Common use of Successorship Clause in Contracts

Successorship. This Agreement shall inure to the benefit of and shall be binding upon Employer, its successors and assigns, but without the prior written consent of Officer, this Agreement may not be assigned other than in connection with a merger or sale of Employer or the sale of substantially all the assets of Employer or similar transaction. Notwithstanding the foregoing, Employer may assign, whether by assignment agreement, merger, operation of law or otherwise, this Agreement to the Public Company or to any successor or affiliate of Employer or the Public Company, subject to such assignee's express assumption of all obligations of Employer hereunder. The failure of any successor to or assignee of the Employer's business and/or assets in such transaction to expressly assume all obligations of Employer hereunder shall be deemed a Termination Other Than For Cause pursuant to Section 5(e). The obligations and duties of Officer hereby shall be personal and not assignable.

Appears in 11 contracts

Samples: Employment Agreement (Indymac Bancorp Inc), Employment Agreement (Indymac Bancorp Inc), Employment Agreement (Indymac Bancorp Inc)

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Successorship. This Agreement shall inure to the benefit of and shall be binding upon Employer, its successors and assigns, but . This Agreement may not be assigned without the prior written consent of Officerthe parties, this Agreement may not be assigned other than in connection with a merger or sale of Employer or the sale of substantially all the assets of Employer Employer, or similar transaction. Notwithstanding the foregoing, Employer may may, without Officer's consent, assign, whether by assignment agreement, merger, operation of law or otherwise, this Agreement to the Public Company or to any successor or affiliate of Employer or the Public Company, subject to such assignee's express assumption of all obligations of Employer hereunder. The failure of any successor to or assignee of the Employer's business and/or assets in such transaction to expressly assume all obligations of Employer hereunder shall be deemed a Termination Other Than For Cause termination for No Cause, pursuant to Section 5(e). The obligations and duties of Officer hereby shall be personal and not assignable5.1.5.

Appears in 5 contracts

Samples: Employment Agreement (Indymac Bancorp Inc), Employment Agreement (Indymac Bancorp Inc), Employment Agreement (Indymac Bancorp Inc)

Successorship. This Agreement shall inure to the benefit of and shall be binding upon Employer, its successors and assigns, but without the prior written consent of Officer, this Agreement may not be assigned other than in connection with a merger or sale of Employer or the sale of 11 substantially all the assets of Employer or similar transaction. Notwithstanding the foregoing, Employer may assign, whether by assignment agreement, merger, operation of law or otherwise, this Agreement to the Public Company or to any successor or affiliate of Employer or the Public Company, subject to such assignee's express assumption of all obligations of Employer hereunder. The failure of any successor to or assignee of the Employer's business and/or assets in such transaction to expressly assume all obligations of Employer hereunder shall be deemed a Termination Other Than For Cause pursuant to Section 5(e). The obligations and duties of Officer hereby shall be personal and not assignable.

Appears in 1 contract

Samples: Employment Agreement (Indymac Bancorp Inc)

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Successorship. This Agreement shall inure to the benefit of and shall be binding upon Employer, its successors and assigns, but without the prior written consent of Officer, this Agreement may not be assigned other than in connection with a merger or sale of Employer or the sale of substantially all the assets of Employer or similar transaction. Notwithstanding the foregoing, Employer may assign, whether by assignment agreement, merger, operation of law or otherwise, this Agreement to the Public Company or to any successor or affiliate of Employer or the Public Company, subject to such assignee's ’s express assumption of all obligations of Employer hereunder. The failure of any successor to or assignee of the Employer's ’s business and/or assets in such transaction to expressly assume all obligations of Employer hereunder shall be deemed a Termination Other Than For Cause pursuant to Section 5(e). The obligations and duties of Officer hereby shall be personal and not assignable.

Appears in 1 contract

Samples: Employment Agreement (Indymac Bancorp Inc)

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