Continuity Agreement Sample Contracts

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Continuity Agreement • May 5th, 2020 • Delaware

EX-10.5 6 exhibit10_5.htm CONTINUITY AGREEMENT - ROBERT WOHLEBER Exhibit 10.5 AMENDED CONTINUITY AGREEMENT This Amended Agreement (the "Agreement") is dated as of May 22, 2006 by and between Kerr-McGee Corporation, a Delaware corporation (the "Company"), and Robert M. Wohleber (the "Executive"), and amends and supersedes that certain Continuity Agreement dated January 11, 2000. WHEREAS, the Company's Board of Directors considers the continued services of key executives of the Company to be in the best interests of the Company and its stockholders; and WHEREAS, the Company's Board of Directors desires to assure, and has determined that it is appropriate and in the best interests of the Company and its stockholders to reinforce and encourage the continued attention and dedication of key executives of the Company to their duties of employment without personal distraction or conflict of interest in circumstances which could arise from the occurrence of a change in control of the Company; a

EX-10.CC 5 y82446exv10wcc.htm CONTINUITY AGREEMENT CONTINUITY AGREEMENT
Continuity Agreement • May 5th, 2020 • Connecticut

This Agreement (the “Agreement”) is dated as of December 27, 1999 by and between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”), and Gary N. Amato (the “Executive”).

EX-10 4 continuityagreementmadden.htm KEVIN P. MADDEN CONTINUITY AGREEMENT Tier 1 CONTINUITY AGREEMENT
Continuity Agreement • May 5th, 2020

This Continuity Agreement ("Agreement") is entered into as of the 1st day of December, 2003, by and between AGL RESOURCES INC. (the "Company"), on behalf of itself and AGL Services Company (its wholly owned subsidiary and the Executive's employer), and Kevin P. Madden (the "Executive").

AMENDED AND RESTATED CONTINUITY AGREEMENT
Continuity Agreement • August 11th, 2011 • Weight Watchers International Inc • Services-personal services • New York

This Agreement (the “Agreement”) is dated as of April 27, 2011, by and between Weight Watchers International, Inc., a Virginia corporation (the “Company”), and (the “Executive”).

AMENDMENT TO CONTINUITY AGREEMENT
Continuity Agreement • March 15th, 2005 • Hubbell Inc • Electric lighting & wiring equipment
CONTINUITY AGREEMENT
Continuity Agreement • April 27th, 2010 • Agl Resources Inc • Natural gas distribution

This Continuity Agreement ("Agreement") is entered into as of December 1, 2009, by and between AGL RESOURCES INC. (the "Company"), on behalf of itself and AGL Services Company (its wholly owned subsidiary and the Executive's employer), and Paul Shlanta (the "Executive").

THIS AGREEMENT is made on the day of 20 _ BETWEEN
Continuity Agreement • December 1st, 2016

AND WHEREAS desires to ensure that his practice continues in the event of his death or continuing incapacity on the terms and conditions hereinafter contained.

AMERICAN AXLE & MANUFACTURING HOLDINGS, INC. AMENDED & RESTATED CONTINUITY AGREEMENT
Continuity Agreement • February 21st, 2008 • American Axle & Manufacturing Holdings Inc • Motor vehicle parts & accessories • Michigan

This Agreement (the “Agreement”) is dated as of September 29, 2003 by and between American Axle & Manufacturing Holdings, Inc., a Delaware corporation (the “Company”), and Richard E. Dauch (the “Executive”).

CONTINUITY AGREEMENT
Continuity Agreement • December 19th, 2013 • Agl Resources Inc • Natural gas distribution

This Continuity Agreement (“Agreement”) is entered into as of _____, 2013, by and between AGL RESOURCES INC. (the “Company”), on behalf of itself and ________________ (its wholly owned subsidiary and the Executive’s employer), and _____________ (the “Executive”).

FORM OF CONTINUITY AGREEMENT
Continuity Agreement • November 8th, 2007 • Genesee & Wyoming Inc • Railroads, line-haul operating • New York

This Agreement (the “Agreement”) is dated as of [DATE] by and between Genesee & Wyoming Inc., a Delaware corporation (the “Company”), and [NAME] (the “Executive”).

CONTINUITY AGREEMENT
Continuity Agreement • July 25th, 2024 • EMCOR Group, Inc. • Electrical work

This Agreement ("Agreement") dated as of May 8, 2024 by and between EMCOR GROUP, INC., a Delaware corporation (the "Company"), and JASON R. NALBANDIAN ("Executive").

FIRST AMENDMENT TO THE CONTINUITY AGREEMENT BETWEEN EMCOR GROUP, INC. AND MAXINE L. MAURICIO
Continuity Agreement • April 27th, 2017 • Emcor Group Inc • Electrical work

This First Amendment (this “First Amendment”) dated this 10th day of April, 2017 is made by and between EMCOR Group, Inc. (the “Company”) and Maxine L. Mauricio (the “Executive”).

