Management Continuity Agreement Sample Contracts

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MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • February 25th, 2016 • Union Bankshares Corp • State commercial banks • Virginia

This Management Continuity Agreement, dated as of February 10, 2015 (“Agreement”), is by and between Union Bankshares Corporation, a Virginia corporation (the “Company”), and M. Dean Brown (the “Executive”).

Contract
Management Continuity Agreement • May 5th, 2020 • North Carolina

EX-10.1 2 g24294exv10w1.htm EX-10.1 Exhibit 10.1 MANAGEMENT CONTINUITY AGREEMENT THIS AGREEMENT dated as of this 5th day of May 2010 between Robert S. McLean (the “Executive”) and EnPro Industries, Inc., a North Carolina corporation (the “Company”). WHEREAS, the Company considers it essential to the best interests of its shareholders to foster the continuous employment of key management personnel in the event there is, or is threatened, a change in control of the Company; and WHEREAS, the Company recognizes that the uncertainty and questions which may arise among key management in connection with the possibility of a change in control may result in the departure or distraction of key management personnel to the detriment of the Company and its shareholders; and WHEREAS, the Company desires to provide certain protection to Executive in the event of a change in control of the Company as set forth in this Agreement in order to induce Executive to remain in the employ of the Company notwit

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • August 1st, 2017 • Enpro Industries, Inc • Gaskets, packg & sealg devices & rubber & plastics hose • North Carolina

THIS AGREEMENT dated as of this 5th day of April, 2017 between Jon D. Rickers (the "Executive") and EnPro Industries, Inc., a North Carolina corporation (the "Company").

Contract
Management Continuity Agreement • May 5th, 2020

EX-10.2 3 exhibit102.htm MANAGEMENT CONTINUITY AGREEMENT FOR TIER 1 SENIOR OFFICERS, AS AMENDED Exhibit 10.2 (Tier 1 Form of Agreement) MANAGEMENT CONTINUITY AGREEMENT THIS MANAGEMENT CONTINUITY AGREEMENT (this “Agreement”) is made and entered into as of the ____ day of __________________, ____, by and between LOWE’S COMPANIES, INC., a North Carolina corporation (the “Company”), and _________________ (“Executive”). WHEREAS, the Company desires to enter into this Agreement to (i) assure that the Company will have the continued dedication of Executive, notwithstanding the possibility, threat or occurrence of a Change in Control (as defined below) of the Company, (ii) diminish the inevitable distraction of Executive by virtue of the personal uncertainties and risks created by a pending or threatened Change in Control, (iii) encourage Executive’s full attention and dedication to the Company currently and in the event of any threatened or pending Change in Control, and (iv) provide Executiv

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • May 6th, 2008 • FNBH Bancorp Inc • National commercial banks • Michigan

THIS IS AN AGREEMENT between FNBH BANCORP, INC. (the "Corporation"), whose principal offices are 101 E. Grand River Ave., Howell, Michigan 48843, and RONALD L. LONG (the "Executive"), dated May 12, 2008.

ASSERTIO HOLDINGS, INC. AMENDED AND RESTATED MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • May 19th, 2020 • Assertio Holdings, Inc. • Pharmaceutical preparations • Delaware

This Amended and Restated Management Continuity Agreement (the “Agreement”) is effective as of_______________, 20__ (the “Effective Date”) by and between ________________(“Employee”) and Assertio Holdings, Inc., a Delaware corporation (the “Company”). This Agreement is intended to provide Employee with certain benefits described herein upon the occurrence of specific events. This Agreement amends and restates that certain Management Continuity Agreement entered into between the parties as of ____________, 20___ (referred to herein as the “Prior Agreement”).

ADEZA BIOMEDICAL CORPORATION AMENDED AND RESTATED MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • March 15th, 2007 • Adeza Biomedical Corp • Instruments for meas & testing of electricity & elec signals • California

This Amended and Restated Management Continuity Agreement (the “Agreement”) is dated as of January 12, 2007, by and between Durlin E. Hickok (“Employee”) and Adeza Biomedical Corporation., a Delaware corporation (the “Company” or “Adeza”). This Agreement amends sections 2(b)(i) – (iv) and section 5(a) of the Management Continuity Agreement entered into by and between Employee and the Company on October 21, 2004. This Agreement is intended to provide Employee with certain benefits described herein upon the occurrence of specific events.

