Common use of Change of Control Payments Clause in Contracts

Change of Control Payments. Schedule 4.23 sets forth each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationship) to current or former officers or employees of or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangement.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Brightcove Inc), Merger Agreement (Athenahealth Inc)

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Change of Control Payments. Schedule 4.23 4.15 sets forth (i) each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers officers, directors or employees Employees of or consultants to the Company Seller or any current or former members of the Company Board Insignia Subsidiary as a result of or in connection with the Merger Transaction or any the Transaction Documents and (ii) a summary of the other transactions contemplated by this Agreement as well as the nature and amounts that may become payable under pursuant to each such plan, agreement or arrangement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Insignia Solutions PLC), Asset Purchase Agreement (Smith Micro Software Inc)

Change of Control Payments. Schedule 4.23 2.18 sets forth each plan, plan or -------------------------- agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers officers, directors or employees of or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangementMerger.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Inktomi Corp), Agreement and Plan of Reorganization (Inktomi Corp)

Change of Control Payments. Schedule 4.23 2.17 sets forth (i) each plan, plan or agreement of the Company or arrangement any of its Subsidiaries pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers or employees Employees of or consultants to the Company or any current or former members of the Company Board its Subsidiaries as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as or the Related Agreements and (ii) a summary of the nature and amounts that may become payable under pursuant to each such plan, agreement plan or arrangementagreement.

Appears in 1 contract

Samples: Merger Agreement (Harris Stratex Networks, Inc.)

Change of Control Payments. Schedule 4.23 4.24 sets forth each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationship) to current or former officers or employees of or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Irobot Corp)

Change of Control Payments. Schedule 4.23 2.16 sets forth each plan, agreement Contract or arrangement of the Company pursuant to which any amounts may become (including securities) are payable (whether currently or in the future or in connection with a termination including upon any future end of employment or cessation of a service relationshipemployment) to current Company Personnel or former officers or employees of or consultants to the Company or any current or former members of the Company Board other Persons as a result of or in connection with the Merger or any consummation of the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangementMerger.

Appears in 1 contract

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

Change of Control Payments. Schedule 4.23 3.18 sets forth forth, as of the date hereof, (i) each plan, plan or agreement or arrangement of the Company pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current Employees of the Company, or former officers any consultant, adviser or employees of or consultants contractor to the Company or any current or former members of the Company Board Company, solely as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as or the Related Agreements and (ii) a summary of the nature and amounts that may become payable under pursuant to each such plan, plan or agreement or arrangementthereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AVG Technologies N.V.)

Change of Control Payments. Schedule 4.23 3.17 sets forth each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers officers, directors or employees Employees of or consultants to the Company or any current or former members of the Company Board Subsidiary as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as or the amounts payable under each such plan, agreement or arrangementRelated Agreements.

Appears in 1 contract

Samples: Merger Agreement (Citrix Systems Inc)

Change of Control Payments. Schedule 4.23 4.22 sets forth each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationship) to current or former officers or employees of or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangement.

Appears in 1 contract

Samples: Merger Agreement (Irobot Corp)

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Change of Control Payments. Schedule 4.23 3.17 sets forth each plan, agreement or arrangement (whether written or oral) pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers or employees of or consultants to the Company or any current or former members of the Company Board Employee as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as or the amounts payable under each such plan, agreement or arrangementRelated Agreements.

Appears in 1 contract

Samples: Merger Agreement (Citrix Systems Inc)

Change of Control Payments. Schedule 4.23 3.24 sets forth each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationship) to current or former officers or employees of or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger Transaction or any of the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Brightcove Inc)

Change of Control Payments. Schedule 4.23 sets forth each plan, agreement or arrangement pursuant to which any amounts may become payable (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers officers, directors or employees Employees of or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement or the Transaction Documents as well as the amounts payable under each such plan, agreement or arrangement.

Appears in 1 contract

Samples: Merger Agreement (NMS Communications Corp)

Change of Control Payments. Schedule 4.23 2.17 sets forth (i) each plan, agreement or arrangement pursuant to which any cash amounts may become payable (whether currently or in the future or in connection with a termination including upon any future end of employment or cessation of a service relationshipemployment) to current or former officers or employees of or consultants to the Company or any current or former members Employees of the Company Board as a result of or in connection with the Merger or any of the other transactions contemplated by this Agreement as well as or the other Transaction Agreements, and (ii) a summary of the nature and amounts that may become payable under pursuant to each such plan, agreement or arrangement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Entrust Inc)

Change of Control Payments. Schedule 4.23 3.17 sets forth each plan, plan or agreement or arrangement pursuant to which any amounts may become payable in cash or otherwise (whether currently or in the future or in connection with a termination of employment or cessation of a service relationshipfuture) to current or former officers or officers, directors, employees of of, or consultants to the Company or any current or former members of the Company Board as a result of or in connection with the Merger Share Purchase, including any amount payable (contingent or any of otherwise) under the other transactions contemplated by this Agreement as well as the amounts payable under each such plan, agreement or arrangementEmployee Agreements.

Appears in 1 contract

Samples: Share Purchase Agreement (Pc Tel Inc)

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