Common use of Effect of Transaction Clause in Contracts

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 4 contracts

Samples: Merger Agreement (Tarantella Inc), Merger Agreement (NMS Communications Corp), Merger Agreement (Harmonic Inc)

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Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits (including with regard to Company Options) except as required under Section 411(d)(3) of the Code.

Appears in 2 contracts

Samples: Merger Agreement (Advanced Digital Information Corp), Merger Agreement (Quantum Corp /De/)

Effect of Transaction. Neither the execution and delivery of this Agreement Agreement, nor the consummation of the transactions contemplated hereby Transactions (alone or in connection with additional or subsequent events) or any termination of employment or service in connection therewith therewith, will (i) result in any payment (including severance, golden parachute, bonus or otherwise), ) becoming due to any Business Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code, in each case except as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Iridex Corp), Asset Purchase Agreement (Iridex Corp)

Effect of Transaction. Neither the The execution and delivery of this Agreement nor and the consummation of the Acquisition and other transactions contemplated hereby herein (either alone or in connection with the occurrence of any additional or subsequent events) or any termination of employment or service in connection therewith will (i) not result in or entitle any Employee to any payment (including severance, golden parachute, bonus bonus, or otherwise), becoming due to any Employeeacceleration, (ii) result in any forgiveness of indebtedness, (iii) materially vesting, distribution, increase any in compensation or benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits obligation to fund benefits, except as required under Section 411(d)(3) of the Code.

Appears in 2 contracts

Samples: Unit Purchase Agreement, Unit Purchase Agreement (Apptio Inc)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), ) becoming due to any Employeeemployee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (TRxADE HEALTH, INC), Membership Interest Purchase Agreement (TRxADE HEALTH, INC)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employeeemployee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company Target or any Subsidiary of its subsidiaries or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Sigmatel Inc), Agreement and Plan of Merger (Intellisync Corp)

Effect of Transaction. Neither Except as set forth on Schedule 3.12(i), neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), ) becoming due to any Employeeemployee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Stock Purchase Agreement (theMaven, Inc.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtednessIndebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits benefits, except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Fusion-Io, Inc.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby (either alone or in connection with any other event, including any termination of employment or service in connection therewith service) will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any current or former Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Harmonic Inc)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby (alone or in connection with additional or subsequent events) or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary Company, or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Purchase Agreement (eHealth, Inc.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby (either alone or in combination with any termination of employment or service in connection therewith service) will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any EmployeeEmployee (an “Employee Payment”), (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Draft Agreement (Aruba Networks, Inc.)

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Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary of its Subsidiaries or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (Align Technology Inc)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtednessindebtedness to any Employee, (iii) materially increase any benefits otherwise payable by the Company or to any Subsidiary Employee or (iv) result in the acceleration of the time of payment or vesting of any such benefits benefits, except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (Omniture, Inc.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (Foxhollow Technologies, Inc.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), ) becoming due to any Employee, (ii) result in any forgiveness of indebtednessIndebtedness of any Employee, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (API Technologies Corp.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will will, as applicable, (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employeeemployee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary Tower or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (American Oil & Gas Inc)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), becoming due to any Employeeemployee, (ii) result in any forgiveness of indebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary ERISA Affiliate or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (Neah Power Systems, Inc.)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby or any termination of employment or service in connection therewith will (i) result in any payment (including severance, golden parachute, bonus or otherwise), ) becoming due to any Employee, (ii) result in any forgiveness of indebtednessIndebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary of its subsidiaries or (iv) result in the acceleration of the time of payment or vesting of any such benefits except as required under Section 411(d)(3) of the Code.

Appears in 1 contract

Samples: Merger Agreement (Linkedin Corp)

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