Common use of Certain Agreements Affected by the Merger Clause in Contracts

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiaries, (ii) materially increase any benefits otherwise payable by Company or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 9 contracts

Samples: Agreement and Plan of Merger and Reorganization (Active Voice Corp), Agreement and Plan of Merger and Reorganization (Cisco Systems Inc), Agreement and Plan of Merger and Reorganization (E-Medsoft Com)

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Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any material payment (including, without limitation, any severance, unemployment compensation, golden parachute, parachute or bonus or otherwisepayment) becoming due to any director director, officer, agent or employee of Company or any of its subsidiariessubsidiaries or any other third party, (ii) materially increase any benefits otherwise payable by Company or any of its subsidiaries to their respective employees or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Bea Systems Inc), Agreement and Plan of Merger (Plumtree Software Inc), Agreement and Plan of Reorganization (Speedfam Ipec Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company Medicus or any of its subsidiaries, (ii) materially increase any benefits otherwise payable by Company Medicus or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Quadramed Corp), Agreement and Plan of Reorganization (Quadramed Corp), Agreement and Plan (Medicus Systems Corp /De/)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will will: (i) result in any material payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiaries, Parent; (ii) materially increase any benefits otherwise payable by Company Parent; or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (CareDx, Inc.), Agreement and Plan of Merger (CareDx, Inc.), Agreement and Plan of Merger (CareDx, Inc.)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiariesthe Company, (ii) materially increase any benefits otherwise payable by the Company to its employees, agents, consultants and directors, or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Synergy 2000 Inc), Agreement and Plan of Merger (Synergy 2000 Inc), Agreement and Plan of Merger (Change Technology Partners Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will will: (ia) result in any material payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiaries, Company; (iib) materially increase any benefits otherwise payable by Company Company; or (iiic) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (CareDx, Inc.), Agreement and Plan of Merger (CareDx, Inc.), Agreement and Plan of Merger (CareDx, Inc.)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiaries, (ii) materially increase any benefits otherwise payable by Company or (iii) result in the acceleration of the time of payment or vesting of any such benefits.or

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Endosonics Corp), Agreement and Plan of Reorganization (Endosonics Corp), Agreement and Plan of Reorganization (Cardiometrics Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiariesParent, (ii) materially increase any benefits otherwise payable by Company Parent to its employees, agents, consultants and directors, or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (American Basketball Association, Inc.), Agreement and Plan of Merger (Two Moons Kachinas Corp)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (ia) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director director, employee or employee consultant of Company Target or any of its subsidiaries, (iib) materially increase any benefits otherwise payable by Company Target or any of its subsidiaries or (iiic) result in the acceleration of the time of payment or vesting of any such benefits, except as required under Code Section 411(d)(3).

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (I2 Technologies Inc), Agreement and Plan of Reorganization (I2 Technologies Inc)

Certain Agreements Affected by the Merger. Neither the execution and ----------------------------------------- delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiariesTarget, (ii) materially increase any benefits otherwise payable by Company Target or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Kana Communications Inc), Agreement and Plan of Reorganization (Fogdog Inc)

Certain Agreements Affected by the Merger. Neither the execution and ------------------------------------------ delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any material payment (including, without limitation, any severance, unemployment compensation, golden parachute, parachute or bonus or otherwisepayment) becoming due to any director director, officer, agent or employee of the Company or any of its subsidiariesother third party, (ii) materially increase any benefits otherwise payable by the Company to its employees or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Voting Agreement (Gish Biomedical Inc)

Certain Agreements Affected by the Merger. Neither Except as expressly contemplated by this Agreement, neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company Target or any of its subsidiaries, (ii) materially increase any benefits otherwise payable by Company Target to its employees, agents, consultants and directors, or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Multex Com Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will will, either alone or upon the occurrence of further events, (i) result in any payment (including, without limitation, including severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director director, employee or employee consultant of Company or any of its subsidiariesTarget, (ii) materially increase any benefits otherwise payable by Company Target or (iii) result in the acceleration of the time of payment or vesting of any such benefitsbenefits (except as otherwise expressly provided herein).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ravisent Technologies Inc)

Certain Agreements Affected by the Merger. Neither the ----------------------------------------- execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company Xxxxxxxx.xxx or any of its subsidiariesSubsidiaries, (ii) materially increase any benefits otherwise payable by Company Xxxxxxxx.xxx, or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Loudeye Technologies Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director director, officer, agent or employee of Company Company, Jaysac or any of its subsidiariesthird party, (ii) materially increase any benefits otherwise payable by Company or Jaysac or (iii) result in the acceleration of the time of payment or vesting of any such benefitsbenefits except as required under Code Section 411(d)(3).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Essex Portfolio Lp)

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Certain Agreements Affected by the Merger. Neither the execution ------------------------------------------ and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any material payment (including, without limitation, any severance, unemployment compensation, golden parachute, parachute or bonus or otherwisepayment) becoming due to any director director, officer, agent or employee of the Company or any of its subsidiariesother third party, (ii) materially increase any benefits otherwise payable by the Company to its employees or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Cardiotech International Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company Target, or any of its subsidiaries, (ii) materially increase any benefits otherwise payable by Company Target or any Subsidiary or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Softnet Systems Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company Target or any of its subsidiaries, ; (ii) materially increase any benefits otherwise payable by Company Target; or (iii) result in the acceleration of the time of payment or vesting of any such benefitsbenefits except as required under Code Section 411(d)(3).

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Crossroads Systems Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (ia) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director director, officer, agent or employee of Company or any of its subsidiariesother third party, (iib) materially increase any benefits otherwise payable by Company or (iiic) result in the acceleration of the time of payment or vesting of any such benefitsbenefits except as required under Code Section 411(d)(3).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (PLX Technology Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiariesCompany, (ii) materially increase any benefits otherwise payable by Company Company, or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Saflink Corp)

Certain Agreements Affected by the Merger. Neither the execution ----------------------------------------- and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (ia) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company Target or any of its subsidiariesSubsidiaries, (iib) materially increase any benefits otherwise payable by Company Target, or (iiic) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Escrow Agreement (Netcentives Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiariesAcquiror, (ii) materially increase any benefits otherwise payable by Company Acquiror, or (iii) result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Paypal Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director or employee of Company or any of its subsidiariesTarget, (ii) materially increase any benefits otherwise payable by Company Target to its employees, agents, consultants and directors, or (iii) except as set forth in Schedule 2.15, result in the acceleration of the time of payment or vesting of any such benefits.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Uproar Inc)

Certain Agreements Affected by the Merger. Neither the execution and delivery of this Agreement nor the consummation of the transaction transactions contemplated hereby will (i) result in any payment (including, without limitation, severance, unemployment compensation, golden parachute, bonus or otherwise) becoming due to any director director, officer, agent or employee of Company or any of its subsidiariesother third party, (ii) materially increase any benefits otherwise payable by Company or (iii) result in the acceleration of the time of payment or vesting of any such benefitsbenefits except as required under Code Section 411(d)(3).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (PLX Technology Inc)

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