Term of Agreement Contract Clauses (1,799)

Grouped Into 92 Collections of Similar Clauses From Business Contracts

This page contains Term of Agreement clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtors contained in this Agreement (including, without limitation, Annex B hereto) shall survive and remain operative and in full force and effect regardless of the termination of this Agreement.
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes Note have been indefeasibly paid in full and all other Exhibit 10.1 Obligations have been paid or discharged; provided, however, that all indemnities of the Debtors contained in this Agreement (including, without limitation, Annex B hereto) shall survive and remain operative and in full force and effect regardless of the termination of this Agreement.
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes have Securities and the Transaction Documents (as defined in the Purchase Agreement) (have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtors contained in this Agreement (including, without limitation, Annex B hereto) shall survive and remain operative and in full force and effect regardless of the t...ermination of this Agreement. View More
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes have been indefeasibly paid in full and all other Secured Obligations have been paid or discharged; provided, however, that all indemnities of the Debtors Debtor contained in this Agreement (including, without limitation, Annex B A hereto) shall survive and remain operative and in full force and effect regardless of the termination of this Agreement.
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Term of Agreement. Except to the extent renewed as set forth in this Section 1, this Agreement shall terminate the earlier of the third (3rd) anniversary of the Effective Date (the "Expiration Date") or the date the Executive's employment with the Company terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination; provided however, if a definitive agreement relating to a Change in Control has been signed by the Company on or before Expiration Date, then this Agreement shall remain in... effect through the earlier of: (a) The date the Executive's employment with the Company terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination, or (b) The date the Company has met all of its obligations under this Agreement following a termination of the Executive's employment with the Company due to a Qualifying Termination or CIC Qualifying Termination. This Agreement shall renew automatically and continue in effect for three (3) year periods measured from the initial Expiration Date, unless the Company provides Executive notice of non-renewal at least three (3) months prior to the date on which this Agreement would otherwise renew. View More
Term of Agreement. Except to the extent renewed as set forth in this Section 1, (a) The term of this Agreement shall terminate upon the earlier of the third (3rd) anniversary of the Effective Date (the "Expiration Date") or and the date the Executive's employment with the Company terminates for a any reason other than a Qualifying Termination or CIC Qualifying Termination; provided however, if a definitive agreement relating to a Change in Control has been signed by that the Company on or before Expiration Date, t...hen term of this Agreement shall remain in effect through the earlier of: (a) The date the Executive's employment with the Company terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination, or (b) The date the Company has met all of its obligations under this Agreement following a termination of the Executive's employment with the Company due to a Qualifying Termination or CIC Qualifying Termination. This Agreement shall renew automatically and continue in effect for three (3) successive one (1) year periods measured from the initial Expiration Date, unless the Company provides Executive notice of non-renewal at least three (3) months prior to the date on which this Agreement would otherwise renew. (b) Notwithstanding the foregoing, (i) if a Change in Control is consummated prior to the Expiration Date, in no event shall this Agreement terminate prior to the twelve (12)-month anniversary of such Change in Control, (iii) if the Executive's employment with the Company is terminated due a Qualifying Termination following a Potential Change in Control, in no event shall this Agreement terminate prior to the three (3) month anniversary of the date of Separation, and (iv) if the Executive's employment with the Company is terminated due to a Qualifying Termination or a CIC Qualifying Termination, in no event shall this Agreement terminate prior to the date the Company has satisfied all of its obligations under this Agreement following the applicable date of Separation. (c) For the avoidance of doubt, the Company's non-renewal of this Agreement shall not constitute a Qualifying Termination or CIC Qualifying Termination. The Executive hereby acknowledges and agrees that, except as otherwise set forth in this Section 1, there is no assurance that that this Agreement will be renewed or extended. View More
Term of Agreement. Except to the extent renewed as set forth in this Section 1, this This Agreement shall terminate on the earlier of the third (3rd) anniversary of the Effective Date (the "Expiration Date") or (i) the date the Executive's employment with the Company terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination; provided however, if a definitive agreement relating to a Change in Control has been signed by the Company on or before Expiration Date, then this Agreement sha...ll remain in effect through the earlier of: (a) The date the Executive's employment with the Company terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination, or (b) The (ii) the date the Company has met all of its obligations under this Agreement following a termination of the Executive's employment with the Company due to a Qualifying Termination or CIC Qualifying Termination. This Agreement shall renew automatically and continue in effect for three (3) year periods measured from the initial Expiration Date, unless the Company provides Executive notice of non-renewal at least three (3) months prior to the date on which this Agreement would otherwise renew. (the "Expiration Date"). View More
