Successors Clause Example with 387 Variations from Business Contracts

Successors. (a) The Company's Successors. Any successor This Agreement is personal to the Executive and, without the prior written consent of the Company, shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Company and its successors and permitted assigns. This Agreement shall no...t be assignable by the Company without the prior written consent of the Executive, except as provided in Section 5(c). (c) The Company will require any successor (whether direct or indirect and whether indirect, by purchase, merger, consolidation, liquidation pursuant to a Change of Control or otherwise) to all or substantially all of the Company's business and/or assets shall of the Company to assume the obligations under this Agreement expressly and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as that the Company would be required to perform it if no such obligations succession had taken place. As used in the absence of a succession. For all purposes under this Agreement, the term "Company" shall include mean the Company as hereinbefore defined and any successor to the Company's its business and/or assets as aforesaid which executes assumes and delivers the assumption agreement described in this Section 7(a) or which becomes bound by the terms of agrees to perform this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal law, or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. otherwise. View More

Successors. (a) The Company's Successors. Any This Agreement shall be binding upon any successor to the Company (whether direct or indirect and whether by purchase, lease, merger, consolidation, liquidation or otherwise) to all or substantially all of the Company's business and/or assets shall assume the obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as the Company would be required to perform such obligations in... the absence of a succession. assets. For all purposes under this Agreement, the term "Company" shall include any successor to the Company's business and/or or assets which executes and delivers the assumption agreement described in this Section 7(a) or which becomes that become bound by the terms of this Agreement by operation or any affiliate of law. any such successor that employs Executive. (b) Executive's Successors. The terms of this This Agreement and all of Executive's rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. (c) Headings. All captions and section headings used in this Agreement are for convenient reference only and do not form a part of this Agreement. -11- 9. Confidential Information. Executive agrees to comply with and be bound by the Employee Nondisclosure, Non-Solicitation, Confidentiality and Developments Agreement (the "Confidentiality Agreement") entered into by and between Executive and the Company of even date herewith. View More

Successors. (a) The Company's Successors. Any successor This Agreement is personal to Executive and, without the prior written consent of the Company, shall not be assignable by Executive other than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by Executive's legal representatives. (b)This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns. Except as provided in Section 16(c), without the p...rior written consent of Executive this Agreement shall not be assignable by the Company. 8 (c)The Company will require any successor (whether direct or indirect and whether indirect, by purchase, merger, consolidation, liquidation consolidation or otherwise) to all or substantially all of the Company's business and/or assets shall of the Company to assume the obligations under this Agreement expressly and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as that the Company would be required to perform if no such obligations in the absence succession had taken place. For purposes of a succession. For all purposes under this Agreement, "Company" means the term "Company" shall include Company as defined above and any successor to the Company's its business and/or assets which executes and delivers the assumption agreement described in this Section 7(a) or which becomes bound by the terms of that assumes this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. law or otherwise. View More

Successors. (a) The Company's Successors. Any successor This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns. (c) The Company will require any su...ccessor (whether direct or indirect and whether indirect, by purchase, merger, consolidation, liquidation consolidation or otherwise) to all or substantially all of the Company's business and/or assets shall of the Company to assume the obligations under this Agreement expressly and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as that the Company would be required to perform it if no such obligations succession had taken place. Failure of the Company to obtain such agreement prior to the effective date of such purchase, merger, consolidation or other transaction shall be a breach of this Agreement constituting "Good Reason" hereunder, except that for purposes of implementing the foregoing, the date upon which such purchase, merger, consolidation or other transaction becomes effective shall be deemed the Date of Termination. As used in the absence of a succession. For all purposes under this Agreement, the term "Company" shall include mean the Company as hereinbefore defined and any successor to the Company's its business and/or assets as aforesaid which executes assumes and delivers the assumption agreement described in this Section 7(a) or which becomes bound by the terms of agrees to perform this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal law, or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. otherwise. View More

Successors. (a) The Company's Successors. Any successor This Agreement is personal to the Executive and, without the prior written consent of the Company, shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns. (c) The Company shall require any... successor (whether direct or indirect and whether indirect, by purchase, merger, consolidation, liquidation consolidation or otherwise) to all or substantially all of the Company's business and/or assets shall of the Company expressly to assume the obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as that the Company would be have been required to perform it if no such obligations succession had taken place. As used in the absence of a succession. For all purposes under this Agreement, the term "Company" shall include mean both the Company as defined above and any such successor that assumes and agrees to the Company's business and/or assets which executes and delivers the assumption agreement described in perform this Section 7(a) or which becomes bound by the terms of this Agreement Agreement, by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal law or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. otherwise. View More

