Compensation Contracts. Parent shall, or shall cause the Surviving Corporation to, assume and honor the obligations of the Company and its Subsidiaries under all employment, severance, consulting and other compensation contracts, arrangements, commitments or understandings ("Compensation Contracts"), in accordance with their terms, as disclosed in Section 5.6 of the Company Disclosure Schedule, each as amended to the date hereof or as contemplated hereby. Parent hereby acknowledges that the Merger will constitute a "Change in Control" for purposes of all Compensation Contracts and Employee Plans, if applicable. The provisions of this Section 5.6(d) are intended to be for the benefit of, and shall be enforceable by, each person who is a party to, a participant in or a beneficiary of any Employee Plan, contract, arrangement, commitment or understanding referred to in Section 5.6(d).
Compensation Contracts. Xacord shall assume and honor the obligations of Empire under all employment, severance, consulting and other compensation contracts, arrangements, commitments or understandings in accordance with their terms as set forth in Schedule 2.9.
Compensation Contracts. Acquiror shall assume and honor the obligations of the Company and its subsidiaries under all employment, severance, consulting, retirement and other compensation contracts, arrangements, commitments or understandings, in accordance with their terms, as disclosed in Section 8.8(d) of the Company Disclosure Schedule. Acquiror hereby acknowledges that the Merger will constitute a "Change in Control" in accordance with the provisions of the Company Plans listed in Section 5.10(d) of the Company Disclosure Schedule. Acquiror agrees, after consummation of the Merger, to pay all amounts provided under such Company Plans and agreements as a result of a change in control of the Company, as applicable, in accordance with their respective terms, and to honor all rights, privileges and modifications to or with respect to any such Company Plans or agreements which become effective as a result of such change in control. (e)The Company shall take all actions necessary to amend the terms of the Company Stock Option Plans to eliminate the cash settlement of options granted thereunder as a result of or in connection with the Merger and to provide that any such right shall be settled in stock with a fair market value equal to the cash that would otherwise have been payable thereunder. The Company will use all reasonable efforts to obtain the consent of certain holders of options granted under the Company Stock Option Plans to the foregoing treatment of such cash settlement right.
Compensation Contracts. Acquiror shall assume and honor the obligations of the Company and its subsidiaries under all employment, severance, consulting, retirement and other compensation contracts, arrangements, commitments or understandings, in accordance with their terms, as disclosed in Section 8.8(d) of the Company Disclosure Schedule. Acquiror hereby acknowledges that the Merger will constitute a "Change in Control" in accordance with the provisions of the Company Plans listed in Section 5.10(d) of the Company Disclosure Schedule. Acquiror agrees, after consummation of the Merger, to pay all amounts provided under such Company Plans and agreements as a result of a change in control of the Company, as applicable, in accordance with their respective terms, and to honor all rights, privileges and modifications to or with respect to any such Company Plans or agreements which become effective as a result of such change in control.
Compensation Contracts. 5.6(d) Confidentiality Agreement.................................................5.3b control..................................................................10.
Compensation Contracts. 46 Section 6.14
Compensation Contracts. Xando shall, or shall cause the Surviving Corporation to, assume and honor the obligations of Cosi under all employment, severance, consulting and other compensation contracts, arrangements, commitments or understandings ("Compensation Contracts"), in accordance with their terms, as disclosed in the Cosi Disclosure Letter.
