Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 6 contracts
Samples: Severance Agreement (Farmer Brothers Co), Severance Agreement (Farmer Brothers Co), Severance Agreement (FTS International, Inc.)
Company’s Successors. The Company will require any Any successor (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation, or otherwise) to all or substantially all of the Company’s business and/or assets of the Companyassets, to expressly assume and agree shall be obligated to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken place. As used it in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions absence of this Agreement by operation of lawa succession.
Appears in 5 contracts
Samples: Change in Control Agreement (Molina Healthcare Inc), Change in Control Agreement (Molina Healthcare Inc), Change in Control Agreement (Molina Healthcare Inc)
Company’s Successors. The Company will require any Any successor (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation, or otherwise) to all or substantially all of the Company's business and/or assets of the Companyassets, to expressly assume and agree shall be obligated to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken place. As used it in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions absence of this Agreement by operation of lawa succession.
Appears in 4 contracts
Samples: Control Agreement, Change in Control Agreement (Molina Healthcare Inc), Change in Control Agreement (Molina Healthcare Inc)
Company’s Successors. The Company will require any Any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the Company’s business and/or assets of the Company(whether direct or indirect and whether by purchase, to expressly assume and agree lease, merger, consolidation, liquidation or otherwise), shall be obligated to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken place. As used it in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions absence of this Agreement by operation of lawa succession.
Appears in 4 contracts
Samples: Acceleration Agreement (PDF Solutions Inc), Acceleration Agreement (Ess Technology Inc), Acceleration Agreement (Ess Technology Inc)
Company’s Successors. The Any successor to the Company will require any successor (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation or otherwise) to all or substantially all of the Company’s business and/or assets of shall assume the Company, to expressly assume obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken place. As used obligations in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions absence of this Agreement by operation of lawa succession.
Appears in 3 contracts
Samples: Change of Control Agreement (Pro Dex Inc), Change of Control Agreement (Pro Dex Inc), Change of Control Agreement (Pro Dex Inc)
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 86, Company "Company" includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 3 contracts
Company’s Successors. The Company will shall require any successor (whether direct or indirect, indirect and whether by purchase, merger, consolidation consolidation, liquidation, or otherwise) to all or substantially all of the Company’s business and/or assets of the Company, to assume this Agreement and to agree expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken placeit in the absence of a succession. As used in For all purposes under this Section 8Agreement, Company includes the term “Company” shall include any successor to its the Company’s business or and/or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.. (b)
Appears in 3 contracts
Samples: Control Agreement (Arcutis Biotherapeutics, Inc.), Control Agreement (Arcutis Biotherapeutics, Inc.), Smither Cic Agreement (Arcutis Biotherapeutics, Inc.)
Company’s Successors. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all the business of the business and/or assets of the Company, Company to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 3 contracts
Samples: Agreement (American Science & Engineering, Inc.), Agreement (American Science & Engineering, Inc.), Agreement (American Science & Engineering Inc)
Company’s Successors. The Any successor to the Company will require any successor (whether direct or indirect, indirect and whether by purchase, merger, consolidation consolidation, liquidation or otherwise) to all or substantially all of the Company’s business and/or assets of (a “Successor Company”) shall assume the Company, to expressly assume obligations under this Agreement and agree expressly to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken placeobligations in the absence of a succession. As used in For all purposes under this Section 8Agreement, Company includes the term “Company” shall include any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of lawSuccessor Company.
