Common use of Successors; Binding Agreement Clause in Contracts

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “

Appears in 24 contracts

Samples: Employment Agreement (Royal Bancshares of Pennsylvania Inc), Separation Agreement and General Release (Citizens & Northern Corp), Separation Agreement and General Release (Citizens & Northern Corp)

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Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 15 contracts

Samples: Employment Agreement (Fidelity D & D Bancorp Inc), Employment Agreement (Franklin Financial Services Corp /Pa/), Employment Agreement (Franklin Financial Services Corp /Pa/)

Successors; Binding Agreement. (a) The Corporation and the Bank will shall require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this AgreementUnless expressly provided otherwise, “Corporation” as used herein shall mean the Corporation as defined in this Agreement and any successor to its business and/or assets as aforesaid.

Appears in 13 contracts

Samples: Retention Agreement (Hansen Medical Inc), Retention Agreement (Hansen Medical Inc), Retention Agreement (Hansen Medical Inc)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement. As used in this Agreement, “Corporation” and “

Appears in 13 contracts

Samples: Separation Agreement and General Release (CCFNB Bancorp Inc), Employment Agreement (CCFNB Bancorp Inc), Separation Agreement and General Release (CCFNB Bancorp Inc)

Successors; Binding Agreement. (a) The Corporation and the Bank will shall require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business and/or assets of Bank, and in the Corporation and/or case of an acquisition of Bank in which the corporate existence of Bank continues, the ultimate parent company following such acquisition, to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “"

Appears in 13 contracts

Samples: Change in Control Severance Agreement (SBT Bancorp, Inc.), Change in Control Severance Agreement (SBT Bancorp, Inc.), Change in Control Severance Agreement (SBT Bancorp, Inc.)

Successors; Binding Agreement. (aA) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank ("successor organization") to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “"

Appears in 11 contracts

Samples: Employment Agreement (First Federal Capital Corp), Employment Agreement (First Federal Capital Corp), Employment Agreement (First Federal Capital Corp)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 3 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 8 contracts

Samples: Employment Agreement (Royal Bancshares of Pennsylvania Inc), Employment Agreement (Royal Bancshares of Pennsylvania Inc), Employment Agreement (Royal Bancshares of Pennsylvania Inc)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “"

Appears in 7 contracts

Samples: Employment Agreement, Employment Agreement (Polo Ralph Lauren Corp), Employment Agreement (Polo Ralph Lauren Corp)

Successors; Binding Agreement. (a) The Corporation Corporation, and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “.

Appears in 5 contracts

Samples: Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 4 contracts

Samples: Employment Agreement (Acnb Corp), Employment Agreement (Acnb Corp), Employment Agreement (Acnb Corp)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 3 of this Agreement shall apply. As used in this Agreement, "Corporation" and "

Appears in 4 contracts

Samples: Employment Agreement (Penn Laurel Financial Corp), Employment Agreement (Union National Financial Corp / Pa), Employment Agreement (Sterling Financial Corp /Pa/)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “.

Appears in 4 contracts

Samples: Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc)

Successors; Binding Agreement. (a) The Corporation and or the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or and the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by the Corporation and the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 4 contracts

Samples: Employment Agreement (Acnb Corp), Employment Agreement (Acnb Corp), Employment Agreement (Acnb Corp)

Successors; Binding Agreement. (a) The Corporation Corporation, Bank and the Bank Agency will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the Corporation, Bank and Agency to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation Corporation, Bank and the Bank Agency would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “.

Appears in 3 contracts

Samples: Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc)

Successors; Binding Agreement. (a) The Corporation Company and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Corporation Company and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation Company and the Bank would be required to perform it if no such succession had taken place. Failure by the Company and the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a material breach of this Agreement. As used in this Agreement, “Corporation” "the Company" and the "

Appears in 3 contracts

Samples: Agreement (PSB Bancorp Inc), Agreement (PSB Bancorp Inc), Agreement (PSB Bancorp Inc)

Successors; Binding Agreement. (a) The Bank and Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Bank and Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Bank and Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Bank and Corporation to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 3 contracts

Samples: Employment Agreement (GNB Financial Services Inc), Employment Agreement (GNB Financial Services Inc), Employment Agreement (GNB Financial Services Inc)

