Common use of TERMINATION BY THE COMPANY FOLLOWING CHANGE OF CONTROL Clause in Contracts

TERMINATION BY THE COMPANY FOLLOWING CHANGE OF CONTROL. In the event of a Change of Control (as defined below) of the Company, the Company shall require any Successor (as defined below) to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform if the Change of Control had not occurred. Notwithstanding the assumption of this Agreement by the Successor, and its agreement to perform the duties and obligations of the Company hereunder, the Company shall remain jointly liable with the Successor with respect to any breach of such duties and obligations. As used herein, a “Change of Control” of the Company shall mean the acquisition by a “Successor,” whether directly or indirectly, by purchase, merger, consolidation or otherwise, of all or substantially all of the common stock, business and/or assets of such Company; provided, however, that a Change of Control shall not be deemed to have occurred as a result of an increased ownership interest of the Company by GIANT GROUP, LTD., or any of their respective affiliates, or a transfer of any such ownership interests by any such entity to any of its affiliates.