Successors and Assigns Contract Clauses (10,793)

Successors and Assigns. This Note shall be binding upon Maker and its successors and shall inure to the benefit of the Payee and its successors and assigns. The term "Payee" as used herein, shall also include any endorsee, assignee or other holder of this Note.

Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the Company and its successors and assigns and upon the Participant, the Participant's assigns and the legal representatives, heirs and legatees of the Participant's estate, whether or not any such person shall have become a party to this Agreement and agreed in writing to be joined herein and be bound by the terms hereof.

Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the Company, its successors and assigns, and the Company shall require any successors and assigns 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 or assignment had taken place. Neither this Agreement nor any right or interest hereunder shall be assignable or transferable by Executive, his beneficiaries or l...egal representatives, except by will or by the laws of descent and distribution. View More

Successors and Assigns. This Amendment shall inure to the benefit of and be binding upon the Borrower and the Lender, and each of their respective successors and assigns.

Successors and Assigns. This Agreement shall bind and inure to the benefit of the parties hereto and the successors and assigns of the Company and, to the extent provided in paragraph 7 above and in the Plan, to the personal representatives, legatees and heirs of Employee.

Successors and Assigns. This Agreement may not be assigned by either party without the written consent of the other. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and, except where prohibited, to their successors and assigns.

Successors and Assigns. This Amendment shall be binding on and inure to the benefit of the parties and their heirs, beneficiaries, successors and permitted assigns.

Successors and Assigns. This Guaranty shall be binding upon the successors and assigns of Guarantor and shall inure to the benefit of the Buyer and its successors and assigns. This Guaranty may not be assigned by Guarantor without the express written consent of the Buyer.

Successors and Assigns. This Agreement may be assigned by the Company upon a sale, transfer or reorganization of the Company. Upon a Change in Control, the Company shall require the successor to assume the Company's rights and obligations under this Agreement. The Company's failure to do so shall constitute a material breach of this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors, permitted assigns, legal representatives and heirs. Page 4 Kindly indica...te your acceptance of the foregoing by signing and dating this Agreement as noted below, and returning one fully executed original to my attention. Very truly yours, Melinta Therapeutics, Inc. Eugene Sun By: /s/ Eugene Sun ACCEPTED AND AGREED: John Temporato /s/ John Temporato [NAME] 9.5.2017 DATE EX-10.13 15 d549418dex1013.htm EX-10.13 EX-10.13 Exhibit 10.13 Execution Version August 29, 2017 John Temporato 9900 Cape Scott Court Raleigh, NC 27614 RE: Amended and Restated Severance Agreement Dear John: You are a key member of the senior management team of Melinta Therapeutics, Inc. (the "Company"). As a result, the Company is providing you with the following benefits in consideration of your continued employment with the Company. I. Definitions. For the purposes of this Amended and Restated Severance Agreement (this "Agreement"), which is intended to amend and restate your prior Severance Agreement, dated February 5, 2016 (the "Prior Agreement"), capitalized terms shall have the following meanings: 1. "Cause" shall mean: (a) your conviction of or your plea of guilty to or confession of an act of fraud, misappropriation or embezzlement or any felony; (b) your willful refusal or failure to follow a lawful directive or instruction of the Company's board of directors or the individual(s) to whom you report; (c) in carrying out your duties, you commit material dishonesty or you breach a fiduciary duty to the Company; (d) you engage in conduct which causes material injury to the Company, monetarily or otherwise; (e) you use illegal substances at any time; or (f) you materially breach any Company policies regarding confidentiality, insider trading, any employment agreement with the Company then in effect or your Employee Noncompetition, Nondisclosure and Developments Agreement. Incumbent directors shall mean directors who either (A) were Company directors as of the date of this Agreement, or (B) are elected, or nominated for election, to the Company's board of directors with the affirmative votes of at least a majority of the incumbent directors at the time of such election or nomination, but shall not include an individual whose election or nomination is in connection with an actual or threatened proxy contest relating to the election of members to the Company's board of directors. And provided further that in each of the foregoing cases, the Change in Control also meets all of the requirements of a "change in the ownership of a corporation" within the meaning of Treasury Regulation § 1.409A-3(i)(5)(v), a "change in the effective control of a corporation" within the meaning of Treasury Regulation § 1.409A-3(i)(5)(vi) or a "a change in the ownership of a substantial portion of the corporation's assets" within the meaning of Treasury Regulation § 1.409A-3(i)(5)(vii). View More

Successors and Assigns. Neither this Agreement nor any party's interest herein shall be assignable to any other party. This Agreement shall inure to the benefit of and be binding upon the parties hereto, their heirs, representatives and successors.