Grouped Into 43 Collections of Similar Clauses From Business Contracts
This page contains Third-Party Beneficiaries clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Third-Party Beneficiaries. This Agreement shall be binding upon and inure to the benefit of the Company and each other Company Party that is not a signatory hereto, as each other Company Party that is not a signatory hereto shall be a third-party beneficiary of Wilson's release of claims, representations and covenants set forth in this Agreement. 7 17. Section 409A. Notwithstanding anything herein to the contrary: (a) Wilson's termination of employment on the Separation Date is intended to constitute a "separation from se...rvice" within the meaning of Section 1.409A-1(h) of the Department of Treasury Regulations and (b) it is the intent of the Parties that the amounts deliverable pursuant to Section 2 of this Agreement constitute "nonqualified deferred compensation" within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the applicable Treasury regulations and administrative guidance issued thereunder (collectively, "Section 409A") or will otherwise be settled in a manner compliant with Section 409A. Notwithstanding the foregoing, the Company makes no representations that the payments and benefits provided under this Agreement are compliant with Section 409A, and in no event shall Wilson be reimbursed by the Company for all or any portion of any taxes, penalties, interest, or other expenses that may be incurred by Wilson on account of non-compliance with Section 409A.View More
Third-Party Beneficiaries. This Agreement shall be binding upon and inure to the benefit of the Company and each other Company Party that is not a signatory hereto, as each other Company Party that is not a signatory hereto shall be a third-party beneficiary of Wilson's Redman's release of claims, representations and covenants set forth in this Agreement. 7 17. 8 18. Section 409A. Notwithstanding anything herein to the contrary: (a) Wilson's (i) Redman's termination of employment on the Separation Date is intended to cons...titute a "separation from service" within the meaning of Section 1.409A-1(h) of the Department of Treasury Regulations and (b) (ii) it is the intent of the Parties that none of the amounts deliverable pursuant to Section 2 of payable under this Agreement constitute "nonqualified deferred compensation" within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the applicable Treasury regulations and administrative guidance issued thereunder (collectively, "Section 409A") or will otherwise be settled in a manner compliant with Section 409A. 409A"). Notwithstanding the foregoing, the Company makes no representations that the payments and benefits provided under this Agreement are exempt from, or compliant with with, Section 409A, and in no event shall Wilson be reimbursed by the Company be liable for all or any portion of any taxes, penalties, interest, or other expenses that may be incurred by Wilson Redman on account of non-compliance with Section 409A. View More
Third-Party Beneficiaries. Employee expressly acknowledges and agrees that each Company Party that is not a signatory to this Agreement shall be a third-party beneficiary of Employee's releases, representations, and covenants herein and shall be entitled to enforce such releases, representations, and covenants as if a party hereto.
Third-Party Beneficiaries. Employee Executive expressly acknowledges and agrees that each Company Released Party that is not a signatory to this Agreement shall be a third-party beneficiary of Employee's Executive's releases, representations, and covenants herein and shall be entitled to enforce such releases, representations, and covenants as if a party hereto.
Third-Party Beneficiaries. This Agreement is intended solely for the benefit of the parties hereto and, with the exception of the rights and benefits conferred upon the Indemnified Parties by Section 5 and Exhibit A of this Agreement, shall not be deemed or interpreted to confer any rights upon any third parties.
Third-Party Beneficiaries. This Agreement is intended solely for the benefit of the parties hereto and, with the exception of the rights and benefits conferred upon the Lead Investor Indemnified Parties by Section 5 and Exhibit A 4 of this Agreement, shall not be deemed or interpreted to confer any rights upon any third parties.