Term of Agreement. Except to the extent renewed as set forth in this Section 1, this This Agreement shall terminate the earlier of the third (3rd) anniversary of the Effective Date (the "Expiration Date") or on the date the Executive's employment with the Company or its subsidiary, as applicable, terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination; Termination (the "Expiration Date"); provided however, if a definitive agreement relating to a Change in Control has been signed b...y the Company on or before the Expiration Date, then this Agreement shall remain in effect through the earlier of: (a) The date the Executive's employment with the Company terminates for a reason other than a Qualifying Termination or CIC Qualifying Termination, or (b) The date the Company has met all of its obligations under this Agreement following a termination of the Executive's employment with the Company due to a Qualifying Termination or CIC Qualifying Termination. This Agreement shall renew automatically and continue in effect for three (3) year periods measured from the initial Expiration Date, unless the Company provides Executive notice of non-renewal at least three (3) months prior to the date on which this Agreement would otherwise renew. View More
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Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 16 15. Power of Attorney; Further Assurances. (a) The Debtor authorizes the Agent, and does hereby make, ...constitute and appoint the Agent and its officers, agents, successors or assigns with full power of substitution, as such Debtor's true and lawful attorney-in-fact, with power, in the name of the Agent or such Debtor, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, and at the expense of the Debtor, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes all as fully and effectually as the Debtor might or could do; and the Debtor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor hereby irrevocably appoints the Agent as the Debtor's attorney-in-fact, with full authority in the place and instead of the Debtor and in the name of the Debtor, from time to time in the Agent's discretion, to take any action and to execute any instrument which the Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. View More
Term of Agreement. This Agreement and the Security Interests Interest shall terminate on the date on which all payments under the Notes have been indefeasibly paid made in full and all other Obligations have been paid or discharged; provided, however, that all indemnities discharged. Upon such termination, the Secured Parties, at the request and at the expense of the Debtor contained Company, will join in this Agreement shall survive executing any termination statement with respect to any financing statement execu...ted and remain operative and in full force and effect regardless of the termination of filed pursuant to this Agreement. 16 15. 9 13. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the Collateral Agent, and does hereby make, constitute and appoint the Agent it, and its respective officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in its own name or in the name of the Agent or such Debtor, Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, notes, checks, drafts, money orders orders, or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; (ii) Collateral Agent;(ii) to sign and endorse any UCC financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) Collateral;(iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) Collateral;(iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; and (v) generally, to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, do, at the option of the Collateral Agent, and at the expense of the Debtor, Company's expense, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Collateral Agent deems necessary to protect, preserve and realize upon the Collateral and the Security Interests Interest granted therein in order to effect the intent of this Agreement Agreement, Credit Facility Agreement, and the Notes Notes, all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor is subject or to which the Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with in the proper filing and recording agencies places in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Collateral Agent, to perfect the Security Interests Interest granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Collateral Agent the grant or perfection of a perfected security interest in all of the Collateral under the UCC. Collateral. (c) The Debtor Company hereby irrevocably appoints the Collateral Agent as the Debtor's Company's attorney-in-fact, with full authority in the place and instead stead of the Debtor Company and in the name of the Debtor, from time to time in Company, for the Agent's discretion, to take sole purpose of taking any action and to execute executing any instrument which the Collateral Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, filing of one or more financing or continuation statements and amendments thereto, statements, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. law. View More