Successors; Binding Agreement. (a) The Corporation Company and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the Company and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation Company and the Bank would be required to perform it if no such succession had taken place. Failure by Company and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 6 of this Agreement shall apply. As used in this Agreement, “CorporationCompany” and “

Appears in 3 contracts

Samples: Employment Agreement (Leesport Financial Corp), Employment Agreement (Leesport Financial Corp), Employment Agreement (Tompkins Financial Corp)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, "Corporation" and "

Appears in 2 contracts

Samples: Employment Agreement (Citizens & Northern Corp), Employment Agreement (Citizens & Northern Corp)

Successors; Binding Agreement. (a) The Corporation and or the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or and the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by the Corporation and the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 2 contracts

Samples: Employment Agreement (Acnb Corp), Employment Agreement (Acnb Corp)

Successors; Binding Agreement. (a) The Corporation, Bank and Services Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation, Bank and Services Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation, Bank and Services Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “.

Appears in 2 contracts

Samples: Employment Agreement (Sun Bancorp Inc), Employment Agreement (Sun Bancorp Inc)

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Successors; Binding Agreement. (a) The Corporation Bank and the Bank will Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or Bank or the Bank Company to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation Bank and the Bank Company would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” "Bank "and "

Appears in 2 contracts

Samples: Rockville Financial Inc., Rockville Financial Inc.

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this

Appears in 1 contract

Samples: Employment Agreement (Union National Financial Corp / Pa)

Successors; Binding Agreement. (a) The Corporation and the or Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 7 of this Agreement shall apply. As used in this Agreement, “Corporation” and “

Appears in 1 contract

Samples: Employment Agreement (Acnb Corp)

Successors; Binding Agreement. (a) The Corporation and or the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or and the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in Failure by the Corporation and the Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement, “Corporation” and “

Appears in 1 contract

Samples: Agreement (Acnb Corp)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, "Corporation" and "

Appears in 1 contract

Samples: Employment Agreement (Citizens & Northern Corp)

Successors; Binding Agreement. (a) a. The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “

Appears in 1 contract

Samples: Employment Agreement (Mid Penn Bancorp Inc)

Successors; Binding Agreement. (a) The Corporation and or the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or and the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “and

Appears in 1 contract

Samples: Employment Agreement (Acnb Corp)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement and the provisions of Section 6 of this Agreement shall apply. As used in this Agreement, Agreement Corporation” and “

Appears in 1 contract

Samples: Employment Agreement (Riverview Financial Corp)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “​ ​ ​

Appears in 1 contract

Samples: Separation Agreement and General Release (Citizens & Northern Corp)

Successors; Binding Agreement. (a) The Corporation Bank and the Bank will Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the business and/or assets of the Corporation and/or Bank or the Bank Company to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation Bank and the Bank Company would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” Bank “and “

Appears in 1 contract

Samples: Control and Restrictive Covenant Agreement (Rockville Financial Inc.)

Successors; Binding Agreement. (a) The Corporation and the Bank will require any successor (whether direct or indirect, by purchase, merger, consolidation, or otherwise) to all or substantially all of the business businesses and/or assets of the Corporation and/or the and Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and the Bank would be required to perform it if no such succession had taken place. As used in Failure by Corporation and Bank to obtain such assumption and agreement prior to the effectiveness of any such succession shall constitute a breach of this Agreement, “Corporation” and “Agreement Execution Copy --------------

Appears in 1 contract

Samples: Employment Agreement (Penn Laurel Financial Corp)

Successors; Binding Agreement. (a) The Corporation and 6.1 In addition to any obligations imposed by law upon any successor to the Bank Company or the Bank, the Company or the Bank, as the case may be, will require any successor (whether direct or indirect, by purchase, merger, consolidation, consolidation or otherwise) to all or substantially all of the its business and/or assets of the Corporation and/or the Bank to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Corporation and Company or the Bank Bank, as the case may be, would be required to perform it if no such succession had taken place. As used in this Agreement, “Corporation” and “.

Appears in 1 contract

Samples: Retirement Transition Agreement (Bank of Boston Corp)

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