CIC Agreement Sample Clauses

CIC Agreement. The CIC Agreement, as amended by this Amendment, shall remain in full force and effect in accordance with its terms.
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CIC Agreement. The Company and Employee agree that the CIC Agreement shall be null and void except as expressly set forth in this Employment Agreement and that the Employment Agreement fully supersedes and replaces the CIC Agreement except as expressly set forth herein. Further, the Company agrees to indemnify and hold harmless Employee from and against any claim, cause of action, liability or other damage arising out of or relating to any claim by the Internal Revenue Service that this Employment Agreement, including the indemnification obligation set forth in this Paragraph 1, results in payments or distributions to Employee by the Company to or for the benefit of Employee that would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties incurred by Employee with respect to such excise tax.
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CIC Agreement. The Company and the Executive agree to treat the Executive’s retirement pursuant to Section 1 as a “Termination of Employment” (as defined in the CIC Agreement) for purposes of the CIC Agreement and, in connection with such Termination of Employment, the Company agrees to pay or provide to the Executive, in full satisfaction of the Company’s obligations under Sections 3.1, 3.2(a), 3.2(b), 3.2(c), 3.2(d) and 3.2(e) of the CIC Agreement, the severance payments and benefits set forth on Exhibit A to this Separation Agreement. For the avoidance of doubt, Section 3.2(f) and 3.3 of the CIC Agreement are not modified by this Agreement. 3.
Sample 1
CIC Agreement. While you are employed by the Company or RemainCo, you will continue to be covered by the terms of that certain Change in Control Severance Letter Agreement dated effective as of January 1, 2012 (“CIC Letter”).
Sample 1
CIC Agreement. On December 30, 2005, the Company shall pay to the Executive a lump sum cash payment in an amount equal to the minimum amount set forth in Section 4(a)(ii) of the CIC Agreement, or if greater, two times the sum of the Executive’s (i) current annual salary plus (ii) annual bonus for 2005 (as provided for in Section 4(a)(ii) of the CIC Agreement). Such payment shall be subject to applicable tax withholding. Upon payment of such amount, the CIC Agreement shall terminate and be of no further force or effect, except that (a) Sections 4(a)(iv) (including the related definitions in Section 1 of the CIC Agreement) shall continue to apply to any Company stock options held by Executive as of the date hereof, (b) Sections 4(a)(iii) (relating to benefits continuation) and 4(a)(vi) (relating to outplacement services) (including the related definitions in Section 1 of the CIC Agreement) shall continue to apply upon Executive’s termination of employment to the extent provided in the CIC Agreement, provided that, in lieu of continuation of benefits described in Section 4(a)(iii), the Company shall pay Executive a cash payment of $30,000, less applicable taxes; (c) Section 5 of the CIC Agreement (relating to the “Gross-Up Payment”) shall continue to apply, (d) Sections 6, 7 and 11(b) of the CIC Agreement (relating to tax withholding and dispute resolution) and (e) Section 15 of the CIC Agreement (relating to covenants not to solicit Company clients and employees and confidential information) shall continue to apply during Executive’s employment and following any termination thereof, in each instance as if such provisions of the CIC Agreement were fully set forth herein.
Sample 1

Related to CIC Agreement

  • Severance Agreement Any payments of compensation made pursuant to Articles 4 and 5 are contingent on Executive executing the Company’s standard severance agreement, including a general release of the Company, its owners, partners, stockholders, directors, officers, employees, independent contractors, agents, attorneys, representatives, predecessors, successors and assigns, parents, subsidiaries, affiliated entities and related entities, and on Executive’s continued compliance with Section 6. Executive must execute the standard severance agreement and release within 45 days of being provided with the document to sign or the severance agreement offer will expire.

  • Employment Agreement On the terms and conditions set forth in this Agreement, the Company agrees to employ the Executive and the Executive agrees to be employed by the Company for the Employment Period set forth in Section 2 hereof and in the position and with the duties set forth in Section 3 hereof. Terms used herein with initial capitalization are defined in Section 10.12 below.

  • Severance Agreements In the event any Newco Group Employee is eligible for severance benefits on account of a termination of employment on or after the Effective Time, Newco shall require such employee, as a condition of receiving severance benefits, to agree in writing to a release of existing claims and confidentiality and non-solicitation provisions in favor of Newco, Vornado, and JBG, in a form substantially the same as Schedule 7.2(b); provided that for a Newco Group Employee who is subject to an individual employment or severance agreement or arrangement, the release of claims shall be as set forth in such individual employment or severance agreement or arrangement.

  • Termination of Consulting Agreement As of the Effective Date, the Consulting Agreement is hereby terminated and is of no further force or effect.

  • Change in Control Agreement An Agreement Regarding Change in Control in effect between the Company (or the Surviving Entity) and the Employee, if any.

  • Termination of Employment Agreement (a) Effective as of the Effective Date and immediately prior to the Effective Time, the Employment Agreement is hereby terminated and shall be of no further force or effect whatsoever; provided, however, that, and notwithstanding anything in this Agreement to the contrary, such termination shall be contingent on the closing of the Merger.

  • Termination of Employment Agreements Any and all Employment Agreements entered into between the Company or any of its Subsidiaries and the Executive prior to the date of this Agreement are hereby terminated.

  • Offer letter This Agreement supersedes the terms and conditions contained in any correspondence relating to the subject matter of this Agreement exchanged between any Finance Party and the Borrower or their representatives prior to the date of this Agreement.

  • Amendment of Employment Agreement The Employment Agreement is hereby amended as follows:

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