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes Note have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor Company contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 16 15. -11- 13. Power of Attorney; Further Assurances. (a) The Debtor Company authorizes the... Agent, Secured Party, and does hereby make, constitute and appoint the Agent Secured Party and its officers, agents, successors or assigns with full power of substitution, as such Debtor's the Company's true and lawful attorney-in-fact, with power, in the name of the Agent Secured Party or such Debtor, the Company, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, Secured Party, and at the expense of the Debtor, Company, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes Note all as fully and effectually as the Debtor Company might or could do; and the Debtor Company hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the Debtor Company is subject or to which the Debtor Company is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each the Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the Debtor Company will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Debtor Company hereby irrevocably appoints the Agent Secured Party as the Debtor's Company's attorney-in-fact, with full authority in the place and instead of the Debtor Company and in the name of the Debtor, Company, from time to time in the Agent's Secured Party's discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor the Company where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. Secured Party. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. View More
Term of Agreement. This Agreement and the Security Interests shall terminate on the date on which all payments under the Notes Debenture have been indefeasibly paid in full and all other Obligations have been paid or discharged; provided, however, that all indemnities of the Debtor Debtors contained in this Agreement shall survive and remain operative and in full force and effect regardless of the termination of this Agreement. 16 18 15. Power of Attorney; Further Assurances. (a) The Each Debtor authorizes the Age...nt, Secured Party, and does hereby make, constitute and appoint the Agent Secured Party and its officers, agents, successors or assigns with full power of substitution, as such Debtor's true and lawful attorney-in-fact, with power, in the name of the Agent Secured Party or such Debtor, to, after the occurrence and during the continuance of an Event of Default, (i) endorse any note, checks, drafts, money orders or other instruments of payment (including payments payable under or in respect of any policy of insurance) in respect of the Collateral that may come into possession of the Agent; Secured Party; (ii) to sign and endorse any financing statement pursuant to the UCC or any invoice, freight or express bill, bill of lading, storage or warehouse receipts, drafts against debtors, assignments, verifications and notices in connection with accounts, and other documents relating to the Collateral; (iii) to pay or discharge taxes, liens, Security Interests security interests or other encumbrances at any time levied or placed on or threatened against the Collateral; (iv) to demand, collect, receipt for, compromise, settle and sue for monies due in respect of the Collateral; (v) to transfer any Intellectual Property or provide licenses respecting any Intellectual Property; and (vi) generally, at the option of the Agent, Secured Party, and at the expense of the Debtor, Debtors, at any time, or from time to time, to execute and deliver any and all documents and instruments and to do all acts and things which the Agent Secured Party deems necessary to protect, preserve and realize upon the Collateral and the Security Interests granted therein in order to effect the intent of this Agreement and the Notes all as fully and effectually as the Debtor Debtors might or could do; and the each Debtor hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. The designation set forth herein shall be deemed to amend and supersede any inconsistent provision in the Organizational Documents or other documents or agreements to which the any Debtor is subject or to which the any Debtor is a party. Without limiting the generality of the foregoing, after the occurrence and during the continuance of an Event of Default, each Secured Party is specifically authorized to execute and file any applications for or instruments of transfer and assignment of any patents, trademarks, copyrights or other Intellectual Property with the United States Patent and Trademark Office and the United States Copyright Office. (b) On a continuing basis, the each Debtor will make, execute, acknowledge, deliver, file and record, as the case may be, with the proper filing and recording agencies in any jurisdiction, including, without limitation, the jurisdictions indicated on Schedule C attached hereto, all such instruments, and take all such action as may reasonably be deemed necessary or advisable, or as reasonably requested by the Agent, Secured Party, to perfect the Security Interests granted hereunder and otherwise to carry out the intent and purposes of this Agreement, or for assuring and confirming to the Agent Secured Party the grant or perfection of a perfected security interest in all the Collateral under the UCC. (c) The Each Debtor hereby irrevocably appoints the Agent Secured Party as the such Debtor's attorney-in-fact, with full authority in the place and instead of the such Debtor and in the name of the such Debtor, from time to time in the Agent's Secured Party's discretion, to take any action and to execute any instrument which the Agent Secured Party may deem necessary or advisable to accomplish the purposes of this Agreement, including the filing, in its sole discretion, of one or more financing or continuation statements and amendments thereto, relative to any of the Collateral without the signature of such Debtor where permitted by law, which financing statements may (but need not) describe the Collateral as "all assets" or "all personal property" or words of like import, and ratifies all such actions taken by the Agent. Secured Party. This power of attorney is coupled with an interest and shall be irrevocable for the term of this Agreement and thereafter as long as any of the Obligations shall be outstanding. 19 16. Notices. All notices, requests, demands and other communications hereunder shall be subject to the notice provision of the Purchase Agreement. View More