Appears in 3 contracts
Samples: Change of Control Agreement (Seattle Genetics Inc /Wa), Change of Control Agreement (Seattle Genetics Inc /Wa), Change of Control Agreement (Seattle Genetics Inc /Wa)
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 810, Company "Company" includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 2 contracts
Samples: Restricted Stock Agreement (Cray Inc), Director Restricted Stock Agreement (Cray Inc)
Company’s Successors. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation consolidation, reorganization or otherwise) to all or substantially all of the business and/or or assets of the Company, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 8, ; provided that no such express agreement should be required to the extent such obligation continues with the Company includes any or its successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 2 contracts
Samples: Employment Agreement (Susser Holdings CORP), Employment Agreement (Susser Holdings CORP)
Company’s Successors. The Company will shall require any successor (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation or otherwise) to all or substantially all of the Company's business and/or assets and each entity that, directly or indirectly, becomes a parent corporation of the Company, by an agreement in substance and form satisfactory to the Employee, to assume this Agreement and to agree expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no it in the absence of a succession. The Company's failure to obtain such succession had taken place. As used in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.agreement prior
Appears in 2 contracts
Samples: Employment Agreement (Health Systems International Inc), Employment Agreement (Health Systems International Inc)
Company’s Successors. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or or assets of the Company, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 8Agreement, Company "Company" includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 2 contracts
Samples: Severance Agreement (Silicon Image Inc), Severance Agreement (Silicon Image Inc)
Company’s Successors. The Company will 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 CompanyCompany and/or the Partnership, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 87, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Samples: Change of Control Agreement (Memorial Production Partners LP)
Company’s Successors. The Company will shall require any successor (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation or otherwise) to all or substantially all of the Company’s business and/or assets of assets, by an agreement in substance and form satisfactory to the CompanyExecutive, to assume this Agreement and to agree expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken place. As used in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.GDSVF&H\836780.1
Appears in 1 contract
Samples: Change of Control (Synacor, Inc.)
Company’s Successors. The Company will shall require any successor (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation or otherwise) to all or substantially all of the Company’s business and/or assets of the Company, to assume this Agreement and to agree expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no it in the absence of such succession had taken placea succession. As used in For all purposes under this Section 8Agreement, Company includes the term “Company” shall include any successor to its the Company’s business or and/or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of lawAgreement.
Appears in 1 contract
Samples: Equity Vesting Acceleration Agreement (Accolade, Inc.)
Company’s Successors. The Company will shall require any successor and assigns (whether direct or indirect, indirect and whether by purchase, lease, merger, consolidation consolidation, liquidation or otherwise) to all or substantially all of the Company's business and/or assets of assets, by an agreement in substance and form satisfactory to the CompanyExecutive, to assume this Agreement and to agree expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that as the Company would be required to perform if no such succession had taken place. As used it in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions absence of this Agreement by operation of lawa succession.
Appears in 1 contract
Company’s Successors. The Company will 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, by agreement to expressly expressly, absolutely and unconditionally assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.Tier II Agreement
Appears in 1 contract
Company’s Successors. The Company will 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, Company to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 811, the Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Samples: Executive Employment Agreement (Mesa Laboratories Inc /Co)
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 810, Company “Company” includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 87, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement Agreement, or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Samples: Atec Change in Control Agreement (Alphatec Holdings, Inc.)
Company’s Successors. The Company will 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, by agreement to expressly expressly, absolutely and unconditionally assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 8, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.required
Appears in 1 contract
Samples: Change of Control Severance Agreement (Supervalu Inc)
Company’s Successors. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation consolidation, or otherwise) to all or substantially all of the business and/or assets of the Company, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 810, Company “Company” includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Samples: Employment Continuation Agreement (Silicon Graphics Inc)
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 810, Company includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 87, Company "Company" includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Company’s Successors. The Company will 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, to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place. As used in this Section 8, Company “Company” includes any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions of this Agreement by operation of law.
Appears in 1 contract
Samples: Cray Inc
Company’s Successors. The Company will 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, Company to expressly assume and agree to perform the obligations under this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Section 8, Failure of the Company includes to obtain such assumption and agreement prior to the effectiveness of any successor to its business or assets as aforesaid which executes and delivers this Agreement or which otherwise becomes bound by all the terms and provisions such succession shall be a breach of this Agreement by operation of law.this
Appears in 1 contract
