Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no amount or benefit shall be payable under this Agreement unless there shall have been a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 7 contracts
Samples: Agreement (Haverty Furniture Companies Inc), Agreement (Haverty Furniture Companies Inc), Agreement (Haverty Furniture Companies Inc)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's ’s covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 hereof Payments and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreementherein. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no amount or benefit No Severance Payments shall be payable under this Agreement unless there shall have been a termination of the Executive's ’s employment during the Initial Term by the Company without Cause or by the Executive with Good Reason or unless there shall have been (or, under the terms of the second sentence of Section 6.1 hereof, there shall be deemed to have been) a termination of the Executive’s employment with the Company following and within two years after a Change in ControlControl and during the Term. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 4 contracts
Samples: Change in Control/Severance Agreement (Guaranty Financial Group Inc.), Change in Control/Severance Agreement (Guaranty Financial Group Inc.), Change in Control/Severance Agreement (Guaranty Financial Group Inc.)
Company's Covenants Summarized. In order to To induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" Payments described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of in Section 6.01 9.1 hereof or the last sentence of Section 9.01 6.2 hereof, no amount or benefit shall be payable under this Agreement unless there shall have been (or, pursuant to Section 6.1 hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 4 contracts
Samples: Severance Agreement (Systems & Computer Technology Corp), Severance Agreement (Systems & Computer Technology Corp), Severance Agreement (Systems & Computer Technology Corp)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 3 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 hereof Payments and the other payments and benefits described herein in the event the Executive's employment with the Company is (or, under the terms of the second sentence of Section 6.1 hereof, is deemed to have been) terminated following a Change in Control and during the term of this Agreement. Except as provided by in the second first sentence of Section 6.01 6.2(A) hereof or the last sentence of and Section 9.01 9.1 hereof, no amount or benefit shall be payable under this Agreement Agree- ment unless there shall have been (or, under the terms of the second sentence of Section 6.1 hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in ControlControl and during the Term of this Agreement. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive Execu- tive shall not have any right to be retained in the employ of the Company. 3.
Appears in 4 contracts
Samples: Agreement This Agreement (Orange & Rockland Utilities Inc), Agreement This Agreement (Orange & Rockland Utilities Inc), Agreement This Agreement (Orange & Rockland Utilities Inc)
Company's Covenants Summarized. In order to induce the Executive to ------------------------------ remain in the employ of the Company or the Bank and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" Payments described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company or the Bank is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no No amount or benefit shall be payable under this Agreement unless there shall have been (or, under the terms hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company or the Bank following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment andemployment, and except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the CompanyCompany or the Bank.
Appears in 3 contracts
Samples: Agreement (Bankboston Corp), Agreement (Bankboston Corp), Agreement (Bank of Boston Corp)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 4.0 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no No amount or benefit shall be payable under this Agreement unless there shall have been (or, under the terms hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment prior to the date of a Change in Control and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 3 contracts
Samples: Control Agreement (Evci Career Colleges Inc), Control Agreement (Picturetel Corp), Chief Executive Officer Change in Control Agreement (Educational Video Conferencing Inc)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 6.1 hereof or the last sentence of Section 9.01 9.1 hereof, no amount or benefit shall be payable under this Agreement unless there shall have been a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 3 contracts
Samples: Change in Control Agreement (New York State Electric & Gas Corp), Severance Agreement (Energy East Corp), Form of Severance Agreement (New York State Electric & Gas Corp)
Company's Covenants Summarized. In order to describe the amount and circumstances under which Executive will receive benefits under the Plan and this Agreement and to induce the Executive to remain in the employ of the Company and its Affiliates and in consideration of the Executive's covenants as set forth in Section 4 hereofof this Agreement, the Company agrees, under the conditions described hereinin this Agreement, to pay the Executive the "Severance Payments" described in severance payments determined pursuant to Section 6.01 hereof 6 of this Agreement and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following for certain reasons after a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no No amount or benefit shall be payable under this Agreement unless there shall have been (or, under the terms of this Agreement, there shall be deemed to have been) a termination of the Executive's employment with the Company and all its Affiliates following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive Company and the CompanyExecutive, the Executive shall not have any right to be retained in the employ of the CompanyCompany or any of its Affiliates.
Appears in 2 contracts
Samples: Agreement (Crestar Financial Corp), Executive Severance Plan Agreement (Suntrust Banks Inc)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during dining the term of this Agreement. Except as provided by the second sentence of Section 6.01 6.1 hereof or the last sentence of Section 9.01 9.1 hereof, no amount or benefit shall be payable under this Agreement unless there shall have been a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 1 contract
Samples: Agreement (Energy East Corp)
Company's Covenants Summarized. In order to To induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" Payments described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of in Section 6.01 hereof or the last sentence of Section 9.01 9.1 hereof, no amount or benefit shall be payable under this Agreement unless there shall have been (or, pursuant to Section 6.1 hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 1 contract
Samples: Severance Agreement (Systems & Computer Technology Corp)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" Payments described in Section 6.01 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of in Section 6.01 9.01 hereof or the last sentence of Section 9.01 6.02 hereof, no amount or benefit shall be payable under this Agreement unless there shall have been (or, pursuant to Section 6.01 hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express ex- press or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 1 contract
Samples: Severance Agreement (Lukens Inc)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 6.1 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control or a Major Transaction and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no No amount or benefit shall be payable under this Agreement unless there shall have been (or, under the terms hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in ControlControl or a Major Transaction. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 1 contract
Samples: Employment Agreement (Northwestern Public Service Co)
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and its subsidiaries and in consideration of the Executive's covenants 2 2 set forth in Section 4 5 hereof, the Company agrees, under subject to the terms and conditions described hereinhereof, to pay (or cause an employing subsidiary to pay) the Executive the "Severance Payments" described in Section 6.01 4.01 hereof and the other payments and benefits described herein in the event the Executive's employment with the Company and its subsidiaries is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no No amount or benefit shall be payable under this Agreement unless there shall have been a termination of the Executive's employment with the Company following a Change and its subsidiaries, as described in ControlSection 4.01 hereof. This Agreement shall not be construed as creating an express or implied contract of employment employment, and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the CompanyCompany or any of its subsidiaries.
Appears in 1 contract
Company's Covenants Summarized. In order to induce the Executive to remain in the employ of the Company and in consideration of the Executive's covenants set forth in Section 4 hereof, the Company agrees, under the conditions described herein, to pay the Executive the "Severance Payments" described in Section 6.01 7(a) hereof and the other payments and benefits described herein in the event the Executive's employment with the Company is terminated following a Change in Control and during the term of this Agreement. Except as provided by the second sentence of Section 6.01 hereof or the last sentence of Section 9.01 hereof, no No amount or benefit shall be payable under this Agreement unless there shall have been (or, under the terms hereof, there shall be deemed to have been) a termination of the Executive's employment with the Company following a Change in Control. This Agreement shall not be construed as creating an express or implied contract of employment and, except as otherwise agreed in writing between the Executive and the Company, the Executive shall not have any right to be retained in the employ of the Company.
Appears in 1 contract
Samples: Agreement (Houghton Mifflin Co)