyed as employees and agents of Emerald (MT). View More
Found in Emerald Oil, Inc. contract
Succession. At the Effective Time, in accordance with MBCA, DGCL, the separate corporate existence of Emerald (MT) Ashford (DE) shall cease and (i) all the rights, privileges, powers and franchises of a public and private nature of each of the Constituent Corporations, subject to all the restrictions, disabilities and duties of each of the Constituent Corporations; (ii) all assets, 2 property, real, personal and mixed, belonging to each of the Constituent Corporations; and (iii) all debts due to each of the... Constituent Corporations on whatever account, including stock subscriptions and all other things in action, in each case, shall succeed to, be vested in and become the property of the Surviving Corporation without any further act or deed as they were of the respective Constituent Corporations. The title to any real estate vested by deed or otherwise and any other asset, in either of such Constituent Corporations Corporations, shall not revert or be in any way impaired by reason of the Merger, but all rights of creditors and all liens upon any property of Emerald (MT) Ashford (DE) shall be preserved unimpaired. To the extent permitted by law, any claim existing or action or proceeding pending by or against either of the Constituent Corporations may be prosecuted as if the Merger had not taken place. All debts, liabilities and duties of the respective Constituent Corporations shall thenceforth attach to the Surviving Corporation and may be enforced against it to the same extent as if such debts, liabilities and duties had been incurred or contracted by it. All corporate acts, plans, policies, agreements, arrangements, approvals and authorizations of Emerald (MT), Ashford (DE), its stockholders, Board board of Directors directors and committees thereof, officers and agents that were valid and effective immediately prior to the Effective Time, shall be taken for all purposes as the acts, plans, policies, agreements, arrangements, approvals and authorizations of the Surviving Corporation and shall be as effective and binding thereon as the same were with respect to Emerald (MT). Ashford (DE). The employees and agents of Emerald (MT) Ashford (DE) shall become the employees and agents of the Surviving Corporation and continue to be entitled to the same rights and benefits that they enjoyed as employees and agents of Emerald (MT). Ashford (DE). View More
Found in Ashford Inc. contract
Succession. At the Effective Time, in accordance with MBCA, the separate corporate existence of Emerald (MT) SCUSA Merger Sub shall cease and (i) all the rights, privileges, powers and franchises of a public and private nature of each of the Constituent Corporations, subject to all the restrictions, disabilities and duties of each of the Constituent Corporations; Corporations, (ii) all assets, property, real, personal and mixed, belonging to each of the Constituent Corporations; Corporations and (iii) all d...ebts due to each of the Constituent Corporations on whatever account, including stock subscriptions and all other things in action, in each case, shall succeed to, be vested in and become the property of the Surviving Corporation without any further act or deed as they were of the respective Constituent Corporations. The title to any real estate vested by deed or otherwise and any other asset, in either of such Constituent Corporations shall not revert or be in any way impaired by reason of the Merger, but all rights of creditors and all liens upon any property of Emerald (MT) SCUSA Merger Sub shall be preserved unimpaired. To the extent permitted by law, any claim existing or action or proceeding pending by or against either of the Constituent Corporations may be prosecuted as if the Merger had not taken place. All debts, liabilities and duties of the respective Constituent Corporations shall thenceforth attach to the Surviving Corporation and may be enforced against it to the same extent as if such debts, liabilities and duties had been incurred or contracted by it. All corporate acts, plans, policies, agreements, arrangements, approvals and authorizations of Emerald (MT), SCUSA Merger Sub, its stockholders, stockholder, Board of Directors and committees thereof, officers and agents that were valid and effective immediately prior to the Effective Time, Time shall be taken for all purposes as the acts, plans, policies, agreements, arrangements, approvals and authorizations of the Surviving Corporation and shall be as effective and binding thereon as the same were with respect to Emerald (MT). SCUSA Merger Sub. -2- 6. Further Assurances. From time to time, as and when required by the Surviving Corporation or by its successors or assigns, there shall be executed and delivered on behalf of SCUSA (IL) such deeds and other instruments, and there shall be taken or caused to be taken by it all such further and other action, as shall be appropriate, advisable or necessary in order to vest, perfect or confirm, of record or otherwise, in the Surviving Corporation the title to and possession of all property, interests, assets, rights, privileges, immunities, powers, franchises and authority of SCUSA (IL), and otherwise to carry out the purposes of this Agreement. The employees officers and agents of Emerald (MT) shall become the employees and agents directors of the Surviving Corporation are fully authorized in the name and continue on behalf of SCUSA (IL) or otherwise, to be entitled take any and all such action and to the same rights execute and benefits that they enjoyed as employees deliver any and agents of Emerald (MT). all such deeds and other instruments. View More
Found in Santander Consumer USA Holdings Inc. contract
View Variations (2)
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Employee, the Employee's Representative, and the person or persons to whom rights under the Award have passed by will or the laws of descent or distribution. 7 16. Compliance with Applicable Laws and Regulations. The Company shall not be required to issue or deliver any Shares pursuant to this Agreement pending compliance with all applicable federal and state securities and oth...er laws (including any registration requirements or tax withholding requirements) and compliance with the rules and practices of any stock exchange upon which the Company's Shares are listed. Furthermore, if the Employee relocates to another country, the Company may establish special or alternative terms and conditions as necessary or advisable to comply with local law, facilitate the administration of the Program, and/or accommodate the Employee's relocation. View More
Found in Abbott Laboratories contract
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Employee, the Employee's Representative, and the person or persons to whom rights under the Award have passed by will or the laws of descent or distribution. 7 16. 6 15. Compliance with Applicable Laws and Regulations. The Company shall not be required to issue or deliver any Shares pursuant to this Agreement pending compliance with all applicable federal and state securities a...nd other laws (including any registration requirements or tax withholding requirements) and compliance with the rules and practices of any stock exchange upon which the Company's Shares are listed. Furthermore, if the Employee relocates to another country, the Company may establish special or alternative terms and conditions as necessary or advisable to comply with local law, facilitate the administration of the Program, and/or accommodate the Employee's relocation. View More
Found in Abbott Laboratories contract
View Variations (2)
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Director, the Director's Representative, and the person or persons to whom rights under the Option have passed by will or the laws of descent or distribution.
Found in Abbott Laboratories contract
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Director, the Director's Representative, and the person or persons to whom rights under the Option Award have passed by will or the laws of descent or distribution.
Found in AbbVie Inc. contract
Succession. This Agreement shall be binding upon and operate for the benefit of the Company and its successors and assigns, and the Director, the Director's Representative, and the person or persons to whom rights under the Option Award have passed by will or the laws of descent or distribution.
Found in Abbott Laboratories contract
View Variation