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 (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 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: Merger Agreement, Merger Agreement (Salesforce Com Inc)

AutoNDA by SimpleDocs

Effect of Transaction. Neither Except as contemplated by this Agreement, neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will (either alone or in connection with upon the occurrence of any 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 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 2 contracts

Samples: Merger Agreement (Compuware Corp), Stock Purchase Agreement (Compuware Corp)

Effect of Transaction. Neither Except as contemplated by this Agreement, neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby of will (either alone or in connection with upon the occurrence of any 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 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 2 contracts

Samples: Merger Agreement (Altiris Inc), Agreement and Plan of Merger (Compuware Corp)

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 or Subsidiary, (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, or (v) increase the cost to the Company or any Subsidiary or impose a loss to any Employee under any Company Employee Plan (including but not limited to as a result of the termination of any Company Employee Plan following the Closing).

Appears in 1 contract

Samples: Merger Agreement (F5 Networks Inc)

Effect of Transaction. Neither Except as provided in Section 2.11 or in Schedule 3.23(i), 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 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 1 contract

Samples: Agreement and Plan of Reorganization (Sigmatel Inc)

Effect of Transaction. Neither Except as specifically contemplated by this Agreement, 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 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 1 contract

Samples: Merger Agreement (Green Dot Corp)

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 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 (Electronic Arts 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 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 (Salesforce Com Inc)

Effect of Transaction. Neither Except as contemplated by this Agreement, neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will (either alone or in connection with upon the occurrence of any 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 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 (Aptalis Holdings Inc.)

Effect of Transaction. Neither Except as contemplated by this Agreement, neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will (either alone or in connection with upon the occurrence of any 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 indebtednessIndebtedness, (iii) materially increase any benefits otherwise payable by the Company or any Subsidiary or ERISA Affiliate, (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 CodeCode or (v) entitle any director, employee or consultant to give notice of termination or treat himself as being released from any obligation.

Appears in 1 contract

Samples: Share Purchase Agreement (Omniture, Inc.)

AutoNDA by SimpleDocs

Effect of Transaction. Neither None of the execution and delivery of this Agreement nor Agreement, the consummation of the transactions Asset Purchase or any other transaction contemplated hereby (alone or in connection with additional or subsequent events) or any termination of employment or service in connection therewith will or subsequent thereto will, individually or together with the occurrence of some other event, (i) result in any payment (including severance, unemployment compensation, golden parachute, bonus or otherwise), ) becoming due to any EmployeePerson, (ii) result in any forgiveness of indebtedness, (iii) materially increase or otherwise enhance any benefits otherwise payable by the Company or any Subsidiary or Sellers, (iviii) 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, (iv) increase the amount of compensation due to any Person, or (v) result in the forgiveness in whole or in part of any outstanding loans made by any Seller to any Person.

Appears in 1 contract

Samples: Asset Purchase Agreement (Idx Systems Corp)

Effect of Transaction. Neither Except as contemplated by this Agreement, neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby of will (either alone or in connection with upon the occurrence of any 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 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 (Altiris 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 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 (Square, 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 additional any other event, contingent or subsequent eventsotherwise) 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 Company, (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 CodeCode or (v) result in any increase in or obligation to fund benefits with respect to any Employee.

Appears in 1 contract

Samples: Merger Agreement (Actividentity Corp)

Effect of Transaction. Neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will (either alone or in connection with upon the occurrence of any 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 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 (Sensei Biotherapeutics, Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!