Superseding Agreement definition

Superseding Agreement means the Adobe Systems Incorporated Executive Severance Plan in the Event of a Change of Control and/or the individual written retention agreement in effect on the Grant Date between the Company and the Participant, to the extent applicable to the Participant.
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Superseding Agreement means the Adobe Systems Incorporated Executive Severance Plan in the Event of a Change in Control or any successor plan or agreement in which the Participant is a participant or to which the Participant is a party (in each such instance, the “Severance Plan”), or any agreement to which the Participant is a party which, by its existence alone, prevents the Participant from being eligible to participate in the Severance Plan. The terms and conditions of any such Superseding Agreement shall, notwithstanding any provision of this Option Agreement to the contrary, supersede any inconsistent term or condition set forth in this Option Agreement to the extent intended by such Superseding Agreement.
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Superseding Agreement. The terms of the Severance Plan and any employment agreement or severance plan adopted by the Board after the Date of Grant in which Participant agrees to participate in shall be deemed a Superseding Agreement, and the terms set forth in such Superseding Agreement shall supersede and replace the defined terms set forth in this Award Agreement. Notwithstanding the foregoing, a Superseding Agreement cannot impair the rights of any Participant under an outstanding Award Agreement, unless mutually agreed otherwise between the Participant and the Administrator, which agreement must be in writing and signed by the Participant and the Company. By Participant’s signature and the signature of the Company’s representative below, Participant and the Company agree that this RSU governed by the terms and conditions this Award Agreement, including the Terms and Conditions of Incentive Award Restricted Stock Unit Agreement, attached hereto as Exhibit A, the Plan, and by each Superseding Agreement, all of which are made a part of this document. Participant has reviewed this Award Agreement, the Plan and the Severance Plan in their entirety, and has had an opportunity to obtain the advice of counsel prior to executing this Award Agreement and fully understands all provisions of the Award Agreement and the Severance Plan. Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions relating to the Award Agreement, the Plan or the Severance Plan. Participant further agrees to notify the Company upon any change in the residence address indicated below. PARTICIPANT ORGANOVO HOLDINGS, INC. /s/ Xxxxxx X. Xxxxxx, M.D. /s/ Xxxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, M.D. Xxxxxx X. Xxxxxx, Chief Executive Officer EXHIBIT A ORGANOVO HOLDINGS, INC. TERMS AND CONDITIONS OF INCENTIVE AWARD RESTRICTED STOCK UNIT AGREEMENT
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Examples of Superseding Agreement in a sentence

  • The Grant Notice, this Agreement and the Plan, together with the Superseding Agreement, if any, shall constitute the entire understanding and agreement of the Participant and the Participating Company Group with respect to the subject matter contained herein or therein and supersede any prior agreements, understandings, restrictions, representations, or warranties among the Participant and the Participating Company Group with respect to such subject matter.

  • Except to the extent otherwise provided by the Superseding Agreement, if any, in the event that the Participant’s Service terminates for any reason or no reason, with or without cause, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination, Vested Units (“Unvested Units”), and the Participant shall not be entitled to any payment therefor (the “Company Reacquisition Right”).

  • The Grant Notice, this Option Agreement and the Plan, together with the Superseding Agreement, if any, shall constitute the entire understanding and agreement of the Participant and the Participating Company Group with respect to the subject matter contained herein and supersede any prior agreements, understandings, restrictions, representations, or warranties among the Participant and the Participating Company Group with respect to such subject matter.

  • The Grant Notice, this Option Agreement and the Plan, together with any the Superseding Agreement, if any, shall constitute the entire understanding and agreement of the Participant and the Participating Company Group with respect to the subject matter contained herein and supersede any prior agreements, understandings, restrictions, representations, or warranties among the Participant and the Participating Company Group with respect to such subject matter.

  • The Actual Award shall be subject to vesting in accordance with the Vesting Schedule set forth on the Grant Notice, subject to such acceleration as provided in Section 1(a)(ii) or 1(d) of this Award Agreement or a Superseding Agreement, as applicable.

  • The Notice of Grant, this Agreement and the Plan, together with the Superseding Agreement, if any, shall constitute the entire understanding and agreement of the Participant and the Participating Company Group with respect to the subject matter contained herein or therein and supersede any prior agreements, understandings, restrictions, representations, or warranties among the Participant and the Participating Company Group with respect to such subject matter.

  • No member of the Administrator will be personally liable for any action, determination or interpretation made in good faith with respect to this Award Agreement, the Plan, the Severance Plan or a Superseding Agreement.

  • Superseding Agreement: None By their signatures below or by electronic acceptance or authentication in a form authorized by the Company, the Company and the Participant agree that the Award is governed by this Grant Notice and by the provisions of the Restricted Stock Units Agreement and the Plan, both of which are made a part of this document, and by the Superseding Agreement, if any.

  • Subject to the Severance Plan and any other Superseding Agreement, unless otherwise defined herein, the defined terms used in this Award Agreement shall have the same meanings as the defined terms under the Plan.

