Common use of Assumption by Successor Clause in Contracts

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the “Company” shall mean the Company as hereinbefore defined and any successor to its business or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 31 contracts

Samples: Sponsoring Agreement (LKQ Corp), Change of Control Agreement (LKQ Corp), Change of Control Agreement (LKQ Corp)

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Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Agreement, the “Company” shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations this Agreement by operation of law or otherwise.

Appears in 8 contracts

Samples: Retention Agreement (Adobe Systems Inc), Employment Agreement (Kv Pharmaceutical Co /De/), Employment Agreement (Kv Pharmaceutical Co /De/)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Agreement, the “Companycompany” shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations this Agreement by operation of law or otherwise.

Appears in 6 contracts

Samples: Change in Control Agreement (Tarantella Inc), Change in Control Agreement (Tarantella Inc), Change in Control Agreement (Tarantella Inc)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its the obligations under this Agreement Plan in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Section 7.7, the “Company” shall mean include the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its the obligations arising under this Plan by operation of law or otherwise.

Appears in 3 contracts

Samples: Agreement and General Release (Sourcefire Inc), Agreement and General Release (Sourcefire Inc), Agreement and General Release (Sourcefire Inc)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; providedPROVIDED, howeverHOWEVER, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Agreement, the "Company" shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations this Agreement by operation of law or otherwise.

Appears in 3 contracts

Samples: Retention Agreement (Apple Computer Inc), Retention Agreement (Apple Computer Inc), Retention Agreement (Adobe Systems Inc)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the “Company” shall mean the Company as hereinbefore previously defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 1 contract

Samples: Retention Agreement (Bedford Property Investors Inc/Md)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree in writing, with a copy to Executive, to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Agreement, the "Company" shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations this Agreement by operation of law or otherwise.

Appears in 1 contract

Samples: Employment Agreement (Olympic Entertainment Group Inc /Nv/)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; providedPROVIDED, howeverHOWEVER, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the “Company” "COMPANY" shall mean the Company as hereinbefore defined and any successor to its business or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 1 contract

Samples: Waddell & Reed Financial Inc

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its the obligations under this Agreement Plan in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, howeverhowever , that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Section 9, the "Company" shall mean include the Company as hereinbefore defined in Section 1.10 and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its the obligations arising under this Plan by operation of law or otherwise.. 9.2

Appears in 1 contract

Samples: Executive Employment Agreement (Dana Holding Corp)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the "Company" shall mean the Company as hereinbefore previously defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 1 contract

Samples: Bedford Property Investors Inc/Md

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Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; providedPROVIDED, howeverHOWEVER, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the “Company” "COMPANY" shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 1 contract

Samples: Retention Agreement (Cornerstone Properties Inc)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of Executive Retention Plan the business or assets of the Company expressly to assume and to agree to perform its the obligations under this Agreement Plan in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Section 7.7, the “Company” shall mean include the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its the obligations arising under this Plan by operation of law or otherwise.

Appears in 1 contract

Samples: Agreement and General Release (Sourcefire Inc)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Agreement, the “Company” shall mean the Company as hereinbefore defined and any successor to its -6- business or and/or assets as aforesaid which assumes and agrees to perform its obligations this Agreement by operation of law or otherwise.. (b)

Appears in 1 contract

Samples: www.sec.gov

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations it if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used hereinin this Agreement, the “Company” "company" shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations this Agreement by operation of law or otherwise.

Appears in 1 contract

Samples: Control Agreement (Santa Cruz Operation Inc)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the "Company" shall mean the Company as hereinbefore defined and any successor to its business or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 1 contract

Samples: Waiver and General Release Agreement (Advance America, Cash Advance Centers, Inc.)

Assumption by Successor. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform its obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform such obligations if no such succession had taken place; provided, however, that no such assumption shall relieve the Company of its obligations hereunder. As used herein, the “Company” Company shall mean the Company as hereinbefore defined and any successor to its business or and/or assets as aforesaid which assumes and agrees to perform its obligations by operation of law or otherwise.

Appears in 1 contract

Samples: Bedford Property Investors Inc/Md

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