Past Acquisitions. Neither the Company nor any ERISA Affiliate is currently obligated to provide an Employee with any compensation or benefits pursuant to an agreement (e.g., an acquisition agreement) with a former employer of such Employee.
Past Acquisitions. Neither the Company nor any Controlled Group Affiliate is currently obligated to provide an Employee with any compensation or benefits pursuant to an agreement (e.g., an acquisition agreement) with a former employer of such Employee.
Past Acquisitions. The Company is not currently obligated to provide an Employee with any compensation or benefits pursuant to an agreement (e.g., an acquisition agreement) with a former employer of such Employee.
Past Acquisitions. LGC and Topper agree to (and to cause their applicable Affiliates to) assign to the MLP all legal rights to pursue claims for indemnification included in any acquisition agreements pursuant to which LGC or such Affiliates (excluding the MLP Group) acquired any of the MLP Assets. If such legal rights are not assignable pursuant to the terms of such acquisition agreements or for any other reason, LGC and Topper agree to (and to cause their applicable Affiliates to) pursue its remedies for any indemnifiable claims on behalf of the MLP.
Past Acquisitions. New Source Energy agrees to assign to the MLP all legal rights to pursue claims for indemnification included in any acquisition agreements pursuant to which New Source Energy acquired any of the MLP Assets. If such legal rights are not assignable pursuant to the terms of such acquisition agreements or for any other reason, New Source Energy agrees to pursue its remedies for any indemnifiable claims on behalf of the MLP. Any amounts recovered by New Source Energy on behalf of the MLP shall be contributed to the MLP and will not be counted towards any deductible included in Section 2.2(b).
Past Acquisitions. With respect to any legal rights to pursue claims for indemnification included in any acquisition agreements pursuant to which LGC or such Affiliates (excluding the MLP Group) acquired any of the MLP Assets that are not assignable (or have not been assigned) to the MLP pursuant to the terms of such acquisition agreements or for any other reason, LGC and Topper agree to (and to cause their applicable Affiliates to) pursue its remedies for any indemnifiable claims on behalf of the MLP.
Past Acquisitions. MRD agrees to (and to cause its applicable subsidiaries to) assign to the MLP all legal rights to pursue claims for indemnification included in any acquisition agreements pursuant to which MRD or such subsidiaries (excluding the MLP Group) acquired any of the MLP Assets. If such legal rights are not assignable pursuant to the terms of such acquisition agreements or for any other reason, MRD agrees to (and to cause its applicable subsidiaries to) pursue its remedies for any indemnifiable claims on behalf of the MLP. Any amounts recovered by MRD on behalf of the MLP shall be contributed to the MLP and will not be counted towards any deductible included in Section 2.2(b).
Past Acquisitions. Neither the Company nor any Affiliate is currently obligated to provide an Employee with any compensation or benefits pursuant to an agreement (e.g., an acquisition agreement) with a former employer of such Employee. Executive Loans. Neither the Company nor any Affiliate has violated Section 402 of Sxxxxxxx-Xxxxx Act of 2005 and the execution of this Agreement and the consummation of the transactions contemplated hereby will not, to the knowledge of the Company, cause such a violation. Effect of Transaction. Except as set forth on Schedule 2.15(l) of the Company Disclosure Schedule, the execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Employee Plan, Employment Agreement, trust or loan that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. Except as set forth on Schedule 2.15(l) of the Company Disclosure Schedule, no payment or benefit which will or may be made by the Company or its ERISA Affiliates with respect to any Employee or any other "disqualified individual" (as defined in Code Section 280G and the regulations thereunder) will be characterized as a "parachute payment," within the meaning of Section 280G(b)(2) of the Code.
Past Acquisitions. Neither the Company nor any Company Subsidiary is currently obligated to provide an Employee with any compensation or benefits pursuant to an agreement (for example, an acquisition agreement) with a former employer of such Employee.
Past Acquisitions. Empire agrees to (and to cause its applicable Affiliates to) assign to the Partnership all legal rights to pursue claims for indemnification included in any acquisition agreements pursuant to which Empire or such Affiliates (excluding the Partnership Group) acquired any of the Assets. If such legal rights are not assignable pursuant to the terms of such acquisition agreements or for any other reason, Empire agrees to (and to cause its applicable Affiliates to) pursue its remedies for any indemnifiable claims on behalf of the Partnership.