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Term of Agreement. This Agreement shall continue until and terminate upon the later of (a) six years after the date that Indemnitee shall have ceased to serve as a director or officer of the Corporation or, at the request of the Corporation, as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise or (b) the final termination of all Proceedings pending on the date set forth in clause (a) in respect of which Indemnitee is granted rights of indemnificati...on or advancement of Expenses hereunder and of any proceeding commenced by Indemnitee pursuant to Paragraph 10 of this Agreement relating thereto. View More
Term of Agreement. This Agreement shall continue until and terminate upon the later of (a) six years after the date that Indemnitee shall have ceased to serve as a director or officer of the Corporation or, at the request of the Corporation, as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise enterprise; (b) the expiration of all applicable statute of limitations periods for any claim which may be brought against Indemnitee in a Proceeding as a re...sult of his Corporate Status; or (b) (c) the final termination of all Proceedings pending on the date set forth in clause clauses (a) or (b) in respect of which Indemnitee is granted rights of indemnification or advancement of Expenses hereunder and of any proceeding commenced by Indemnitee pursuant to Paragraph 10 of this Agreement relating thereto. View More
Term of Agreement. This Agreement shall continue until and terminate upon the later of (a) six years after the date that Indemnitee shall have ceased to serve as a director or officer of the Corporation or, at the request of the Corporation, as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise enterprise; (b) the expiration of all applicable statute of limitations periods for any claim which may be brought against Indemnitee in a Proceeding as a re...sult of his Corporate Status; or (b) (c) the final termination of all Proceedings Proceedings, or any right to appeal such Proceedings, that are pending on the date set forth in clause clauses (a) or (b) in respect of which Indemnitee is may be granted rights of indemnification or advancement of Expenses hereunder and of any proceeding commenced by Indemnitee pursuant to Paragraph 10 of this Agreement relating thereto. View More
Term of Agreement. This Agreement shall continue until and terminate upon the later of (a) six ten years after the date that the Indemnitee shall have ceased to serve as a director or officer of the Corporation or, at the request of the Corporation, as a director, officer, fiduciary, partner, trustee, member or employee or agent of another corporation, partnership, joint venture, trust or other enterprise any Enterprise or (b) the final termination of all Proceedings pending on the date set forth in clause (a) in ...respect of which the Indemnitee is granted rights of indemnification or advancement of Expenses hereunder and of any proceeding commenced by the Indemnitee pursuant to Paragraph Section 10 of this Agreement relating thereto. View More
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Term of Agreement. This Agreement will have an initial term of three (3) years commencing on the Effective Date (the "Initial Term"). On the third (3rd) anniversary of the Effective Date, this Agreement will renew automatically for additional, one (1) year terms (each, an "Additional Term") unless either party provides the other party with written notice of nonrenewal at least one (1) year prior to the date of automatic renewal. Notwithstanding the foregoing, if a Change in Control occurs (a) when there are fewer ...than twelve (12) months remaining during the Initial Term or (b) during an Additional Term, the term of this Agreement will extend automatically through the date that is twelve (12) months following the date of the Change in Control. If the Executive becomes entitled to the benefits under Section 3 of this Agreement, then the Agreement will not terminate until all of the obligations of the parties hereto with respect to this Agreement have been satisfied. View More
Term of Agreement. This Agreement will have an initial term running from the Effective Date through the fourth anniversary of three (3) years commencing on the Effective Date (the "Initial Term"). On the third (3rd) fourth anniversary of the Effective Date, this Agreement will renew automatically for additional, additional one (1) year terms (each, (each an "Additional Term") Term"), unless either party provides the other party with written notice of nonrenewal non-renewal at least one (1) year ninety (90) days pr...ior to the date of automatic renewal. Notwithstanding the foregoing, foregoing provisions of this paragraph, (a) if a Change in Control occurs (a) when there are fewer than twelve (12) twenty-four (24) months remaining during the Initial Term or (b) during an Additional Term, the term of this Agreement will extend automatically through the date that is twelve (12) twenty-four (24) months following the effective date of the Change in Control. Control, or (b) if an initial occurrence of an act or omission by the Company constituting the grounds for "Good Reason" in accordance with Section 11(g) hereof has occurred (the "Initial Grounds"), and the expiration date of the Company cure period (as such term is used in Section 11(g)) with respect to such Initial Grounds could occur following the expiration of the Initial Term or an Additional Term, the term of this Agreement will extend automatically through the date that is thirty (30) days following the expiration of such cure period, but such extension of the term will only apply with respect to the Initial Grounds. If the Executive becomes entitled to the benefits under Section 3 8 during the term of this Agreement, then the Agreement will not terminate until all of the obligations of the parties hereto with respect to this Agreement have been satisfied. View More