AMENDMENT NO. 1 TO THE CONTINUITY AGREEMENT BY AND BETWEEN ROHM AND HAAS COMPANY (THE “COMPANY”) AND (“EXECUTIVE”)
Continuity Agreement • February 27th, 2009 • Rohm & Haas Co • Plastic materials, synth resins & nonvulcan elastomers

WHEREAS, the Executive and the Company are parties to that certain Continuity Agreement, dated as of July 1, 2001, as amended December 4, 2006 and October 28, 2008 (the “Continuity Agreement”); and

CONTINUITY AGREEMENT
Continuity Agreement • October 5th, 2021 • Airsculpt Technologies, Inc. • Services-offices & clinics of doctors of medicine • Delaware

THIS CONTINUITY AGREEMENT (this “Agreement”) is made and entered into as of [_______], 2021 (the “Effective Date”) by and among [_______________] (the “Professional Company”), [____________], an individual licensed to practice medicine (“Owner”), and EBS Enterprises, LLC, a Delaware limited liability company (the “Management Company”, and, together with the Professional Company and Owner, the “Parties”).

CONTINUITY AGREEMENT
Continuity Agreement • March 1st, 2022 • Ww International, Inc. • Services-personal services • New York

This Agreement (the “Agreement”) is dated as of [DATE] (the “Effective Date”), by and between WW International, Inc., a Virginia corporation (the “Company”), and [NAME] (the “Executive”).

FORM OF CONTINUITY AGREEMENT FOR KEY EMPLOYEES
Continuity Agreement • October 24th, 2005 • Tronox Inc • Industrial inorganic chemicals • Delaware

This Agreement (the "Agreement") is dated as of , 2005 by and between Tronox Incorporated, a Delaware corporation (the "Company"), and (the "Executive").

AMENDMENT NO. 1 TO CONTINUITY AGREEMENT
Continuity Agreement • July 31st, 2003 • Agl Resources Inc • Natural gas distribution

This Amendment No. 1 to Continuity Agreement (this “First Amendment”) is made and entered into as of the ____ day of ______ 2003, by and between AGL Resources Inc. (the “Company”) and ____________ (the “Executive”).

September 29, 2016
Continuity Agreement • May 3rd, 2017 • Southern Co • Electric services • Delaware

In connection with the transactions contemplated in the Agreement and Plan of Merger by and among AGL Resources Inc. (with its wholly owned subsidiaries, the “Company”), AMS Corp. and The Southern Company (“Parent”), dated as of August 23, 2015 (the “Merger Agreement”), and your continued employment with the Company following the consummation of the Merger (as defined in the Merger Agreement), this letter agreement sets forth your agreement with Parent and the Company regarding certain rights set forth in the Continuity Agreement, dated December 19, 2013, by and between you and AGL Resources Inc. (the “Continuity Agreement”). Effective July 11, 2016, AGL Resources Inc. changed its name to Southern Company Gas.

September 15, 2015
Continuity Agreement • March 2nd, 2016 • Weight Watchers International Inc • Services-personal services

Reference is made in this letter agreement to the (i) Employment Agreement, dated October 6, 2003, by and between Weight Watchers France (“WW France”) and you (the “Employment Agreement”); (ii) Addendum to the Employment Agreement, dated May 1, 2013, by and between WW France and you (the “Addendum” and together with the Employment Agreement, the “Employment Contracts”); and (iii) Amended and Restated Continuity Agreement, dated as of September 15, 2015, by and between Weight Watchers International, Inc. (“WWI” and together with WW France, the “Company”) and you (the “Continuity Agreement”).

CONTINUITY AGREEMENT BETWEEN A SOLE PRACTITIONER AND A FIRM
Continuity Agreement • October 3rd, 2020

(hereinafter called ‘the firm’) of the other part WHEREAS Mr/Mrs is a Chartered Accountant in sole practice under the name of

Undertakings and Confirmations made by Rio Tinto plc and Rio Tinto Canada Holding Inc.
Continuity Agreement • July 24th, 2007 • Rio Tinto PLC • Metal mining

WHEREAS the Acquirer has expressed an intention to pursue a transaction (the “Proposed Transaction”), the completion of which would result in the acquisition of common shares of Alcan in a number sufficient to cause the Acquirer to become a Prospective Acquirer as defined under the Continuity Agreement;

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CIMA GUIDANCE EXAMPLE - CONTINUITY AGREEMENT
Continuity Agreement • November 25th, 2015

WHEREAS the Appointer wishes to appoint the Alternate for the purposes of providing services to clients in the event of the Appointer's death or incapacity (or where the Appointer is a firm or company that firm or company's dissolution) and the Alternate is willing to accept the appointment, all subject to the terms of this Agreement:

CONTINUITY AGREEMENT – TERM SHEET October 31, 2018
Continuity Agreement • November 29th, 2018 • Intersections Inc • Services-computer processing & data preparation

Intersections Inc. (the “Company”) has entered into an Agreement and Plan of Merger, dated as of the date hereof, with WC SACD One Parent, Inc., a Delaware corporation (the “Parent”) and WC SACD One Merger Sub, Inc. (the “Merger Agreement”). Upon the consummation of the transactions contemplated by the Merger Agreement (the “Merger”), the Company will become a subsidiary of Parent. Following the Merger, Parent will be a subsidiary of WC SACD One, Inc. (“WC SACD One”).

