Common use of Effect of Acquisition Clause in Contracts

Effect of Acquisition. The consummation of the transactions contemplated by this Agreement will not (i) entitle any current or former employee or other service provider of Sellers, any subsidiary or any ERISA Affiliate of the Company to severance benefits or any other payment (including, without limitation, unemployment compensation, golden parachute, bonus or benefits under any Sellers Employee Plan), except as expressly provided in this Agreement or (ii) accelerate the time of payment or vesting of any such benefits or increase the amount of compensation due any such employee or service provider. No benefit payable or which may become payable by Sellers pursuant to any Sellers Employee Plan or as a result of or arising under this Agreement shall constitute an “excess parachute payment” (as defined in Section 280G(b)(1) of the Code) which is subject to the imposition of an excise Tax under Section 4999 of the Code or the deduction for which would be disallowed by reason of Section 280G of the Code. Each Sellers Employee Plan can be amended, terminated or otherwise discontinued after the Closing in accordance with its terms, without material liability to Purchaser, as the case may be, or Sellers (other than ordinary administration expenses typically incurred in a termination event).

Effect of Acquisition. The consummation of the transactions contemplated by this Agreement will not (i) entitle any current or former employee or other service provider of SellersSeller, any subsidiary or any ERISA Affiliate of the Company to severance benefits or any other payment (including, without limitation, unemployment compensation, golden parachute, bonus or benefits under any Sellers Seller Employee Plan), except as expressly provided in this Agreement or (ii) accelerate the time of payment or vesting of any such benefits or increase the amount of compensation due any such employee or service provider. No benefit payable or which may become payable by Sellers Seller pursuant to any Sellers Seller Employee Plan or as a result of or arising under this Agreement shall constitute an “"excess parachute payment” " (as defined in Section 280G(b)(1) of the Code) which is subject to the imposition of an excise Tax under Section 4999 of the Code or the deduction for which would be disallowed by reason of Section 280G of the Code. Each Sellers Seller Employee Plan can be amended, terminated or otherwise discontinued after the Closing in accordance with its terms, without material liability to Parent and/or Purchaser, as the case may be, or Sellers Seller (other than ordinary administration expenses typically incurred in a termination event).