Contents of Agreement; Amendment and Assignment. (a) This Agreement supersedes all prior agreements, sets forth the entire understanding between the Parties hereto with respect to the subject matter hereof and cannot be changed, modified, extended or terminated except upon written amendment executed by Employee and executed on the Company’s behalf by a senior executive officer or a senior management representative having supervisory responsibility with respect to Employee and/or Board approval. The provisions of this Agreement may provide for payments to Employee under certain compensation or bonus plans under circumstances where such plans would not provide for payment thereof. It is the specific intention of the Parties that the provisions of this Agreement shall supersede any provisions to the contrary in such plans, and such plans shall be deemed to have been amended to correspond with this Agreement without further action by the Company or the Board.
Appears in 8 contracts
Samples: Change in Control Agreement (Universal Display Corp \Pa\), Change in Control Agreement (Universal Display Corp \Pa\), Change in Control Agreement (Universal Display Corp \Pa\)
Contents of Agreement; Amendment and Assignment. (a) This Agreement supersedes all prior agreements, sets forth the entire understanding between the Parties hereto with respect to the subject matter hereof and cannot be changed, modified, extended or terminated except upon written amendment executed by Employee and executed on the Company’s 's behalf by a senior executive officer or a senior management representative having supervisory responsibility with respect to Employee and/or Board approval. The provisions of this Agreement may provide for payments to Employee under certain compensation or bonus plans under circumstances where such plans would not provide for payment thereof. It is the specific intention of the Parties that the provisions of this Agreement shall supersede any provisions to the contrary in such plans, and such plans shall be deemed to have been amended to correspond with this Agreement without further action by the Company or the Board.
Appears in 4 contracts
Samples: Change in Control Agreement (Universal Display Corp \Pa\), Change in Control Agreement (Universal Display Corp \Pa\), Change in Control Agreement (Universal Display Corp \Pa\)
Contents of Agreement; Amendment and Assignment. (a) This Agreement supersedes all prior agreements, sets forth the entire understanding between the Parties hereto parties with respect to the subject matter hereof and cannot be changed, modified, extended or terminated except upon written amendment executed by the Employee and approved by the Board and executed on the Company’s 's behalf by a senior executive officer or a senior management representative having supervisory responsibility with respect to Employee and/or Board approvalthe Chairman of the Compensation Committee of the Board. The provisions of this Agreement may provide for payments to the Employee under certain compensation or bonus benefit plans or agreements under circumstances where such plans or agreements would not provide for payment thereof. It is the specific intention of the Parties parties that the provisions of this Agreement shall supersede any provisions to the contrary in such plansplans or agreements, and such plans or agreements shall be deemed to have been amended to correspond with this Agreement without further action by the Company or the Board.
Appears in 2 contracts
Samples: Severance Agreement (Cell Pathways Holdings Inc), Severance Agreement (Cell Pathways Holdings Inc)
Contents of Agreement; Amendment and Assignment. (a) This Agreement supersedes all prior agreementsagreements (including the Existing Agreement, which is hereby terminated, but not including the Employee Confidentiality Agreement and Indemnification Agreement referred to above) and sets forth the entire understanding between the Parties hereto with respect to the subject matter hereof and cannot be changed, modified, extended or terminated except upon written amendment executed by Employee Executive and executed on the Company’s behalf by a senior executive officer or a senior management representative having supervisory responsibility with respect to Employee and/or Board approvalduly authorized officer. The provisions of this Agreement may provide for payments to Employee Executive under certain compensation or bonus plans under circumstances where such plans would not provide for payment thereof. It is the specific intention of the Parties that the provisions of this Agreement shall supersede any provisions to the contrary in such plans, and such plans shall be deemed to have been amended to correspond with this Agreement without further action by the Company or the Board.
Appears in 2 contracts
Samples: Executive Severance Agreement (Cephalon Inc), Executive Severance Agreement (Cephalon Inc)