Successors. (a) The Company's Successors. Any successor to the Company of all or substantially all of the Company's business and/or assets (whether direct or indirect and whether by purchase, merger, consolidation, liquidation or otherwise) to all or substantially all of the Company's business and/or assets shall other transaction) will assume the obligations under this Agreement the Plan and agree expressly to perform the obligations under this Agreement the Plan in the same manner and to the same extent a...s the Company would be required to perform such obligations in the absence of a succession. For all purposes under this Agreement, the Plan, the term "Company" shall will include any successor to the Company's business and/or assets which executes and delivers the assumption agreement described in this Section 7(a) or which becomes become bound by the terms of this Agreement the Plan by operation of law. (b) Executive's Successors. The terms of this Agreement law, or otherwise, and all rights of Executive hereunder shall inure specifically with respect to the benefit of, and be enforceable by, Executive's personal "Change in Control" definition, will mean the ultimate parent of any such successor, unless otherwise determined by the Administrator prior to such purchase, merger, consolidation, liquidation or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. other transaction. View More

Successors. (a) The Company's Successors. Any successor This Agreement is personal to the Employee and without the prior written consent of the Company shall not be assignable by the Employee otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Employee's legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns. (c) The Company will require any succe...ssor (whether direct or indirect and whether indirect, by purchase, merger, consolidation, liquidation consolidation or otherwise) to all or substantially all of the Company's business and/or assets shall of the Company to assume the obligations under this Agreement expressly and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as that the Company would be required to perform it if no such obligations succession had taken place. As used in the absence of a succession. For all purposes under this Agreement, the term "Company" shall include mean the Company as hereinbefore defined and any successor to the Company's its business and/or assets as aforesaid which executes assumes and delivers the assumption agreement described in this Section 7(a) or which becomes bound by the terms of agrees to perform this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal law, or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. otherwise. View More

Successors. (a) The Company's Successors. Any successor This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. (b) This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives. Except as provided in Section 11(c), without the prior written consent of the Executive this Agreement shall not be assignable by the Company. (...c) The Company will require any successor (whether direct or indirect and whether indirect, by purchase, merger, consolidation, liquidation consolidation or otherwise) to all or substantially all of the Company's business and/or assets shall of the Company to assume the obligations under this Agreement expressly and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as that the Company would be required to perform it if no such obligations succession had taken place. As used in the absence of a succession. For all purposes under this Agreement, the term "Company" shall include mean the Company as hereinbefore defined and any successor to the Company's its business and/or assets as aforesaid which executes assumes and delivers the assumption agreement described in this Section 7(a) or which becomes bound by the terms of agrees to perform this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal law, or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. otherwise. View More

Successors. (a) The Company's Successors. Any successor This Agreement is personal to the Executive and, without the prior written consent of the Company, shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Company (whether direct or indirect and whether by purchase, merger, cons...olidation, liquidation or otherwise) its successors. The Company shall require any successor to all or substantially all of the Company's business and/or assets shall of the Company, whether direct or indirect, by purchase, merger, consolidation, acquisition of stock, or otherwise, by an agreement in form and substance satisfactory to the Executive, expressly to assume the obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as the Company would be required to perform if no such obligations in the absence of a succession. For all purposes under this Agreement, the term "Company" shall include any successor to the Company's business and/or assets which executes and delivers the assumption agreement described in this Section 7(a) or which becomes bound by the terms of this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of Executive hereunder shall inure to the benefit of, and be enforceable by, Executive's personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. succession had taken place. View More

Successors. (a) The Company's Successors. Any successor to the Company (whether direct or indirect and whether by purchase, merger, consolidation, liquidation or otherwise) to all or substantially all of the Company's business and/or assets shall assume the obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent as the Company would be required to perform such obligations in the absence of a succession. For all purposes u...nder this Agreement, the term "Company" shall include any successor to the Company's business and/or assets which executes and delivers the assumption agreement described in this Section 7(a) 5(a) or which becomes bound by the terms of this Agreement by operation of law. (b) Executive's Successors. The terms of this Agreement and all rights of the Executive hereunder 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. -4- 6. Notice. (a) General. Notices and all other communications contemplated by this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or when mailed by U.S. registered or certified mail, return receipt requested and postage prepaid. In the case of the Executive, mailed notices shall be addressed to the Executive at his or her home address most recently communicated to the Company in writing. In the case of the Company, mailed notices shall be addressed to its corporate headquarters, and all notices shall be directed to the attention of its Secretary. (b) Notice of Termination. Any termination by the Company for Cause or by the Executive as a result of a voluntary resignation or a Constructive Termination shall be communicated by a notice of termination to the other party hereto given in accordance with Section 6(a) of this Agreement. Such notice shall indicate the specific termination provision in this Agreement relied upon, shall set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination under the provision so indicated, and shall specify the termination date (which shall be not more than 30 days after the giving of such notice). The failure by the Executive to include in the notice any fact or circumstance which contributes to a showing of Constructive Termination shall not waive any right of the Executive hereunder or preclude the Executive from asserting such fact or circumstance in enforcing Executive's rights hereunder. View More