ADEZA BIOMEDICAL CORPORATION AMENDED AND RESTATED MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • February 16th, 2007 • Adeza Biomedical Corp • Instruments for meas & testing of electricity & elec signals • California

This Amended and Restated Management Continuity Agreement (the “Agreement”) is dated as of January 12, 2007, by and between Robert O. Hussa (“Employee”) and Adeza Biomedical Corporation., a Delaware corporation (the “Company” or “Adeza”). This Agreement amends sections 2(b)(i) — (iv) and section 5(a) of the Management Continuity Agreement entered into by and between Employee and the Company on October 21, 2004. This Agreement is intended to provide Employee with certain benefits described herein upon the occurrence of specific events.

Richard J. DeVries Management Continuity Agreement Dated: August 19, 2014
Management Continuity Agreement • December 10th, 2014 • Monarch Community Bancorp Inc • National commercial banks • Michigan

This Management Continuity Agreement (“Agreement”) is entered into this 19th day of August, 2014 (the “Effective Date”) between Monarch Community Bank, a Michigan state chartered bank (the “Bank”), and Richard J. DeVries (“Executive”).

RECITALS
Management Continuity Agreement • October 27th, 2004 • Adeza Biomedical Corp • In vitro & in vivo diagnostic substances • California
EX-10.3 4 d430047dex103.htm AMENDED AND RESTATED MANAGEMENT CONTINUITY AGREEMENT ADVANCED MICRO DEVICES, INC. Amended and Restated Management Continuity Agreement Dear Devinder Kumar:
Management Continuity Agreement • May 5th, 2020 • Delaware

Advanced Micro Devices, Inc. (the “Company”) considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company and its stockholders. The Company recognizes that, as is the case with many publicly held corporations, the possibility of a change of control may exist and that the uncertainty and questions which such possibility may raise among management may result in the departure or distraction of management personnel to the detriment of the Company and its stockholders. Accordingly, the non-management members of the Company’s Board of Directors have determined that it is imperative to be able to rely upon management’s continuance and that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management, including you, to their assigned duties without distraction in the face of the potentially disturbing circumstances arising fr

Management Continuity Agreement Rebecca S. Crabill Dated: February 21, 2008
Management Continuity Agreement • February 27th, 2008 • Monarch Community Bancorp Inc • National commercial banks • Michigan

This Management Continuity Agreement (“Agreement”) is entered into this 21st day of February, 2008 between Monarch Community Bancorp, Inc., a Maryland corporation (the “Company”), and Rebecca S. Crabill (“Executive”).

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • March 28th, 2003 • Illini Corp • State commercial banks • Illinois

This Management Continuity Agreement (“Agreement”) is made and entered into as of this sixteenth day of December, 1999, by and between Illini Corporation, an Illinois corporation with an office at 3200 West lies Avenue, Springfield, Illinois 62707 (the “Company”), and Ronald E. Wenger, 2613 Parsifal, Springfield, Illinois, 62704 (the “Officer”).

FIRST NATIONAL BANK OF NORTHERN CALIFORNIA SOUTH SAN FRANCISCO, CA 94080
Management Continuity Agreement • May 31st, 2016 • FNB Bancorp/Ca/ • State commercial banks • California

This Management Continuity Agreement (“Agreement”) amends and restates in full the original Management Continuity Agreement (“Prior Agreement”) entered into between you and FIRST NATIONAL BANK OF NORTHERN CALIFORNIA, (the “Bank”) on July 20, 2000. The Prior Agreement is hereby terminated and has no force or effect. Accordingly, the following terms and conditions shall apply under this new Agreement.

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MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • February 19th, 2010 • Cooper Industries PLC • Electric lighting & wiring equipment • Texas

THIS AGREEMENT, dated as of November ___, 2009 is made by and between Cooper Industries plc, an Ireland corporation (“Cooper”), Cooper US, Inc., a Delaware corporation (the “Company”), and (the “Executive”).

