Continued Compliance. The receipt of any severance payments or benefits pursuant to Section 5 shall be subject [[Organization B:Organization]] Executive not materially violating any of the provisions set forth in the Confidentiality and Non-Competition Agreement. In the event the Executive breaches any of the provisions set forth in the Confidentiality and Non-Competition Agreement, in addition to all other legal and equitable remedies, the Company shall have the right to terminate or suspend all continuing payments and benefits to which the Executive may otherwise be entitled pursuant to Section 5 without affecting the Executive’s release or the Executive’s obligations under the Separation Agreement and Release.
Release and Continued Compliance. Notwithstanding any other provision in this Agreement to the contrary, as a condition precedent to receiving any payments or benefits under Section 3.3 (other than the Accrued Obligations), the Executive agrees to execute a standard separation and release agreement, in a form specified by the Company, containing a waiver of all claims against the Company (the “Release”), within the 45-day period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario. The Executive’s receipt of any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6, and 7.
Continued Effect. Except to the extent amended hereby, all terms, provisions and conditions of the Credit Agreement and the other Loan Documents, and all documents executed in connection therewith, shall continue in full force and effect and shall remain enforceable and binding in accordance with their respective terms. This Amendment shall constitute a Loan Document.
Continued Service. Nothing in this Agreement shall confer upon any Outside Director any right to remain a member of the Board or in any way limit the right of the Board or Stockholders to terminate or fail to denominate or reelect an Outside Director as a member of the Board.
Continued Effectiveness. This Assignment shall be binding upon Assignor and its successors and assigns and shall inure to the benefit of the Collateral Agent and each Purchaser and each of their respective successors and assigns.
Continued Employment. Abrams’ employment with the Company shall continue until February 15, 2019 (the “Termination Date”) at Abrams’ current annual salary, provided, however, the parties agree and acknowledge that Abrams’ employment with the Company may be terminated by either Party at any time after the date hereof, with or without notice, with or without cause (“Early Termination”). The Parties agree and acknowledge that in the event of Early Termination, Abrams shall only be entitled to the benefits specifically set forth in this Agreement.
Continued Vesting. Subject to the approval of the Compensation Committee of the Board of Directors of [[Organization A:Organization]] to amend your option grant notices/agreements referenced below, and your compliance with the terms of this Agreement, you will continue to vest in all options under the [[Organization A:Organization]] 2009 Stock Incentive Plan and the [[Organization A:Organization]] 1999 Stock Option Plan awarded to you pursuant to the grant notices/agreements dated May 8, 2013, February 6, 2014, February 12, 2015, February 19, 2016 and February 17, 2017, on each applicable vesting date set forth in the grant notices/agreements as if you continued in employment with the Company and the exercise period of each such option as well as previously vested options under the aforementioned option grants and the July 7, 2010 and October 7, 2011 option grants shall be extended for the remainder of the duration of, but not beyond, the original option term of each option. Notwithstanding the foregoing, the option term could be shortened in the event of a transaction that requires the option term to be shortened, and in that event, your options would be treated similar to those of the then existing management. You understand that any option that is so amended pursuant to the terms of this section shall cease to be treated for tax purposes as an incentive stock option. You also understand that the aforementioned continued vesting and extension of the option exercise period is contingent on your having met your obligations under this Agreement.
Continued Performance. Service Provider will continue performing its obligations while a dispute is being resolved except to the extent the issue in dispute precludes performance (disputes regarding the Service Fee will not be
Continued Effect. Except as set forth herein, the Plan shall be unchanged and shall remain in full force and effect.
Compliance. Neither the Company nor any Subsidiary: # is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), # is in violation of any judgment, decree, or order of any court, arbitrator or other governmental authority or # is or has been in violation of any statute, rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws relating to taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not have or reasonably be expected to result in a Material Adverse Effect.
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