  • The Notice of Grant, this Option Agreement and the Plan, together with the Superseding Agreement, if any, shall constitute the entire understanding and agreement of the Participant and the Participating Company Group with respect to the subject matter contained herein and supersede any prior agreements, understandings, restrictions, representations, or warranties among the Participant and the Participating Company Group with respect to such subject matter.


More Definitions of Superseding Agreement

Superseding Agreement. [None] [Name of applicable agreement] The terms and conditions of the foregoing Superseding Agreement (if any) to which the Participant is a party shall, notwithstanding any provision of the Restricted Stock Agreement to the contrary, supersede any inconsistent term or condition set forth in the Restricted Stock Agreement to the extent intended by such Superseding Agreement. By their signatures below or by electronic acceptance or authentication in a form authorized by the Company, the Company and the Participant agree that the Award is governed by this Grant Notice and by the provisions of the Plan and the Restricted Stock Agreement, both of which are made part of this document. The Participant represents that the Participant has read and is familiar with the provisions of the Plan and the Restricted Stock Agreement, and hereby accepts the Award subject to all of their terms and conditions. THE ACTIVE NETWORK, INC. PARTICIPANT By: [officer name] Signature [officer title] Date Address: Address
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Superseding Agreement. SELECT: [None] or [Trident Microsystems, Inc. Executive Retention and Severance Plan, as amended from time to time] By their signatures below or by electronic acceptance or authentication in a form authorized by the Company, the Company and the Participant agree that the Award is governed by this Grant Notice, the Relative Total Stockholder Return Performance Share Agreement and by the provisions of the Plan, both of which are made a part of this document. The Participant acknowledges that copies of the Plan, Relative Total Stockholder Return Performance Share Agreement and the prospectus for the Plan are available on the Company’s internal web site or by accessing the Trident Microsystems, Inc. employee stock plans page on the E*TRADE web site and may be viewed and printed by the Participant for attachment to the Participant’s copy of this Grant Notice. The Participant represents that the Participant has read and is familiar with the provisions of the Plan and the Total Stockholder Return Performance Share Agreement, and hereby accepts the Award subject to all of their terms and conditions. TRIDENT MICROSYSTEMS, INC. PARTICIPANT By: Xxxxx X. Xxxxxxxxx Signature Executive VP, General Counsel & Corporate Secretary Date Address: 0000 Xxxxx Xxxx Sunnyvale, California 94086 Address ATTACHMENTS: Appendix A — Illustration of Relative Return Factor and Resulting Number of Earned Performance Shares Appendix B — Illustration of Computation of Earned Performance Shares 2010 Equity Incentive Plan, as amended to the Date of Grant Relative Total Stockholder Return Performance Share Agreement (for U.S. Participant) Plan Prospectus APPENDIX A ILLUSTRATION OF RELATIVE RETURN FACTOR AND RESULTING NUMBER OF EARNED UNITS Earned Performance Shares Relative Return (Per 1,000 Target Company Percentile Rank Factor Performance Shares) Maximum 75% - 100 % 200.0000 % 2,000 70 % 180.0000 % 1,800 65 % 160.0000 % 1,600 60 % 140.0000 % 1,400 55 % 120.0000 % 1,200 54 % 116.0000 % 1,160 53 % 112.0000 % 1,120 52 % 108.0000 % 1,080 51 % 104.0000 % 1,040 Target 50 % 100.0000 % 1,000 49 % 95.0000 % 950 48 % 90.0000 % 900 47 % 85.0000 % 850 46 % 80.0000 % 800 45 % 75.0000 % 750 Threshold 40 % 50.0000 % 500 0% - <40 % 0.00 % 0 APPENDIX B ILLUSTRATION OF CALCULATION OF EARNED PERFORMANCE SHARES PER 1,000 TARGET PERFORMANCE SHARES Assumes Company Total Stockholder Return results in a hypothetical Percentile Rank of 67.0000% Assumptions: TRID: Average Per Share Closing Price (beginning 60 day per...
Sample 1
Superseding Agreement. [None] [Name of applicable agreement] The terms and conditions of the foregoing Superseding Agreement (if any) to which the Participant is a party shall, notwithstanding any provision of the Option Agreement to the contrary, supersede any inconsistent term or condition set forth in the Option Agreement to the extent intended by such Superseding Agreement. By their signatures below or by electronic acceptance or authentication in a form authorized by the Company, the Company and the Participant agree that the Option is governed by this Grant Notice and by the provisions of the Plan and the Option Agreement, both of which are made a part of this document. The Participant represents that the Participant has read and is familiar with the provisions of the Plan and the Option Agreement, and hereby accepts the Option subject to all of their terms and conditions. SELECTICA, INC. PARTICIPANT By: [officer name] Signature [officer title] Date Address: Address
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Superseding Agreement means the agreement for acquisition of the Tenements made between the parties and signed on 1st of July 2018. Statement means, for a Quarter, a statement setting out in reasonable detail:
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Superseding Agreement. [None] [Title and Date of Employment Agreement] The terms and conditions of the Superseding Agreement shall, notwithstanding any provision of the Restricted Stock Units Agreement to the contrary, supersede any inconsistent term or condition set forth in the Restricted Stock Units Agreement to the extent intended by such Superseding Agreement. By their signatures below or by electronic acceptance or authentication in a form authorized by the Company, the Company and the Participant agree that the Award is governed by this Grant Notice and by the provisions of the Plan and the Restricted Stock Units Agreement, both of which are made a part of this document. The Participant represents that the Participant has read and is familiar with the provisions of the Plan and Restricted Stock Units Agreement, and hereby accepts the Award subject to all of their terms and conditions. SELECTICA, INC. PARTICIPANT By: [officer name] Signature [officer title] Date Address: Address
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Superseding Agreement. The terms of the Severance Plan and any employment agreement or severance plan adopted by the Board after the Date of Grant in which Participant agrees to participate in shall be deemed a Superseding Agreement, and the terms set forth in such Superseding Agreement shall supersede and replace the defined terms set forth in this Award Agreement. Notwithstanding the foregoing, a Superseding Agreement cannot impair the rights of any Participant under an outstanding Award Agreement, unless mutually agreed otherwise between the Participant and the Administrator, which agreement must be in writing and signed by the Participant and the Company.
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Related to Superseding Agreement