Term of Agreement. This Subject to Section 3, this Agreement will have an initial term of three (3) years commencing on the Effective Date (the "Initial Term"). On the third (3rd) anniversary of the Effective Date, this Agreement will renew automatically for additional, additional one (1) year terms (each, (each an "Additional Term") Term", and together with the Initial term, the "Term"), unless either party provides the other party with written notice of nonrenewal non-renewal at least one (1) year sixty (60) day...s prior to the date of automatic renewal. Notwithstanding the foregoing, foregoing provisions of this paragraph, (a) if a Change in of Control occurs (a) when there are fewer than twelve (12) months remaining during the Initial Term or (b) during an Additional Term, the term of this Agreement will extend automatically through the date that is twelve (12) months following the effective date of the Change of Control, or (b) if an initial occurrence of an act or omission by the Company constituting the grounds for Good Reason in Control. accordance with Section 10(h) hereof has occurred (the "Initial Grounds"), and the expiration date of the Company cure period (as such term is used in Section 10(h)) with respect to such Initial Grounds could occur following the expiration of the Initial Term or an Additional Term, the term of this Agreement will extend automatically through the date that is thirty (30) days following the expiration of such cure period, but such extension of the term shall only apply with respect to the Initial Grounds. If the Executive becomes entitled to the benefits under Section 3 11 during the term of this Agreement, then the Agreement will not terminate until all of the obligations of the parties hereto with respect to this Agreement have been satisfied. View More
Term of Agreement. This Agreement will have an initial term of three (3) four (4) years commencing on the Effective Date (the "Initial Term"). On the third (3rd) fourth anniversary of the Effective Date, this Agreement will renew automatically for additional, additional one (1) year terms (each, an "Additional Term") unless either party provides the other party with written notice of nonrenewal non-renewal at least one (1) year sixty (60) days prior to the date of automatic renewal. Notwithstanding the foregoing, ...foregoing sentence, if a Change in of Control occurs (a) when there are fewer than twelve (12) months remaining at any time during either the Initial Term or (b) during an Additional Term, the term of this Agreement will extend automatically through the date that is twelve (12) months following the effective date of the Change in of Control. If the Executive Employee becomes entitled to the benefits under Section 3 4 during the term of this Agreement, then the Agreement will not terminate until all of the obligations of the parties hereto with respect to this Agreement have been satisfied. View More
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Term of Agreement. This Agreement shall be binding upon and enforceable against the Company and Executive immediately when both parties execute the Agreement. The Agreement's stated term and the employment relationship created hereunder will begin on the Effective Date and will remain in effect for one (1) year, unless earlier terminated in accordance with Section 9 (the "Initial Employment Term"). This Agreement shall be automatically renewed for successive one (1) year terms after the Initial Employment Term (ea...ch a "Renewal Term"), unless terminated by either party upon written notice ("Non-Renewal Notice") given at least ninety (90) days before the end of the Initial Employment Term or any Renewal Term, as applicable, or unless earlier terminated in accordance with. Section 9. The period during which Executive is employed under this Agreement (including any Renewal Term(s)) will be referred to as the "Employment Period." 3. Surviving Agreement Provisions. Notwithstanding any provision of this Agreement to the contrary, the parties' respective rights and obligations under Sections 6 through 12 shall survive any termination or expiration of this Agreement or the termination of Executive's employment for any reason whatsoever. View More
Term of Agreement. This Agreement shall be binding upon and enforceable against the Company and Executive immediately when both parties execute the Agreement. The Agreement's stated term and the employment relationship created hereunder will begin on the Effective Execution Date and will remain in effect for one (1) year, unless earlier terminated in accordance with Section 9 (the "Initial Employment Term"). This Agreement shall be automatically renewed for successive one (1) year terms after the Initial Employmen...t Term (each a "Renewal Term"), unless terminated by either party upon written notice ("Non-Renewal ("Non- Renewal Notice") given at least ninety (90) ten (10) business days before the end of the Initial Employment Term or any Renewal Term, as applicable, or unless earlier terminated in accordance with. Section 9. The period during which Executive is employed under this Agreement (including any Renewal Term(s)) will be referred to as the "Employment Period." 3. Surviving Agreement Provisions. Notwithstanding any provision of this Agreement to the contrary, the parties' respective rights and obligations under Sections 6 through 12 shall survive any termination or expiration of this Agreement or the termination of Executive's employment for any reason whatsoever. View More
