Successors Binding Agreement Clause Example with 121 Variations from Business Contracts
This page contains Successors Binding Agreement clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company 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. Failure of the Company to obtain such ...assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 This Agreement shall inure to the benefit of and be enforceable by the Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall die while any amount would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the 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 executors, personal representatives or administrators of the Executive's estate.View More
Variations of a "Successors Binding Agreement" Clause from Business Contracts
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the Company shall (a) The Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation consolidation, or otherwise) to all or substantially all of the business and/or assets of the Company Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company Bank would be required to perform it if no such succession had taken pl...ace. Failure As used in this Agreement, "Bank" shall mean the Bank as defined previously and any successor to its respective business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of the Company to obtain such assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 law or otherwise. (b) This Agreement shall inure to the benefit of and be enforceable by the Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and or legatees. If the Executive shall should die while following termination of Executive's employment without Cause, and any amount amounts would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) under this Agreement if the Executive had continued to live, all such amounts, unless otherwise provided herein, amounts shall be paid in accordance with the terms of this Agreement to the executors, personal representatives Executive's devisee, legatee, or administrators of the other designee, or, if there is no such designee, to Executive's estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the (a) The Company shall will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company Company, by agreement in form and substance satisfactory to you, to, prior to such succession, expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company woul...d be required to perform it if no such succession had taken place. Failure of As used in this Agreement, "Company" shall mean the Company as hereinbefore defined and any successor to obtain such assumption its business and/or assets as aforesaid which executes and delivers the agreement prior to provided for in this Section 5 or which otherwise becomes bound by all the effectiveness of any such succession shall be a breach terms and provisions of this Agreement. 9.2 Agreement by operation of law, or otherwise. (b) This Agreement shall inure to the benefit of and be enforceable by the Executive's your personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall you should die while any amount would still be payable to the Executive you hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the Executive you had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives your devisee, legatee or administrators of the Executive's other designee or, if there is no such designee, to your estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the 5.1 The Company shall will require any successor (whether direct or indirect, by purchase, merger, consolidation consolidation, or otherwise) to all or substantially all of the business and/or assets of the Company 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. Failure of... the Company to obtain such the assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 Agreement and shall entitle You to compensation from the Company in the same amount and on the same terms as You would have been entitled to under this Agreement if You had terminated your employment for Good Reason following a Change in Control of the Company, except that for purposes of implementing the foregoing, the date on which any such succession becomes effective shall be deemed the Date of Termination. 5.2 This Agreement shall inure to the benefit of of, and be enforceable by the Executive's by, your personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall You should die while any amount would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) You if the Executive You had continued to live, all such amounts, unless otherwise provided herein, in this Agreement, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives your legatee or administrators of the Executive's other designee or, if there is no such designee, to your estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the (i) The Company shall will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be is required to perform it if no such succession had taken place. it. Failure of the Com...pany to obtain such assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 Agreement and shall entitle you to compensation from the Company in the same amount and on the same terms as you would be entitled hereunder if you had terminated your employment for Good Reason following a Change in Control, except that for purposes of implementing the foregoing, the date on which any such succession becomes effective shall be deemed the Date of Termination. As used in this Agreement, "Company" shall mean the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law, or otherwise. (ii) This Agreement shall inure to the benefit of and be enforceable by the Executive's your personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall you should die while any amount would still be payable to the Executive you hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the Executive you had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives your devisee, legatee or administrators of the Executive's other designee or, if there is no such designee, to your estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the (i) The Company shall will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company Company, by agreement in form and substance satisfactory to you, 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. Failure of the Company to obtain such assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 Agreement and shall entitle you to compensation from the Company in the same amount and on the same terms as you would be entitled hereunder if you terminated your employment for Good Reason, except that for purposes of implementing the foregoing, the date on which any such succession becomes effective shall be deemed the Date of Termination. As used in this Agreement, the "Company" shall mean the Company as hereinbefore defined and any successor to its business, and/or assets, as aforesaid that executes and delivers the agreement provided for in this Section 7 or that otherwise becomes bound by all the terms and provisions of this Agreement by operation of law. (ii) This Agreement shall inure to the benefit of and be enforceable by the Executive's your personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall you should die while any amount would still be payable to the Executive you hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the Executive you had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives your devisee, legatee or administrators of the Executive's other designee or, if there be no such designee, to your estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the (a) Assumption By Successor. The Company shall will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or or assets of the Company 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 plac...e. Failure of the Company to obtain such assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 Agreement and shall entitle you to compensation from the Company in the same amount and on the same terms as you would be entitled hereunder if you had terminated your employment for Good Reason following a Change in Control, except that for purposes of implementing the foregoing, the date on which any such succession becomes effective shall be deemed the Date of Termination. As used in this Agreement, "the Company" shall mean the Company as hereinbefore defined and any successor to its business or assets which assumes and agrees to perform this Agreement by operation of law, by agreement or otherwise. 