Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 14 contracts
Samples: Severance Protection Agreement (Axsys Technologies Inc), Severance Protection Agreement (Axsys Technologies Inc), Severance Protection Agreement (Axsys Technologies Inc)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Employee or others. In no event shall the Employee be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Employee under any of the provisions of this Agreement.
Appears in 8 contracts
Samples: Change in Control Employment Agreement (Glatfelter P H Co), Change in Control Employment Agreement (Glatfelter P H Co), Change in Control Employment Agreement (Glatfelter P H Co)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 8 contracts
Samples: Change of Control Agreement (Hemacare Corp /Ca/), Change of Control Agreement (Hemacare Corp /Ca/), Change in Control Agreement (Lexmark International Inc /Ky/)
Full Settlement. The Company's obligation to make the payments --------------- provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers whether by reason of the subsequent employment of the Executive or otherwise.
Appears in 7 contracts
Samples: Employment Continuation Agreement (Alabama National Bancorporation), Employment Continuation Agreement (Alabama National Bancorporation), Employment Agreement (Alabama National Bancorporation)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which that the Company may have against the Executive or others.
Appears in 6 contracts
Samples: Change in Control Employment Agreement (Grainger W W Inc), Change in Control Employment Agreement (Grainger W W Inc), Change in Control Employment Agreement (Grainger W W Inc)
Full Settlement. The Company's ’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 6 contracts
Samples: Severance Protection Agreement (Axsys Technologies Inc), Severance Protection Agreement (Axsys Technologies Inc), Severance Protection Agreement (Axsys Technologies Inc)
Full Settlement. The Company's ’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers whether by reason of the subsequent employment of Executive or otherwise.
Appears in 5 contracts
Samples: Employment Agreement (Protective Life Corp), Employment Agreement (Protective Life Corp), Employment Agreement (Protective Life Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company or Parent may have against the Executive or others.
Appears in 5 contracts
Samples: Employment Agreement (American General Corp /Tx/), Employment Agreement (American General Corp /Tx/), Employment Agreement (American International Group Inc)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Consultant, any of Consultant's Personnel or others. 12.
Appears in 4 contracts
Samples: Consulting Agreement (Arlen Corp), Consulting Agreement (Arlen Corp), Consulting Agreement (Arlen Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others, except as otherwise required by law.
Appears in 4 contracts
Samples: Change in Control Agreement (Lexmark International Inc /Ky/), Change in Control Agreement (Lexmark International Inc /Ky/), Change in Control Agreement (Lexmark International Inc /Ky/)
Full Settlement. The Company's ’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Employee or others. In no event shall the Employee be obligated to seek other amounts payable to the Employee under any of the provisions of this Agreement.
Appears in 4 contracts
Samples: Employee Retention Agreement (Hooper Holmes Inc), Employee Retention Agreement (Hooper Holmes Inc), Employee Retention Agreement (Hooper Holmes Inc)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 4 contracts
Samples: Change in Control and Severance Protection Agreement (Curtiss Wright Corp), Severance Protection Agreement (Curtiss Wright Corp), Severance Protection Agreement (Curtiss Wright Corp)
Full Settlement. The Company's ’s obligation to make or cause to be made the payments provided for in this Agreement and otherwise to perform its obligations obligation hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Consultant or others.
Appears in 4 contracts
Samples: Employment Agreement (Meridian Resource Corp), Employment Agreement (Meridian Resource Corp), Consulting Agreement (Meridian Resource Corp)
Full Settlement. The Company's ’s obligation to make the any payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers and shall be in full settlement of any liabilities and/or responsibilities with respect to Section 4999 of the Code.
Appears in 3 contracts
Samples: Tax Gross Up Payment Agreement (Tellurian Inc. /De/), Tax Gross Up Payment Agreement (EQRx, Inc.), Make Whole Agreement (MyoKardia, Inc.)