Term of Agreement. This Agreement shall be binding upon and enforceable against the Company and Executive immediately when both parties execute the Agreement. The Agreement's stated term and the employment relationship created hereunder will begin on the Effective Date Time and will remain in effect for one (1) year, unless earlier terminated in accordance with Section 9 8 (the "Initial Employment Term"). This Agreement shall be automatically renewed for a successive one (1) year terms term after the Initial Emplo...yment Term (each a (the "Renewal Term"), unless terminated by either party upon written notice ("Non-Renewal Notice") given at least ninety (90) days provided not less than four (4) months before the end of the Initial Employment Term or any Renewal Term, as applicable, or unless earlier terminated in accordance with. with Section 9. 8. The period during which Executive is employed under this Agreement (including any the Renewal Term(s)) Term) will be referred to as the "Employment Period." 3. Surviving Agreement Provisions. Notwithstanding any provision of this Agreement to the contrary, the parties' respective rights and obligations under Sections 6 through 12 shall survive any termination or expiration of this Agreement or the termination of Executive's employment for any reason whatsoever. View More
Term of Agreement. This Agreement shall be binding upon and enforceable against the Company and Executive immediately when both parties execute the Agreement. The Agreement's stated term and the employment relationship created hereunder will begin on the Effective Date , 20 , and will remain in effect for one (1) year, three (3) years thereafter, unless earlier terminated in accordance with Agreement Section 9 7 (the "Initial Employment Term"). This Agreement shall be automatically renewed for successive one (1) y...ear terms after the Initial Employment Term (each (each, a "Renewal Term"), unless terminated by either party upon written notice ("Non-Renewal Notice") given at least ninety (90) thirty (30) days before the end of the Initial Employment Term Period or any Renewal Term, as applicable, or unless earlier terminated in accordance with. with Agreement Section 9. 7. The period during which Executive is employed under this Agreement (including any Renewal Term(s)) Term) will be referred to as the "Employment Period." 3. Surviving Agreement Provisions. Notwithstanding any provision of this Agreement to the contrary, the parties' respective rights and obligations under Agreement Sections 6 through 12 6, 7, 8, and 11(b), 11(c), and 11(e) shall survive any termination or expiration of this Agreement or the termination of Executive's employment for any reason whatsoever. View More
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Term of Agreement. The Term of this Agreement shall commence on the date hereof and shall continue in effect through December 31, 2015; provided, however, that commencing on January 1, 2015 and each January 1 thereafter, the Term shall automatically be extended for one additional year unless, not later than September 30 of the preceding year, the Company or the Executive shall have given notice not to extend the Term; and further provided, however, that if a Change in Control shall have occurred during the Term, t...he Term shall expire twenty four (24) months following the date on which such Change in Control occurred. View More
Term of Agreement. The Term of this Agreement shall commence on the date hereof and shall continue in effect through December 31, 2015; 2012; provided, however, that commencing on January 1, 2015 2012 and each January 1 thereafter, the Term shall automatically be extended for one additional year unless, not later than September 30 of the preceding year, the Company or the Executive shall have given notice not to extend the Term; and further provided, however, that if a Change in Control shall have occurred during ...the Term, the Term shall expire twenty four no earlier than twenty-four (24) months following beyond the date on month in which such Change in Control occurred. View More
Term of Agreement. The Term of this This Agreement shall commence on become effective upon execution, and the date hereof and Term shall continue in effect through December 31, 2015; provided, however, that commencing on January 1, 2015 and each January 1 thereafter, the Term shall automatically be extended for one additional year unless, not later than September 30 of the preceding year, the Company or the Executive shall have given notice not to extend the Term; and further provided, however, that if a Change in... Control shall have occurred during the Term, the Term shall expire twenty four no earlier than twenty-four (24) months following beyond the date on month in which such Change in Control occurred. View More
Term of Agreement. The Term of this Agreement shall commence on the date Effective Date hereof and shall continue in effect through December 31, 2015; provided, however, that commencing on January 1, 2015 and each January 1 thereafter, thereafter (each, an "Extension Date"), the Term shall automatically be extended for one additional year (i.e., resulting in a two-year Term on the Extension Date) unless, not later than September 30 of the year immediately preceding year, the Extension Date, the Company or the Exec...utive shall have given written notice to the other party hereto not to extend the Term; and further provided, however, that if a Change in Control shall have occurred during the Term, the Term shall expire twenty four (24) months no earlier than three years following the date on event which such constitutes a Change in Control occurred. Control. View More
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Term of Agreement. (a) The term of this Agreement ("Term") shall commence on the Effective Date and shall continue in effect through the third anniversary of the Effective Date; provided, however, commencing on the first day following the Effective Date and on each day thereafter, the Term of this Agreement shall automatically be extended for one additional day unless the Board shall give written notice to Executive that the Term shall cease to be so extended in which event the Agreement shall terminate on the thi...rd anniversary of the date such notice is given. (b) Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs during the Term of this Agreement, the Term shall automatically be extended for the 24-month period following the date of the Change of Control. (c) Termination of this Agreement shall not alter or impair any rights of Executive arising hereunder on or before such termination. (d) Notwithstanding, and without in any way contradicting, limiting or modifying, the potential severance and other benefits under this Agreement, the Executive acknowledges and agrees that the Executive's employment is "at will" and may be modified from time to time and terminated at any time by the Corporation in its discretion, for any reason or no reason, and without notice or benefit of any kind, other than any benefit expressly provided under the circumstances pursuant to this Agreement. View More
