Common use of Assignment; Successors and Assigns, etc Clause in Contracts

Assignment; Successors and Assigns, etc. (a) This Agreement is personal to the Employee and shall not be assignable by the Employee without the prior written consent of the Bank, other than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Employee’s legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Bank and its successors and permitted assigns. (c) The Bank may not assign this Agreement or any interest herein without the prior written consent of the Employee and, without such consent, any attempted transfer or assignment shall be null and void and of no effect; provided, however, that the Bank shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Bank expressly to assume and to agree to perform this Agreement in the same manner and to the same extent that the Bank would have been required to perform it if no such succession had taken place. As used in this Agreement, “the Bank” shall mean both the Bank and the Company, as defined above, and any successor that assumes and agrees to perform this Agreement, by operation of law or otherwise.

Assignment; Successors and Assigns, etc. (a) This Agreement is personal to the Employee and shall not be assignable by the Employee Executive and, without the prior written consent of the Company or the Bank, other shall not be assignable by the Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the EmployeeExecutive’s legal representatives. (b) This Agreement shall inure to the benefit of and be binding upon the Company and the Bank and its their successors and permitted assigns. (c) The Company and the Bank may not assign this Agreement or any interest herein without the prior written consent of the Employee and, Executive and without such consent, consent any attempted transfer or assignment shall be null and void and of no effect; provided, however, that the Company and the Bank shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company or the Bank expressly to assume and to agree to perform this Agreement in the same manner and to the same extent that the Company and the Bank would have been required to perform it if no such succession had taken place. As used in this Agreement, “the Company” and “the Bank” shall mean both each of the Bank Company and the CompanyBank, as defined above, and any successor that assumes and agrees to perform this Agreement, by operation of law or otherwise.