Re: Notice Regarding and Amendment to Your Continuity Agreement Dated September 30, 2005
Continuity Agreement • February 24th, 2006 • Agl Resources Inc • Natural gas distribution

Pursuant to Section 7.6 of the Continuity Agreement among you, AGL Resources Inc. and AGL Services Company, dated September 30, 2005 (the “Agreement”) and in consideration of ten dollars ($10.00) to be paid to you and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Sections 1.16(b) and 2.1 of the Agreement are hereby amended in their entirety to read as follows:

CONTINUITY AGREEMENT
Continuity Agreement • April 26th, 2017 • Weight Watchers International Inc • Services-personal services • New York

This Agreement (the “Agreement”) is dated as of April 21, 2017, by and between Weight Watchers International, Inc., a Virginia corporation (the “Company”), and Mindy Grossman (the “Executive”).

AMENDMENT TO AMENDED AND RESTATED CONTINUITY AGREEMENT
Continuity Agreement • February 25th, 2008 • Hubbell Inc • Electric lighting & wiring equipment

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CONTINUITY AGREEMENT (this “Amendment”) is made as of February 15, 2008, by and between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”) and Richard W. Davies (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement (as defined below).

Re: Notice Regarding and Amendment to Your Continuity Agreement Dated December 1, 2003
Continuity Agreement • February 24th, 2006 • Agl Resources Inc • Natural gas distribution

Pursuant to Section 2.1 of the Continuity Agreement among you, AGL Resources Inc. and AGL Services Company, dated December 1, 2003 (the “Agreement”) this notice is being furnished to inform you that the Agreement will not be extended beyond the last date of its now current Term, November 30, 2007.

Re: Notice Regarding and Amendment to Your Continuity Agreement Dated December 1, 2003
Continuity Agreement • February 24th, 2006 • Agl Resources Inc • Natural gas distribution

Pursuant to Section 2.1 of the Continuity Agreement among you, AGL Resources Inc. (the “Company”) and AGL Services Company, dated December 1, 2003 (the “Agreement”) this notice is being furnished to inform you that the Agreement will not be extended beyond the last date of its now current Term, November 30, 2007.

CONTINUITY IN PRACTICE MODEL AGREEMENT BETWEEN SOLE
Continuity Agreement • January 3rd, 2018 • Tobago

A Model agreement between a sole practitioner and a firm to ensure continuance of the sole practitioner’s practice. (Members are advised to consult an Attorney-at-Law before entering into an agreement of this nature.)

AMENDMENT TO AMENDED AND RESTATED CONTINUITY AGREEMENT
Continuity Agreement • July 28th, 2008 • Hubbell Inc • Electric lighting & wiring equipment

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CONTINUITY AGREEMENT (this “Amendment”) is made as of July 24, 2008, by and between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”) and Gary N. Amato (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement (as defined below).

AMENDMENT TO AMENDED AND RESTATED CONTINUITY AGREEMENT
Continuity Agreement • February 25th, 2008 • Hubbell Inc • Electric lighting & wiring equipment

THIS FIRST AMENDMENT TO AMENDED AND RESTATED CONTINUITY AGREEMENT (this “Amendment”) is made as of February 15, 2008, by and between HUBBELL INCORPORATED, a Connecticut corporation (the “Company”) and James H. Biggart (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement (as defined below).

CONTINUITY AGREEMENT BETWEEN TWO SOLE PRACTITIONERS
Continuity Agreement • January 7th, 2021

AND WHEREAS both parties desire to ensure that their respective practices continue in the event of the death or continuing incapacity of either of the parties on the terms and conditions hereinafter contained.

October 22, 2015
Continuity Agreement • October 23rd, 2015 • Weight Watchers International Inc • Services-personal services

Reference is made in this letter agreement to the (i) Statement of Principal Terms and Conditions of Employment, dated June 5, 2013, by and between Weight Watchers (UK) Limited (“WWUK”) and you (the “Terms and Conditions”); (ii) Offer Letter, dated as of July 4, 2013, by and between WWUK and you (the “Offer Letter” and together with the Terms and Conditions, the “Employment Agreements”); and (iii) Amended and Restated Continuity Agreement, dated as of October 22, 2015, by and between Weight Watchers International, Inc. (“WWI” and together with WWUK, the “Company”) and you (the “Continuity Agreement”).

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