Executive Agreements. None of the executive officers of the Borrower is subject to any agreement in favor of anyone, other than Borrower, which limits or restricts that person’s right to engage in the type of business activity conducted or proposed to be conducted by such Borrower or to use therein any property or confidential information or which grants to anyone other than the Borrower any rights in any inventions or other ideas susceptible to legal protection developed or conceived by any such officer.
Executive Agreements. In exchange for the severance benefits set forth in Sections 1(a)-(c) and Sections 2(a)-(c) and the inducement award set forth in Section 3, Executive agrees as follows:
Executive Agreements. The Company shall use commercially reasonable efforts to cause each executive officer of the Company listed on Exhibit 7.02(i) to enter into an employment or consulting agreement, a non-competition agreement and a separation agreement and general release (collective, the “Executive Agreements”), in each case in substantially the form attached as Exhibit 7.02(i) hereto for the applicable executive officer, and the Company shall use commercially reasonable efforts to cause each such executive officer to terminate as of the Effective Time all other employment or other compensation arrangements or agreements except to the extent specifically preserved in the Executive Agreement for such executive officer.
Executive Agreements. In exchange for the payments and benefits promised to Executive in this Agreement, Executive agrees as follows:
Executive Agreements. Old National shall, and shall cause each of its subsidiaries to, cooperate with St. Jxxxxx in taking all actions necessary or appropriate to complete, on or before the Closing Date but effective at the Effective Time, the transactions contemplated by the Executive Agreements.
Executive Agreements. Parent or one of its Affiliates shall have entered in the agreements specified on Schedule 6.2(e) with the Persons identified thereon upon mutually agreeable terms, such agreements to be effective only at the Effective Date.
Executive Agreements. As of the consummation of the Offer, Parent shall cause the Surviving Company to honor in accordance with their terms all employment, severance, change of control, and other compensation agreements and arrangements disclosed in Section 3.11 or 6.6(e) of the Company Disclosure Schedule (each an "Executive Agreement"). Parent and the Company hereby agree that the consummation of the Offer by the Company's stockholders shall constitute a "Change in Control" (or words of similar effect) for purposes of any Executive Agreement and all other Employee Plans, pursuant to the terms of such plan.
Executive Agreements. Each of the Executive Agreements with the individuals set forth on Exhibit C-2 hereto shall be and remain in full force and effect as of the Closing Date (other than due to the death or disability of any such individual).
Executive Agreements. Intel, ST, FP, and FP Holdco agree to recommend to Newco that, within 10 days following the formation of Newco, Newco should (i) negotiate in good faith offers of employment with the individuals identified in Schedule 4.11(c) of each of the Intel Master Agreement Disclosure Letter and ST Master Agreement Disclosure Letter for the positions identified on such Schedule; and (ii) adopt and execute employment and severance agreements with such individuals in substantially the forms attached to Schedule 4.11(c) to each of the Master Agreement Disclosure Letters, to be effective on the Closing Date as of the Effective Time.
Executive Agreements. The Executive Agreements are in full force and effect. There has been no breach of, or default (or an event which with notice or lapse of time or both would become a default) under the Executive Agreements which would give to others any right of termination, amendment, acceleration or cancellation of the Executive Agreements.
