Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the Company" for the purposes of this Agreement).
Appears in 9 contracts
Samples: Employment Agreement (Pillowtex Corp), Employment Agreement (Pillowtex Corp), Employment Agreement (Pillowtex Corp)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons Person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 5 contracts
Samples: Director and Officer Indemnification Agreement (Autoliv Inc), Director and Officer Indemnification Agreement (Veoneer, Inc.), Director and Officer Indemnification Agreement (Veoneer, Inc.)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business and/or assets of the Company, to expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or business and/or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed the "the Company" for the purposes of this Agreement). This Agreement shall not otherwise be assignable, transferable or delegable by the Company.
Appears in 5 contracts
Samples: Change in Control Agreement (Consolidated Graphics Inc /Tx/), Change in Control Agreement (Consolidated Graphics Inc /Tx/), Change in Control Agreement (Consolidated Graphics Inc /Tx/)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business and/or assets of the Company, by agreement in form and substance satisfactory to the Executive, expressly to assume and agree to perform this Agreement in and each of the same manner and to the same extent the Company would be required to perform if no such succession had taken placeCompany's obligations hereunder. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor of or to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or business and/or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed the "the Company" for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 5 contracts
Samples: Employment Continuation Agreement (Citicasters Inc), Employment Continuation Agreement (Citicasters Inc), Employment Continuation Agreement (Jacor Communications Inc)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegatable by the Company.
Appears in 5 contracts
Samples: Officer Indemnification Agreement (Michaels Stores Inc), Director Indemnification Agreement (Agl Resources Inc), Director and Officer Indemnification Agreement (Asbury Automotive Group Inc)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business and/or assets of the Company, to expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or business and/or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed "the “Company" ” for the purposes of this Agreement). This Agreement shall not otherwise be assignable, transferable or delegable by the Company.
Appears in 5 contracts
Samples: Change in Control Agreement (Consolidated Graphics Inc /Tx/), Change in Control Agreement (Consolidated Graphics Inc /Tx/), Change of Control Agreement (Tandy Brands Accessories Inc)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of Company, by agreement in form and substance reasonably satisfactory to Executive, expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by Company.
Appears in 5 contracts
Samples: Severance Agreement (Sherwin Williams Co), Severance Agreement (Sherwin Williams Co), Severance Agreement (Sherwin Williams Co)
Successors and Binding Agreement. (a) 3.1 The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed the "the Company" for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by the Company.
Appears in 4 contracts
Samples: Staar Surgical Company Severance Agreement (Staar Surgical Co), Staar Surgical Company Change in Control Agreement (Staar Surgical Co), Change in Control Agreement (Staar Surgical Co)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business and/or assets of the Company, to expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or business and/or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement). This Agreement will not otherwise be assignable, transferable or delegable by the Company.
Appears in 3 contracts
Samples: Change of Control Agreement (Chaparral Steel CO), Change of Control/Severance Agreement (Chaparral Steel CO), Change of Control/Severance Agreement (Chaparral Steel CO)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons Person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 3 contracts
Samples: Indemnification Agreement (Paradyne Networks Inc), Indemnification Agreement (Datastream Systems Inc), Director Indemnification Agreement (Paradyne Networks Inc)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) expressly to all or substantially all of the business or assets of the Company to assume and agree to and perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed the "the Company" for the purposes of this Agreement), but shall not otherwise be assignable or delegatable by the Company.
Appears in 2 contracts
Samples: Indemnification Agreement (Asbury Automotive Group Inc), Indemnification Agreement (Asbury Automotive Group Inc)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the Company" for the purposes of this Agreement).
Appears in 2 contracts
Samples: Employment and Release Agreement for Employees (Loewen Group Inc), Employment and Release Agreement (Loewen Group Inc)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by the Company.
Appears in 2 contracts
Samples: Employment Agreement (Dana Holding Corp), Unisys Corp
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegatable by the Company.
Appears in 2 contracts
Samples: Director and Officer Indemnification Agreement (Nii Holdings Inc), Director and Officer Indemnification Agreement (Nii Holdings Inc)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed "the “Company" ” for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by the Company.
Appears in 2 contracts
Samples: Severance Agreement (Bridgepoint Education Inc), Severance Agreement (Bridgepoint Education Inc)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company, by agreement in form and substance reasonably satisfactory to the Executive, expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by the Company.
Appears in 2 contracts
Samples: Change of Control Agreement (Fogo De Chao, Inc.), Change in Control Agreement (Abm Industries Inc /De/)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company, by agreement in form and substance satisfactory to the Executive, expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed the "the Company" for the purposes of this Agreement).
Appears in 1 contract
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company, by agreement in form and substance satisfactory to Indemnitee, in consultation with his or her counsel, expressly to assume and agree to perform this Agreement in the same manner and to the same fullest extent the Company would be required to perform if no such succession had taken placepermitted by law. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 1 contract
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business and/or assets of the Company, by agreement in form and substance satisfactory to the Executive, expressly to assume and agree to perform this Agreement in and each of the same manner and to the same extent the Company would be required to perform if no such succession had taken placeCompany’s obligations hereunder. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor of or to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses or business and/or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 1 contract
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons Person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed the "the Company" for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 1 contract
Samples: Director Indemnification Agreement (Adams Respiratory Therapeutics, Inc.)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons Person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegatable by the Company.
Appears in 1 contract
Samples: Indemnification Agreement (Keryx Biopharmaceuticals Inc)
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but will not otherwise be assignable or delegatable by the Company.
Appears in 1 contract
Samples: Director and Officer Indemnification Agreement (Diamond S Shipping Group, Inc.)
Successors and Binding Agreement. (a) The Company will shall require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company, by agreement in form and substance satisfactory to Indemnitee and his or her counsel, expressly to assume and agree to perform this Agreement in the same manner and to the same fullest extent the Company would be required to perform if no such succession had taken placepermitted by law. This Agreement will shall be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons person acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will thereafter be deemed "the “Company" ” for the purposes of this Agreement), but shall not otherwise be assignable or delegable by the Company.
Appears in 1 contract
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including without limitation any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed the "the Company" for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by the Company.
Appears in 1 contract
Successors and Binding Agreement. (a) The Company will require any successor to all or substantially all of the businesses or assets of the Company (whether direct or indirect, by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise) to all or substantially all of the business or assets of the Company, by agreement, expressly to assume and agree to perform this Agreement in the same manner and to the same extent the Company would be required to perform if no such succession had taken place. This Agreement will be binding upon and inure to the benefit of the Company and any successor to the Company, including including, without limitation limitation, any persons acquiring directly or indirectly all or substantially all of the businesses business or assets of the Company whether by purchase, merger, consolidation, reorganization, confirmed reorganization plan or otherwise (and such successor will shall thereafter be deemed "the “Company" ” for the purposes of this Agreement), but will not otherwise be assignable, transferable or delegable by the Company.
Appears in 1 contract