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • November 5th, 2012 • Macerich Co • Real estate investment trusts • California

THIS AGREEMENT (this “Agreement”) is entered into by and between THE MACERICH COMPANY, a Maryland corporation (the “Company”), and Thomas J. Leanse (the “Executive”), effective as of January 1, 2013 (the “Agreement Date”) (but binding upon the Company and the Executive immediately upon execution).

ONCOR, INC. MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • May 22nd, 1998 • Oncor Inc • In vitro & in vivo diagnostic substances • Maryland
MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • March 26th, 2004 • Illini Corp • State commercial banks • Illinois

This Management Continuity Agreement (“Agreement”) is made and entered into as of January 15, 2004, by and between Illini Corporation, an Illinois bank holding company organized under the laws of the Illinois (“Illini”), Illini Bank, a bank organized under the Illinois Banking Act (“Bank”), and Gaylon E. Martin, 13788 North 2200 Avenue, Geneseo, Illinois (“Officer”).

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • August 10th, 2009 • O a K Financial Corp • State commercial banks • Michigan

This Management Continuity Agreement (this “Agreement”) is entered into this 10th day of August 2009, by and between O.A.K. FINANCIAL CORPORATION, a Michigan corporation (together with its subsidiaries, the “Corporation”), whose address is 2445 84th Street, S.W., Byron Center, Michigan 49315, and James A. Luyk (“Executive”), whose address is ___________________________________________________.

DEPOMED, INC. MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • August 3rd, 2012 • Depomed Inc • Pharmaceutical preparations • California

This Management Continuity Agreement (the “Agreement”) is dated as of May 15, 2012 by and between [name] (“Employee”) and Depomed, Inc., a California corporation (the “Company”). This Agreement is intended to provide Employee with certain benefits described herein upon the occurrence of specific events.

NOVUS THERAPEUTICS, INC. MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • August 9th, 2017 • Novus Therapeutics, Inc. • Pharmaceutical preparations • California

This Management Continuity Agreement (the “Agreement”) is effective as of August 7, 2017 (the “Effective Date”) by and between Gregory J. Flesher (“Employee”) and Novus Therapeutics. Inc, a Delaware corporation (the “Company”). This Agreement is intended to provide Employee with certain benefits described herein upon the occurrence of specific events.

FORM OF AMENDED AND RESTATED MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • September 28th, 2020 • Virginia National Bankshares Corp • National commercial banks • Virginia

This Amended and Restated Management Continuity Agreement, dated as of September 28, 2020 (“Agreement”), by and between Virginia National Bankshares Corporation, a Virginia corporation (the “Company”), and ____________ (the “Executive”), supersedes and amends and restates in its entirety that certain Management Continuity Agreement, dated as of March 2, 2017, by and between the Company and the Executive.

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • May 8th, 2015 • Post Holdings, Inc. • Grain mill products • Missouri

WHEREAS, the Board of Directors (the “Board”) has authorized Post to enter into Management Continuity Agreements with certain key executives of Post; and

SONIC INNOVATIONS, INC. MANAGEMENT CONTINUITY AGREEMENT (Amended May 12, 2006)
Management Continuity Agreement • August 9th, 2006 • Sonic Innovations Inc • Orthopedic, prosthetic & surgical appliances & supplies • Utah

This Management Continuity Agreement (this “Agreement”) is made and entered into effective as of DATE (the “Effective Date”), by and between NAME (“Employee”) and Sonic Innovations, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 1 below.

DEPOMED, INC. MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • May 5th, 2009 • Depomed Inc • Pharmaceutical preparations • California

This Management Continuity Agreement (the “Agreement”) is dated as of [month] [date], [year], by and between [name] (“Employee”) and Depomed, Inc., a California corporation (the “Company”). This Agreement is intended to provide Employee with certain benefits described herein upon the occurrence of specific events.

MANAGEMENT CONTINUITY AGREEMENT
Management Continuity Agreement • April 22nd, 2003 • Interstate Bakeries Corp/De/ • Bakery products • Missouri

This MANAGEMENT CONTINUITY AGREEMENT (this “Agreement”), is entered into by and between Interstate Bakeries Corporation (“IBC”), a Delaware corporation, and James R. Elsesser, an individual (the “Executive”).

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