Term of Agreement. (a) The term of this Agreement ("Term") shall commence on the Effective Date and shall continue in effect through the third anniversary of the Effective Date; provided, however, commencing on the first day following the Effective Date and on each day thereafter, the Term of this Agreement shall automatically be extended for one additional day unless the Board Corporation shall give written notice to Executive that the Term shall cease to be so extended in which event the Agreement shall terminat...e on the third anniversary of the date such notice is given. (b) Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs during the Term of this Agreement, the Term shall automatically be extended for the 24-month 12-month period following the date of the Change of Control. (c) Termination of this Agreement shall not alter or impair any rights of Executive arising hereunder on or before such termination. (d) Notwithstanding, and without in any way contradicting, limiting or modifying, the potential severance and other benefits under this Agreement, the Executive acknowledges and agrees that the Executive's employment is "at will" and may be modified from time to time and terminated at any time by the Corporation in its discretion, for any reason or no reason, and without notice or benefit of any kind, other than any benefit expressly provided under the circumstances pursuant to this Agreement. (e) The Executive and the Corporation have entered into the separate EOSA and Offer Letter. This Agreement amends, restates, replaces and supersedes her existing EOSA, and the Existing EOSA shall have no further force or effect. However, this Agreement does not replace, amend or affect her existing Offer Letter, except that any references to her existing EOSA shall instead be deemed to refer to this Agreement. Her existing Offer Letter as so deemed modified shall continue in full force and effect in accordance with its terms. View More
Term of Agreement. (a) A. The term of this Agreement ("Term") (the "Term") shall commence on the Effective Date and shall continue in effect through the third anniversary of the Effective Date; provided, however, that commencing on the first day following the Effective Date and continuing on each subsequent day thereafter, the Term of this Agreement shall automatically be extended for one additional day unless the Board shall give written notice to Executive that the Term shall cease to be so extended in which eve...nt the Agreement shall terminate on the third anniversary of the date such notice is given. (b) B. Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs during the Term of this Agreement, the Term shall automatically be extended for the 24-month 36-month period following the date of the Change of Control. (c) Control; provided, however, that in no event shall such extension of the Term expire prior to the end of the 30-day period described in Section 2E below, if applicable. C. Termination of this Agreement shall not alter or impair any rights of Executive arising hereunder on or before such termination. (d) Notwithstanding, and without in any way contradicting, limiting or modifying, the potential severance and other benefits under this Agreement, the Executive acknowledges and agrees that the Executive's employment is "at will" and may be modified from time to time and terminated at any time by the Corporation in its discretion, for any reason or no reason, and without notice or benefit of any kind, other than any benefit expressly provided under the circumstances pursuant to this Agreement. View More
Term of Agreement. (a) A. The term of this Agreement ("Term") (the "Term") shall commence on the Effective Date and shall continue in effect through the third second anniversary of the Effective Date; provided, however, that commencing on the first day following the Effective Date and on each day thereafter, the Term of this Agreement shall automatically be extended for one additional day unless the Board Company shall give written notice to Executive that the Term shall cease to be so extended extended, in which ...event the this Agreement shall terminate on the third second anniversary of the date such notice is given. (b) B. Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs during the Term of this Agreement, the Term shall automatically be extended for until, and shall terminate on, the 24-month period following anniversary of the date of the Change of Control. (c) C. Termination of this Agreement shall not alter or impair any rights of Executive arising hereunder on or before such termination. (d) Notwithstanding, and without in any way contradicting, limiting or modifying, the potential severance and other benefits under this Agreement, the Executive acknowledges and agrees that the Executive's employment is "at will" and may be modified from time to time and terminated at any time by the Corporation in its discretion, for any reason or no reason, and without notice or benefit of any kind, other than any benefit expressly provided under the circumstances pursuant to this Agreement. View More
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Term of Agreement. This Agreement shall terminate upon the date that all of the obligations of the parties hereto with respect to this Agreement have been satisfied.
