Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 6 contracts
Sources: Severance Protection Agreement (Axsys Technologies Inc), Severance Protection Agreement (Axsys Technologies Inc), Severance Protection Agreement (Axsys Technologies Inc)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 6 contracts
Sources: Executive Retention Agreement (Transatlantic Holdings Inc), Employment Agreement (Delphi Financial Group Inc/De), Employment Agreement (PPG Industries Inc)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 5 contracts
Sources: Executive Transition Agreement (Transatlantic Holdings Inc), Employment Agreement (Noven Pharmaceuticals Inc), Employment Agreement (Hisamitsu U.S., Inc.)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers whether by reason of the subsequent employment of Executive or otherwise.
Appears in 5 contracts
Sources: Employment Agreement (Protective Life Corp), Employment Agreement (Protective Life Corp), Employment Agreement (Protective Life Corp)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company or Parent may have against the Executive or others.
Appears in 5 contracts
Sources: Employment Agreement (American International Group Inc), Employment Agreement (American General Corp /Tx/), Employment Agreement (American General Corp /Tx/)
Full Settlement. The Company’s obligation to make the any payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 5 contracts
Sources: Excise Tax Gross Up Agreement (Tier Reit Inc), Excise Tax Gross Up Agreement (Tier Reit Inc), Excise Tax Gross Up Agreement (Tier Reit Inc)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others, except as otherwise required by law.
Appears in 4 contracts
Sources: Change in Control Agreement (Lexmark International Inc /Ky/), Change in Control Agreement (Lexmark International Inc /Ky/), Change in Control Agreement (Lexmark International Inc /Ky/)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 4 contracts
Sources: Change in Control and Severance Protection Agreement (Curtiss Wright Corp), Severance Protection Agreement (Curtiss Wright Corp), Severance Protection Agreement (Curtiss Wright Corp)
Full Settlement. The Company’s obligation to make or cause to be made the payments provided for in this Agreement and otherwise to perform its obligations obligation hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Consultant or others.
Appears in 4 contracts
Sources: Employment Agreement (Meridian Resource Corp), Employment Agreement (Meridian Resource Corp), Consulting Agreement (Meridian Resource Corp)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Employee or others. In no event shall the Employee be obligated to seek other amounts payable to the Employee under any of the provisions of this Agreement.
Appears in 4 contracts
Sources: Employee Retention Agreement (Hooper Holmes Inc), Employee Retention Agreement (Hooper Holmes Inc), Employee Retention Agreement (Hooper Holmes Inc)
Full Settlement. The Except as set forth in this Agreement, the Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any including, without limitation, set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others, except to the extent any amounts are due the Company or its subsidiaries or affiliates pursuant to a judgment against the Executive.
Appears in 3 contracts
Sources: Executive Employment Agreement (Barry R G Corp /Oh/), Executive Employment Agreement (Barry R G Corp /Oh/), Executive Employment Agreement (Barry R G Corp /Oh/)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 3 contracts
Sources: Employment Agreement (Catellus Development Corp), Employment Agreement (Catellus Development Corp), Employment Agreement (Catellus Development Corp)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, recoupment or other claim, right or action which the Company may have against the Executive or othersEmployee.
Appears in 3 contracts
Sources: Employment Agreement (Kellstrom Industries Inc), Employment Agreement (Kellstrom Industries Inc), Employment Agreement (Kellstrom Industries Inc)
Full Settlement. The Company’s obligation to make the any payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers and shall be in full settlement of any liabilities and/or responsibilities with respect to Section 4999 of the Code.
Appears in 3 contracts
Sources: Tax Gross Up Payment Agreement (Tellurian Inc. /De/), Tax Gross Up Payment Agreement (EQRx, Inc.), Make Whole Agreement (MyoKardia, Inc.)
Full Settlement. The Company’s obligation to make the any payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers and shall be in full settlement of any liabilities and/or responsibilities with respect to Section 4999 of the Code.
Appears in 3 contracts
Sources: Gross Up Agreement (NorthStar Healthcare Income, Inc.), Gross Up Agreement (NorthStar Healthcare Income, Inc.), Best Net Cut Back Agreement (NorthStar Healthcare Income, Inc.)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offsetoff, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 2 contracts
Sources: Change in Control Severance Agreement (Trans Energy Inc), Change in Control Severance Agreement (Trans Energy Inc)
Full Settlement. The Except as set forth in this Agreement, the Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any without limitation, set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Vice President or others., except to the extent any amounts are due the Company or its subsidiaries or affiliates pursuant to a judgment against the Vice
Appears in 2 contracts
Sources: Severance Agreement (Carmax Inc), Severance Agreement (Carmax Inc)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against Senior Officer or others whether by reason of the Executive subsequent employment of Senior Officer or othersotherwise.
