Company Control Group definition
Examples of Company Control Group in a sentence
For a period of six years following the Separation Date, each member of the Company Control Group shall include the Executive as a named insured in any director or officer liability insurance on terms provided to then current directors and executive officers of such entity generally if this may be done at no additional cost.
Facsimile Number: (▇▇▇) ▇▇▇-▇▇▇▇ If to Company: Control Group Ltd.
Purchaser may, but is not obligated to, send a Claim Notice to Company and the Member Representative between the date hereof and the Closing that Purchaser has reason to believe that a Breach has occurred with respect to one or more of the representations, warranties or covenants of the Company Control Group, or any member thereof, under this Agreement.
The Company will take or cause to be taken such actions as are necessary for the members of the Company Control Group to authorize, approve and take and/or carry out the actions by members of the Company Control Group contemplated by this Agreement.
The Noncompetition Period shall be automatically extended with respect to any member of the Company Control Group who has Breached, or attempted to Breach, any of the covenants set forth in Sections 11.1 or 11.6 by a period of time equal to the period of time during which such member of the Company Control Group Breached, or attempted to Breach, Sections 11.1 or 11.6.
This section is not intended to prevent any member of the Company Control Group from making honest and accurate statements in the course of completing their duties on behalf of Company.
This Agreement shall be binding upon and inure to the benefit of the Parties (and, in the case of the Company, each member of the Company Control Group) and their respective heirs, administrators, representatives, executors, successors and assigns.
None of the parties may assign or otherwise transfer or delegate any of their respective rights, duties or obligations under this Agreement without the prior written consent of the other parties; provided, however, that Purchaser, without the consent of any member of the Company Control Group, shall be permitted to pledge or assign any or all of Purchaser’s rights hereunder to any Affiliate of Purchaser.
Nothing in this Agreement shall be construed as an admission of liability by Executive, any member of the Company Control Group, or any of the Released Parties; rather, Executive, the Company Control Group and the Released Parties are resolving all matters arising out of their employer-employee relationship and all other relationships between Executive, the Company Control Group, and the Released Parties, as to which the Released Parties, the Company, the Company and Executive each deny any liability.
The existing rights of the Executive with regard to indemnification, advancement of expenses and exculpation from liability of the Executive from entities other than the Company Control Group are unaffected by this Agreement.