Full Settlement. The Except as set forth in this Agreement, the Company's ’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any including, without limitation, set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others, except to the extent any amounts are due the Company or its subsidiaries or affiliates pursuant to a judgment against the Executive.
Appears in 3 contracts
Samples: Executive Employment Agreement (Barry R G Corp /Oh/), Executive Employment Agreement (Barry R G Corp /Oh/), Executive Employment Agreement (Barry R G Corp /Oh/)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 3 contracts
Samples: Employment Agreement (Catellus Development Corp), Employment Agreement (Catellus Development Corp), Employment Agreement (Catellus Development Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, recoupment or other claim, right or action which the Company may have against the Executive or othersEmployee.
Appears in 3 contracts
Samples: Employment Agreement (Kellstrom Industries Inc), Employment Agreement (Kellstrom Industries Inc), Employment Agreement (Kellstrom Industries Inc)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or othersothers whether by reason of the subsequent employment of the Executive or otherwise.
Appears in 2 contracts
Samples: Employment Agreement (Protective Life Corp), Key Executive Employment Protection Agreement (Uslife Corp)
Full Settlement. The Company's ’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offsetoff, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 2 contracts
Samples: Change in Control Severance Agreement (Trans Energy Inc), Change in Control Severance Agreement (Trans Energy Inc)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 2 contracts
Samples: Employment Agreement (Continucare Corp), Employment Agreement (Continucare Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Consultant or others.
Appears in 2 contracts
Samples: Consulting Agreement (Nine West Group Inc /De), Consulting Agreement (Nine West Group Inc /De)
Full Settlement. The Company's obligation obligations to make the payments --------------- provided for in this Agreement and otherwise to perform its their obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others. Any claim which the Company may have against Executive, whether for a breach of this Agreement or otherwise, shall be brought in a separate action or proceeding and not as part of any action or proceeding brought by Executive to enforce any rights against the Company under this Agreement.
Appears in 1 contract
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.or
Appears in 1 contract
Samples: Change of Control Employment Agreement (Webster Financial Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offsetoff, counterclaim, recoupment, defense, recoupment, mitigation or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.others whether by reason of the subsequent employment of the Executive or otherwise. 11
Appears in 1 contract
Samples: Key Executive Employment Protection Agreement (Uslife Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive Employee or others. In no event shall Employee be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to Employee under any of the provisions of this Agreement and such amounts shall not be reduced whether or not Employee obtains other employment.
Appears in 1 contract
Samples: Employment Agreement (SWWT Inc)
Full Settlement. The Company's obligation to make the payments --------------- provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-offset‑off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Full Settlement. The Company's obligation obligations to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any an set-off, counterclaim, defense, recoupment, defense or other claim, right or other action which the Company may have against the Executive Employee or others.
Appears in 1 contract
Samples: Employment Agreement (Mycogen Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to including, without limitation, any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.others whether by reason of the subsequent employment of the Executive or otherwise. 9
Appears in 1 contract
Samples: Key Executive Employment Protection Agreement (Uslife Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement in, and otherwise to perform its obligations hereunder under, this Agreement shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which that the Company may have against the Executive Consultant or others. The amounts payable by the Company under this Agreement shall not be offset or reduced by any amounts otherwise receivable by the Consultant from any source.
Appears in 1 contract
Full Settlement. The Company's obligation obligations to make the payments provided --------------- for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any an set-off, counterclaim, defense, recoupment, defense or other claim, right or other action which the Company may have against the Executive Employee or others.
Appears in 1 contract
Samples: Employment Agreement (Mycogen Corp)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, off counterclaim, defense, recoupment, or other claim, right or action which the Company may have against the Executive or others.
Appears in 1 contract
Samples: Severance Protection Agreement (Axsys Technologies Inc)
Full Settlement. The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including but not limited to any set-off, counterclaim, defense, recoupment, defense or other claim, right or action which the Company may have against the Executive or others.may
Appears in 1 contract