Appears in 2 contracts
Sources: Employment Continuation Agreement (Protective Life Corp), Employment Continuation Agreement (Protective Life Corp)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 2 contracts
Sources: Employment Agreement (Innovative Solutions & Support Inc), Employment Agreement (Healthtrac Inc)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 2 contracts
Sources: Employment Agreement (Interline Brands, Inc./De), Employment Agreement (Interline Brands, Inc./De)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers whether by reason of the subsequent employment of the Executive or otherwise.
Appears in 2 contracts
Sources: Employment Agreement (Protective Life Corp), Key Executive Employment Protection Agreement (Uslife Corp)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, off counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Sources: Severance Protection Agreement (Axsys Technologies Inc)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offset‑off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.or
Appears in 1 contract
Sources: Change of Control Employment Agreement (Webster Financial Corp)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-set off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers whether by reason of the subsequent employment of the Executive or otherwise.
Appears in 1 contract
Sources: Employment Continuation Agreement (Alabama National Bancorporation)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which that the Company may have against the Executive or others, whether by reason of the subsequent employment of the Executive or otherwise.
Appears in 1 contract
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.others whether by reason of the subsequent employment of the Executive or otherwise. 11
Appears in 1 contract
Sources: Key Executive Employment Protection Agreement (Uslife Corp)
Full Settlement. The Except as provided in this Agreement, the Company’s obligation to make the payments provided for in this Agreement in, and otherwise to perform its is obligations hereunder under, this Agreement shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, ; defense or other claim, right or action which that the Company may have against the Executive you or others. In no event shall you be obligated to seek other employment or take any other action to mitigate the amounts payable to you under any of the provisions of this Agreement and such amount shall not be reduced, regardless of whether you obtain other employment.
Appears in 1 contract
Full Settlement. The Company’s 's obligation to make the payments --------------- provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Except as set forth in this Agreement, the Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any including, without limitation, set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others, except to the extent any amounts are due the Company or its subsidiaries pursuant to a judgment against the Executive.
Appears in 1 contract
Sources: Executive Employment Agreement (Barry R G Corp /Oh/)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.,
Appears in 1 contract
Sources: Severance Protection Agreement (Axsys Technologies Inc)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others., except as 12
Appears in 1 contract
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and herein and. otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others., other than for the repayment of any debt owed the Company which is in default or to receive reimbursement of funds determined to have been taken through malfeasance. In no event shall the Executive be obligated to seek other employment or take any
Appears in 1 contract
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offset‑off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Sources: Change in Control Employment Agreement (PPG Industries Inc)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement in, and otherwise to perform its obligations hereunder under, this Agreement shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which that the Company may have against the Executive ▇▇. ▇▇▇▇▇▇▇▇ or others. In no event shall ▇▇. ▇▇▇▇▇▇▇▇ be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to ▇▇. ▇▇▇▇▇▇▇▇ under any of the provisions of this Agreement.
Appears in 1 contract
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.others whether by reason of the subsequent employment of the Executive or otherwise. 9
Appears in 1 contract
Sources: Key Executive Employment Protection Agreement (Uslife Corp)
Full Settlement. The Except as otherwise provided by Section 6 of this Agreement, the Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company or any of its affiliates may have against the Executive Employee or others.
Appears in 1 contract
Sources: Executive Employment Agreement (SKYX Platforms Corp.)
Full Settlement. The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against Officer or others whether by reason of the Executive subsequent employment of Officer or othersotherwise.
Appears in 1 contract
Sources: Employment Continuation Agreement (Protective Life Corp)
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offsetoff, counterclaim, recoupment, defense, recoupment, mitigation or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.may
Appears in 1 contract
Full Settlement. The Company’s 's obligation to make the payments provided for in this Agreement in, and otherwise to perform its obligations hereunder under, this Agreement shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which that the Company may have against the Executive Consultant or others. The amounts payable by the Company under this Agreement shall not be offset or reduced by any amounts otherwise receivable by the Consultant from any source.
Appears in 1 contract
Full Settlement. The Company’s obligation 's obligations to make the payments --------------- provided for in this Agreement and otherwise to perform its their obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others. Any claim which the Company may have against Executive, whether for a breach of this Agreement or otherwise, shall be brought in a separate action or proceeding and not as part of any action or proceeding brought by Executive to enforce any rights against the Company under this Agreement.
Appears in 1 contract
Full Settlement. The Company’s Companies’ obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company Companies may have against the Executive O’Neil or others.
Appears in 1 contract