Common use of Spin-Off Provision Clause in Contracts

Spin-Off Provision. The Company and the Subsidiary Company covenant and agree that if the Subsidiary Company is spun-off by the Company to become a separate company, then: (a) the Company and Subsidiary Company will take all necessary steps to ensure that the Subsidiary Company assumes all obligations under this Agreement, including without limitation the obligation to pay the Fees and to issue the Equity Awards from the date that the spin-off of the Subsidiary Company is consummated; and (b) the Subsidiary Company will take all necessary steps to ensure that the Consultant is issued such number of Options and Stock Appreciation Rights (on an equivalent percentage basis) of the Subsidiary Company as the Consultant holds on the date that the spin-off of the Subsidiary Company is consummated.