Continuity Agreement definition
Examples of Continuity Agreement in a sentence
Notwithstanding any provision of this Agreement to the contrary, if the Participant’s employment with the Company or a Dominion Company is terminated for Cause (as defined by the Employment Continuity Agreement between the Participant and the Company), the Participant will forfeit all Restricted Stock shares awarded pursuant to this Agreement.
All remaining shares of Restricted Stock will become vested upon the Participant’s involuntary termination by the Company or a Dominion Company without Cause before the Vesting Date, or upon the Participant’s Constructive Termination before the Vesting Date, as such terms are defined by the Employment Continuity Agreement between the Participant and the Company.
This Agreement contains the entire understanding between the parties hereto and supersedes in all respects any prior or other agreement or understanding between the Company or any affiliate of the Company and Executive including, without limitation, the Continuity Agreement dated as of May 12, 1999 between the Company and Executive.
Such benefits will be in addition to those provided under this Agreement; provided, however, that any benefits paid under said Management Continuity Agreement shall be reduced by amounts paid hereunder in respect of periods after Executive's termination of employment following a Change-in-Control.
If a “Change in Control” (as defined in the Change in Control Continuity Agreement, entered into by and between Capstar and Executive (the “CIC Agreement”)) occurs while Executive is employed by the Company or its Affiliates, the CIC Agreement shall supersede and replace this Agreement; provided, however, the terms of Section 8 of this Agreement shall continue to apply following such Change in Control.
Executive agrees that the previous Management Continuity Agreement entered into by Executive with Old Ralcorp is null and void and Executive releases any claims to benefits under the previous Management Continuity Agreement.
Contemporaneously with the execution of this Agreement, the Executive and the Company will enter into a Management Continuity Agreement providing benefits under certain circumstances in the event of a Change-in-Control of the Company, as defined in such Management Continuity Agreement.
No reference to this Amendment to the Continuity Agreement need be made in any instrument or document at any time referring to the Continuity Agreement, and reference to the Continuity Agreement in any of such shall be deemed to be a reference to the Continuity Agreement as amended hereby.
Executive and Employer are party to a separate agreement known as The Executive Employee Continuity Agreement (the “EECA”).
Except as specifically amended hereby, all of the terms, conditions and provisions of the Continuity Agreement shall stand and remain unchanged and in full force and effect.