The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, Executive’s consent will not be required in connection therewith.
Appears in 32 contracts
Samples: Employment Agreement (AdaptHealth Corp.), Employment Agreement (Essent Group Ltd.), Employment Agreement (Essent Group Ltd.)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstancesdivision or subsidiary, as applicable, without Executive’s consent will not be required in connection therewithconsent.
Appears in 29 contracts
Samples: Execution Version (SeaWorld Entertainment, Inc.), Employment Agreement (Blue Water Vaccines Inc.), Employment Agreement (Kodiak Gas Services, Inc.)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, obligations or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, delayed or conditioned), to a person or entity other than an affiliate or parent entity of the Company, or their respective successors or assigns; provided, however, that that, in the event of a the merger, consolidation, transfer or sale of all or substantially all of the assets of the Company with or to any direct other individual or indirect division or subsidiary thereof entity, this Agreement shall, subject to which Executive’s employment primarily relatesthe provisions hereof, be binding upon and inure to the benefit of such successor and such successor shall discharge and perform all the promises, covenants, duties and obligations of the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assetshereunder, it being agreed that in such circumstances, Executive’s the consent will of Executive shall not be required in connection therewith.
Appears in 22 contracts
Samples: Employment and Severance Agreement (Inogen Inc), Employment and Severance Agreement (Inogen Inc), Employment and Severance Agreement (Inogen Inc)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executivethe Employee’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
Appears in 15 contracts
Samples: Employment Agreement (Clovis Oncology, Inc.), Employment Agreement (Clovis Oncology, Inc.), Employment Agreement (Hampshire Group LTD)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may will provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, Executive’s consent will not be required in connection therewith.
Appears in 15 contracts
Samples: Change in Control (Empire State Realty Trust, Inc.), Employment Agreement (Empire State Realty OP, L.P.), Change in Control Severance Agreement (Empire State Realty Trust, Inc.)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relatesCompany, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
Appears in 4 contracts
Samples: Employment Agreement (Fairpoint Communications Inc), Employment Agreement, Employment Agreement (Interactive Data Corp/Ma/)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may shall provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, Executive’s consent will not be required in connection therewith.
Appears in 4 contracts
Samples: Employment Agreement (AssetMark Financial Holdings, Inc.), Employment Agreement (AssetMark Financial Holdings, Inc.), Employment Agreement (AssetMark Financial Holdings, Inc.)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror acquirer of such assets, it being agreed that in such circumstancesdivision or subsidiary, as applicable, without Executive’s consent will not be required in connection therewithconsent.
Appears in 3 contracts
Samples: Executive Employment Agreement (Chewy, Inc.), Executive Employment Agreement (Chewy, Inc.), Executive Employment Agreement (Chewy, Inc.)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither Except as expressly contemplated in the introductory clauses of this Agreement, neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned)consent; provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstancesdivision or subsidiary, as applicable, without Executive’s consent will not be required in connection therewithconsent.
Appears in 2 contracts
Samples: Employment Agreement (MP Materials Corp. / DE), Employment Agreement (MP Materials Corp. / DE)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which ExecutiveEmployee’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
Appears in 2 contracts
Samples: Employment Agreement (CrowdStrike Holdings, Inc.), Employment Agreement (CrowdStrike Holdings, Inc.)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another financially responsible member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executivethe Employee’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
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The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstancesdivision or subsidiary, as applicable, without Executive’s consent will not be required in connection therewithconsent.
Appears in 1 contract
Samples: Employment Agreement (Certara, Inc.)
The Company. This Agreement shall inure to the benefit of of, and be binding upon, the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executivethe Employee’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
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The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s Employee's prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relatesCompany, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, Executive’s Employee's consent will not be required in connection therewith.
Appears in 1 contract
Samples: Employment Agreement (Fairpoint Communications Inc)
The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned)consent; provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executivethe Employee’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
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The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may provide that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, Executive’s consent will not be required in connection therewith.. (b)
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The Company. This Agreement shall inure to the benefit of the Company and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without ExecutiveEmployee’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executivethe Employee’s employment primarily relates, the Company may provide shall require that this Agreement will be assigned to, and assumed by, the acquiror of such assets, it being agreed that in such circumstances, ExecutiveEmployee’s consent will not be required in connection therewith.
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The Company. This Agreement shall inure to the benefit of the Company (for the avoidance of doubt, both the Corporation and the LLC) and its respective successors and assigns. Neither this Agreement nor any of the rights, obligations, or interests arising hereunder may be assigned by the Company to a Person (other than another member of the Company Group, or its or their respective successors) without Executive’s prior written consent (which shall not be unreasonably withheld, delayed, or conditioned); provided, however, that in the event of a merger, consolidation, or other similar corporate transaction involving the Company, or a sale of all or substantially all of the assets of the Company or any direct or indirect division or subsidiary thereof to which Executive’s employment primarily relates, the Company may shall provide that this Agreement will be assigned to, and assumed by, the successor to the Company or the acquiror of such assets, division, or subsidiary, as applicable, it being agreed that in such circumstances, Executive’s consent will not be required in connection therewith.
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