Term of Agreement. This Agreement shall become effective as of the Effective Date and terminate upon the date that all of the obligations of the parties hereto with respect to this Agreement have been satisfied.
Term of Agreement. This Agreement shall terminate upon the date that all of the obligations of the parties hereto with respect to under this Agreement have been satisfied.
Term of Agreement. This Agreement shall become effective as of the Effective Date and terminate upon the date that all of the obligations of the parties hereto with respect to this Agreement have been satisfied.
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Term of Agreement. This Agreement shall take effect upon the Effective Date and shall expire upon the first to occur of (a) the expiration of the Term (as defined below) if a Change in Control has not occurred during the Term, (b) the date 12 months after the Change in Control Date, if the Executive is still employed by the Company as of such later date, or (c) the fulfillment by the Company of all of its obligations under Sections 4 and 5 if the Executive's employment with the Company terminates during the Term o...r within 12 months following the Change in Control Date. "Term" shall mean the period commencing as of the Effective Date and continuing in effect through December 31, 2019; provided, however, that commencing on January 1, 2020 and each January 1 thereafter, the Term shall be automatically extended for one additional year unless, not later than 90 days prior to the scheduled expiration of the Term (or any extension thereof), the Company shall have given the Executive written notice that the Term will not be extended. View More
Term of Agreement. This Agreement shall take effect upon the Effective Date and shall expire upon the first to occur of (a) the expiration of the Term (as defined below) if a Change in Control has not occurred during the Term, (b) the date 12 months after the Change in Control Date, if the Executive is still employed by the Company as of such later date, or (c) the fulfillment by the Company of all of its obligations under Sections 4 4, 5.2 and 5 5.3 if the Executive's employment with the Company terminates during... the Term or within 12 months following the Change in Control Date. "Term" shall mean the period commencing as of the Effective Date and continuing in effect through December July 31, 2019; 2021; provided, however, that commencing on January August 1, 2020 2021 and each January August 1 thereafter, the Term shall be automatically extended for one additional year unless, not later than 90 days six months prior to the scheduled expiration of the Term (or any extension thereof), the Company shall have given the Executive written notice that the Term will not be extended. View More
Term of Agreement. This Agreement Agreement, and all rights and obligations of the parties hereunder, shall take effect upon the Effective Date and shall expire upon the first to occur of (a) the expiration of the Term (as defined below) if a Change in Control has not occurred during the Term, (b) the date 12 24 months after the Change in Control Date, if the Executive is still employed by the Company as of such later date, or (c) the fulfillment by the Company of all of its obligations under Sections 4 and 5 5.2 ...if the Executive's employment with the Company terminates during the Term or within 12 24 months following the Change in Control Date. "Term" shall mean the period commencing as of the Effective Date and continuing in effect through December 31, 2019; 2017; provided, however, that commencing on January 1, 2020 2018 and each January 1 1, thereafter, the Term shall be automatically extended for one additional year unless, not later than 90 days prior to the scheduled expiration of the Term (or any extension thereof), the Company shall have given the Executive written notice that the Term will not be extended. Nonextension of the Agreement does not terminate the Executive's employment nor entitle the Executive to any payments under this Agreement, nor are any such payments due on a termination of employment or resignation for Good Reason that occurs before a Change in Control Date or after the term of this Agreement. View More
Term of Agreement. This Agreement Agreement, and all rights and obligations of the parties hereunder, shall take effect upon the Effective Date and shall expire upon the first to occur of (a) the expiration of the Term (as defined below) if a Change in Control has not occurred during the Term, (b) the date 12 24 months after the Change in Control Date, if the Executive is still employed by the Company as of such later date, or (c) the fulfillment by the Company of all of its obligations under Sections 4 and 5 this... Agreement if the Executive's employment with the Company terminates during the Term or within 12 24 months following the Change in Control Date. "Term" shall mean the period commencing as of the Effective Date and continuing in effect through December 31, 2019; 2016; provided, however, that commencing on January 1, 2020 2017 and each January 1 thereafter, the Term shall be automatically extended for one additional year unless, not later than 90 days prior to the scheduled expiration of the Term (or any extension thereof), the Company shall have given the Executive written notice that the Term will not be extended. View More
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