Common use of Successor Liability under Puerto Rico Act 80 Clause in Contracts

Successor Liability under Puerto Rico Act 80. Notwithstanding any other provision in this Agreement, from and after Bank Closing: (a) any claim by a Failed Bank employee against the Assuming Institution and based, in whole or in part, on any successor liability arising by operation of law pursuant to Puerto Rico Act No. 80 of May 30, 1976, as amended ("Act 80"), including a claim for severance or enhanced severance, shall be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b), other than a claim for salary for the period from the Bank Closing until the list is provided to the Receiver; and (b) any claim for severance or enhanced severance by a Failed Bank employee not on the list provided pursuant to Section 4.12 against the Assuming Institution shall, to the extent based on Act 80, be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b). The Assuming Institution shall not be subject to indemnification for (i) claims based upon the violation by the Assuming Institution of other statutes or provisions of the Puerto Rico constitution, or (ii) claims for severance or enhanced severance under subsection (b) of this section arising from terminations of employment by the Assuming Institution occurring after one year of the signing of this Agreement.

Successor Liability under Puerto Rico Act 80. Notwithstanding any other provision in this Agreement, from and after Bank Closing: (a) any claim by a Failed Bank employee against the Assuming Institution and based, in whole or in part, on any successor liability arising by operation of law pursuant to Puerto Rico Act No. 80 of May 30, 1976, as amended ("Act 80"), including a claim for severance or enhanced severance, shall be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b), other than a claim for salary for the period from the Bank Closing until the list is provided to the Receiver; and (b) any claim for severance or enhanced severance by a Failed Bank employee not on the list provided pursuant to Section 4.12 against the Assuming Institution shall, to the extent based on Act 80, be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b). The Assuming Institution shall not be subject to indemnification for (i) claims based upon the violation by the Assuming Institution of other statutes or provisions of the Puerto Rico constitution, or (ii) claims for severance or enhanced severance under subsection (b) of this section arising from terminations of employment by the Assuming Institution Bank occurring after one year of the signing of this Agreement.

Successor Liability under Puerto Rico Act 80. Notwithstanding any other provision in this Agreement, from and after Bank Closing: (a) any claim by a Failed Bank employee against the Assuming Institution and based, in whole or in part, on any successor liability arising by operation of law pursuant to Puerto Rico Act No. 80 of May 30, 1976, as amended ("“Act 80"”), including a claim for severance or enhanced severance, shall be subject to indemnity under Section 12.1(a)(312.1(a)(iii) and shall not be excluded from indemnity by reason of Section 12.1(b), other than a claim for salary for the period from the Bank Closing until the list is provided Assuming Institution determines not to the Receiverretain a Failed Bank employee pursuant to Section 4.12; and (b) any claim for severance or enhanced severance against the Assuming Institution by a Failed Bank employee not on determined to be retained by the list provided Assuming Institution pursuant to Section 4.12 against the Assuming Institution shall, to the extent based on Act 80, be subject to indemnity under Section 12.1(a)(312.1(a)(iii) and shall not be excluded from indemnity by reason of Section 12.1(b). The Assuming Institution shall not be subject to indemnification for (i) claims based upon the violation by the Assuming Institution of other statutes or provisions of the Puerto Rico constitution, or (ii) claims for severance or enhanced severance under subsection (b) of this section arising from terminations of employment by the Assuming Institution occurring after one year of the signing of this Agreement.

Successor Liability under Puerto Rico Act 80. Notwithstanding any other provision in this Agreement, from and after Bank Closing: (a) any claim by a Failed Bank employee against the Assuming Institution and based, in whole or in part, on any successor liability arising by operation of law pursuant to Puerto Rico Act No. 80 of May 30, 1976, as amended ("“Act 80"”), including a claim for severance or enhanced severance, shall be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b), other than a claim for salary for the period from the Bank Closing until the list is provided to the Receiver; and (b) any claim for severance or enhanced severance by a Failed Bank employee not on the list provided pursuant to Section 4.12 against the Assuming Institution shall, to the extent based on Act 80, be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b). The Assuming Institution shall not be subject to indemnification for (i) claims based upon the violation by the Assuming Institution of other statutes or provisions of the Puerto Rico constitution, or (ii) claims for severance or enhanced severance under subsection (b) of this section arising from terminations of employment by the Assuming Institution Bank occurring after one year of the signing of this Agreement.

Successor Liability under Puerto Rico Act 80. Notwithstanding any other provision in this Agreement, from and after Bank Closing: (a) any claim by a Failed Bank employee against the Assuming Institution and based, in Module 1 – Whole Bank w/ Loss Share – P&A Westernbank Puerto Rico Version 2.03 Mayaguez, Puerto Rico April 13, 2010 whole or in part, on any successor liability arising by operation of law pursuant to Puerto Rico Act No. 80 of May 30, 1976, as amended ("“Act 80"”), including a claim for severance or enhanced severance, shall be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b), other than a claim for salary for the period from the Bank Closing until the list is provided to the Receiver; and (b) any claim for severance or enhanced severance by a Failed Bank employee not on the list provided pursuant to Section 4.12 against the Assuming Institution shall, to the extent based on Act 80, be subject to indemnity under Section 12.1(a)(3) and shall not be excluded from indemnity by reason of Section 12.1(b). The Assuming Institution shall not be subject to indemnification for (i) claims based upon the violation by the Assuming Institution of other statutes or provisions of the Puerto Rico constitution, or (ii) claims for severance or enhanced severance under subsection (b) of this section arising from terminations of employment by the Assuming Institution occurring after one year of the signing of this Agreement.