  • Amending Agreement means the Agreement of which a copy is set out in the Third Schedule to the Iron Ore (Hamersley Range) Agreement Xxx 0000 (which Agreement was approved by the Iron Ore (Hamersley Range) Agreement Act Amendment Act 1968);

  • Existing Agreement has the meaning set forth in the recitals hereto.

  • Netting agreement means a netting agreement, master netting agreement or other similar document having the same effect as a netting agreement or master netting agreement and, as applicable, any collateral annex, security agreement or other similar document related to any master netting agreement or Permitted Contract.

  • the Agreement means the agreement of which a copy is set out in the First Schedule, and, if that agreement is added to or varied or any of its provisions are cancelled, in accordance with the provisions thereof, includes the agreement as so altered from time to time;

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Existing Agreements means the [*****].

  • representation agreement means the written agreement between a money transfer service provider and a representative of the money transfer service provider that states the terms on which the representative offers the money transfer service within Australia;

  • Letter of Intent means the intimation by a letter / email / fax to the bidder that the tender has been accepted in accordance with provision contained in that letter. The responsibility of the contractor commences from the date of issue of this letter and all the terms and conditions of contract are applicable from this date.

  • WTO Agreement means the Agreement Establishing the World Trade Organization, done at Marrakesh on 15 April 1994.

  • Seller's Agreement An agreement for the origination and sale of Mortgage Loans generally in the form of the Seller Contract referred to or contained in the Program Guide, or in such other form as has been approved by the Master Servicer and the Company, each containing representations and warranties in respect of one or more Mortgage Loans consistent in all material respects with those set forth in the Program Guide.

  • Previous Agreement has the meaning assigned to such term in the Recitals.

  • Letter of Intent (LOI means an intimation by a letter to Bidder that their Tender has been accepted in accordance with the provisions contained in the letter and hence to take preparatory steps and compliance of formalities to commence the work from the date desired by Owner.

  • Original Agreement has the meaning set forth in the recitals.

  • Appendices has the meaning ascribed to it in the recitals to the Agreement.

  • Confidentiality Agreement has the meaning set forth in Section 6.3.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Entire Agreement This Agreement, including the Enrollment form and/or Welcome letter and your Contract Summary, constitute the entire Agreement and understanding between you and XOOM with respect to its subject matter and superseding all prior written and oral Agreements and representations made with respect to the subject matter.

  • Reconstitution Agreement An agreement or agreements entered into by the Company and the Purchaser and/or certain third parties in connection with a Reconstitution with respect to any or all of the Mortgage Loans serviced under the Agreement. Regulation AB: Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time. Securities Act: The Securities Act of 1933, as amended.

  • Hire Agreement means every agreement between Access and the Hirer for the hire of Equipment (whether signed or not) including a Hire Docket, all of which will be deemed to include:

  • Alliance Agreement has the meaning given to such term in paragraph 11.2 of Schedule 13 (Information and Industry Initiatives);

  • Factoring Agreement means an agreement by and between a Borrower or a Subsidiary of a Borrower and a Factoring Company pursuant to which a Borrower or such Subsidiary shall, pursuant to customary terms for the size and type of transaction involved, sell, transfer and assign its rights, title and interests in certain accounts receivable, specifically identified therein, to a Factoring Company.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means:

  • Connection Agreement means an agreement entered into between a distributor and a person connected to its distribution system that delineates the conditions of the connection and delivery of electricity to or from that connection;

  • Substitution Agreement means the substitution agreement, substantially in the form set forth in the Schedules as entered into/ proposed to be entered into between the Authority, Developer, and the Lenders in relation to the substitution of the Developer with the Nominated Company in accordance with the Agreement;

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Exhibits means the several exhibits referred to and identified in this Agreement.