Third-Party Beneficiaries. Nothing contained herein shall be construed as creating a third-party beneficiary relationship between either Party and any other Person. 9 25. Notices. All notices and other communications that are required or may be given in connection with this Agreement shall be in writing and shall be deemed received on the day delivered, if delivered by hand; on the day transmitted, if transmitted by facsimile or e-mail with receipt confirmed; or three (3) business days after the date of mailing to the oth...er Party, if mailed first-class postage prepaid, at the following address, or such other address as either Party shall specify in a notice to the other: To Bank: Mid America Bank & Trust Company 216 West 2nd Street Dixon, MO 65459 Attn: Greg Luehmann To Program Manager: Five Concourse Parkway Suite 300 Atlanta, Georgia 30328 Attn: Chief Risk Officer With a copy to: Five Concourse Parkway Suite 300 Atlanta, GA 30328 Attn: General Counsel 26. Amendment and Waiver. This Agreement may be amended only by a written instrument signed by each of the Parties. The failure of a Party to require the performance of any term of this Agreement or the waiver by a Party of any default under this Agreement shall not prevent a subsequent enforcement of such term and shall not be deemed a waiver of any subsequent breach. All waivers must be in writing and signed by the Party against whom the waiver is to be enforced.View More
Third-Party Beneficiaries. Nothing contained herein shall be construed as creating a third-party beneficiary relationship between either Party and any other Person. 9 25. Notices. All notices and other communications that are required or may be given in connection with this Agreement shall be in writing and shall be deemed received on the day delivered, if delivered by hand; on the day transmitted, if transmitted by facsimile or e-mail with receipt confirmed; or three (3) business days after the date of mailing to the oth...er Party, if mailed first-class postage prepaid, at the following address, or such other address as either Party shall specify in a notice to the other: To Bank: Mid America The Bank & Trust Company 216 West 2nd Street Dixon, MO 65459 of Missouri 916 North Kingshighway Perryville, Missouri Attn: Greg Luehmann Mr. Mark J Barker Executive Vice President With a copy to: The Bank of Missouri 916 North Kingshighway Perryville, Missouri Attn: Kim Moore, Esq. Vice President: General Counsel and Compliance To Program Manager: Five Concourse Parkway Suite 300 Atlanta, Georgia 30328 Attn: Chief Risk Officer President With a copy to: Five Concourse Parkway Suite 300 Atlanta, GA 30328 Attn: General Counsel 10 26. Amendment and Waiver. This Agreement may be amended only by a written instrument signed by each of the Parties. The failure of a Party to require the performance of any term of this Agreement or the waiver by a Party of any default under this Agreement shall not prevent a subsequent enforcement of such term and shall not be deemed a waiver of any subsequent breach. All waivers must be in writing and signed by the Party against whom the waiver is to be enforced. View More
Third-Party Beneficiaries. Nothing herein expressed or implied is intended or shall be construed to confer upon or give to any person or entity, other than the parties to this Agreement and their respective permitted successors and assigns, any rights or remedies under or by reason of this Agreement.
Third-Party Beneficiaries. Nothing herein herein, expressed or implied implied, is intended or shall be construed to confer upon or give to any person or entity, entity other than the parties to this Agreement and their respective permitted successors and assigns, hereto, any rights rights, remedies or remedies other benefits under or by reason of this Agreement.
Third-Party Beneficiaries. None of the provisions of this Indemnity Agreement shall be for the benefit of or enforceable by any person not a party hereto, provided, however, that notwithstanding the foregoing, those Indemnitee Parties who are not parties to this Indemnity Agreement are third party beneficiaries hereof, it being agreed to and understood that such Indemnitee Parties shall have the right to be indemnified by Indemnitor pursuant to the terms of this Indemnity Agreement (and shall have the right to enforce thi...s Indemnity Agreement against Indemnitor) as if such Indemnitee Parties were parties hereto. 9 13. Successors and Assigns. This Indemnity Agreement shall inure to the benefit of, and be binding upon, the Parties hereto and their respective successors and permitted assigns, provided, however, that Indemnitor shall not be entitled to assign its obligations pursuant to this Indemnity Agreement without the express written consent of the Indemnitees (which consent shall not be unreasonably withheld).View More
Third-Party Beneficiaries. None of the provisions of this Indemnity Agreement shall be for the benefit of or enforceable by any person not a party hereto, provided, however, that notwithstanding the foregoing, those Indemnitee Parties who are not parties to this Indemnity Agreement are third party beneficiaries hereof, it being agreed to and understood that such Indemnitee Parties shall have the right to be indemnified by Indemnitor pursuant to the terms of this Indemnity Agreement (and shall have the right to enforce thi...s Indemnity Agreement against Indemnitor) as if such Indemnitee Parties were parties hereto. 9 13. Successors and Assigns. This Indemnity Agreement shall inure to the benefit of, and be binding upon, the Parties hereto and their respective successors and permitted assigns, provided, however, that Indemnitor shall not be entitled to assign its obligations pursuant to this Indemnity Agreement without the express written consent of the Indemnitees (which consent shall not be unreasonably withheld).View More
Third-Party Beneficiaries. This Agreement constitutes an agreement solely among the parties hereto, and, except as expressly provided in Section 7(e), is not intended to and shall not confer any rights, remedies, obligations or liabilities, legal or equitable, on any person other than the parties hereto and their successors or assigns or otherwise constitute any person a third party beneficiary under or by reason of this Agreement.
Third-Party Beneficiaries. This Agreement constitutes an agreement solely among the parties hereto, and, except as expressly provided in Section 7(e), is not intended to and shall not confer any rights, remedies, obligations or liabilities, legal or equitable, on any person other than the parties hereto and their successors or assigns or otherwise constitute any person a third party beneficiary under or by reason of this Agreement. 23 15. Applicable Law. This Agreement will be governed by and construed in accordance with ...the laws of the State of New York. View More
Third-Party Beneficiaries. Executive expressly acknowledges and agrees that each Released Party that is not a party to this Agreement shall be a third-party beneficiary of Sections 3, 4, 6, 7 and 16 (to the extent such Sections reference such Released Party), and entitled to enforce such provisions as if it were a party hereto.
Third-Party Beneficiaries. Executive Carroll expressly acknowledges and agrees that each Released Party that is not a party to this Agreement shall be a third-party beneficiary of Sections 3, 4, 6, 7 and 16 15 (to the extent such Sections reference such Released Party), and entitled to enforce such provisions as if it were a party hereto.