5 (b) Enforceability By Beneficiaries. This Agreement shall inure to the benefit of and be enforceable by the Executive's your personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall you should die while any amount would still be payable to the Executive you hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the Executive you had continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives your devisee, legatee or administrators of the Executive's other designee or, if there is no such designee, to your estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to (a) The Corporation or the Company, the Company shall Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business businesses and/or assets of the Company Corporation and the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company Bank would be required to perform it if ...no such succession had taken place. Failure of by the Company Corporation and the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall be constitute a breach of this Agreement. 9.2 Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, "Corporation" and "Bank" shall mean the Corporation and the Bank, as defined previously and any successor to their respective businesses and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law or otherwise. (b) This Agreement shall inure to the benefit of and be enforceable by the Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall should die while after a Notice of Termination is delivered by Executive, after a Change in Control, or following termination of Executive's employment without Cause, and any amount amounts would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) under this Agreement if the Executive had continued to live, all such amounts, unless otherwise provided herein, amounts shall be paid in accordance with the terms of this Agreement to the executors, personal representatives 15 Executive's devisee, legatee, or administrators of the other designee, or, if there is no such designee, to Executive's estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to (a) The Corporation or the Company, the Company shall Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business businesses and/or assets of the Company Corporation and the Bank to expressly assume and 12 agree to perform this Agreement in the same manner and to the same extent that the Company Bank would be required to perform it ...if no such succession had taken place. Failure of by the Company Corporation and the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall be constitute a breach of this Agreement. 9.2 Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, "Corporation" and "Bank" shall mean the Corporation and the Bank, as defined previously and any successor to their respective businesses and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law or otherwise. (b) This Agreement shall inure to the benefit of and be enforceable by the Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall should die while after a Notice of Termination is delivered by Executive, after a Change in Control, or following termination of Executive's employment without Cause, and any amount amounts would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) under this Agreement if the Executive had continued to live, all such amounts, unless otherwise provided herein, amounts shall be paid in accordance with the terms of this Agreement to the executors, personal representatives Executive's devisee, legatee, or administrators of the other designee, or, if there is no such designee, to Executive's estate. View More
Successors Binding Agreement. 9.1 In addition to any obligations imposed by law upon any successor to the Company, the (i) The Company shall will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the its business and/or assets of the Company 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. Failure of the Compan...y to obtain such assumption and agreement no later than ten days prior to the effectiveness of any such succession shall be a breach of this Agreement. 9.2 Agreement and shall entitle you to compensation from the Company in the same amount and on the same terms as you would be entitled under section 5(iii), except that for purposes of implementing the foregoing, a date ten days prior to the date on which any such succession becomes effective shall be deemed the Date of Termination. As used in this Agreement, "the Company" shall mean the Company, as hereinbefore defined and any successor to its business and/or assets that assumes and agrees to perform this Agreement by executing and delivering the agreement provided for in this paragraph 6, by operation of law, or otherwise. (ii) This Agreement shall inure to the benefit of and be enforceable by the Executive's your personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Executive shall you should die while any amount would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the Executive had continued to live, you hereunder, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives your devisee, legatee or administrators of the Executive's other designee or if there is no such designee, to your estate. View More
Successors Binding Agreement. 9.1 (A) In addition to any obligations imposed by law upon any successor to the Company, the Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation consolidation, or otherwise) otherwise, and whether or not such a transaction constitutes a Change in Control) to all or substantially all of the business and/or or assets of the Company expressly to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Com...pany would be required to perform it if no such succession had taken place. Failure of the Company to obtain such the assumption and agreement prior to the effectiveness of any such succession shall be a breach of this Agreement for which the Executive shall have any and all of the remedies available to him under this Agreement. 9.2 The provisions of this Section 8 shall continue to apply to each subsequent employer of the Executive bound by this Agreement in the event of any merger, consolidation, or transfer of all or substantially all of the business or assets of that subsequent employer, whether or not that transaction constitutes a Change in Control. (B) This Agreement shall inure to the benefit of and be enforceable by the Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees devisees, and legatees. If the Executive shall die while any amount would still be payable to the Executive hereunder (other than amounts which, by their terms, terminate upon the death of the Executive) if the Executive had continued to live, all such amounts, the amount, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the executors, personal representatives representatives, or administrators of the Executive's estate. 9 9. Effect on Prior Agreements. This Agreement contains the complete, final, and exclusive embodiment of the agreement and understanding among the parties hereto regarding severance, change in control, or similar payments to the Executive and supersedes in all respects any prior or other agreement or understanding, written or oral, among the parties with respect to the subject matter of this Agreement, including, but not limited to, Change in Control Severance Agreements, the Employment Letter Agreement, including, without limitation, the sections titled "Separation of Employment Apart from a Change in Control" and "Separation of Employment After a Change in Control" therein, the Noncompete and Confidentiality Agreement, employment agreements or company policies, or other agreements or arrangements with respect to severance, change in control, or similar payments. View More
