Example ContractsClausesPrior Agreements
Prior Agreements
Prior Agreements contract clause examples

Prior Agreements. The Severance Benefits under this Plan shall supersede and be in lieu of any severance benefits and/or payments provided under the Plan as in effect prior to the Effective Date or under any other agreements, arrangements or severance plans by and between the Participant and the Employer, except to the extent any other such agreements, arrangements or severance plans entered into after the Effective Date specifically state that they supersede this Plan, or to the extent a Participant’s employment or similar agreement provides for severance benefits that, in the aggregate, are more favorable to the Participant (in which case, such greater benefits will be paid under this Plan).

Prior Agreements. The Severance Benefits payable to a Participant under this Plan in respect of a Qualifying Termination that occurs during the Post-Change of Control Period shall supersede and be in lieu of any severance or termination benefits and/or payments a Participant may be eligible to receive under any other agreements, arrangements or severance plans by and between the Participant and the Employer, including without limitation, the Severance Protection Plan, in connection with a Qualifying Termination occurring during the Post-Change of Control Period, provided that nothing in this Plan is intended to alter, impair, expand, reduce or otherwise affect the rights of a Participant with respect to grants and awards outstanding under any Equity and Incentive Award Plan, which shall be governed exclusively by the terms, conditions and restrictions applicable to such awards under the Equity and Incentive Award Plan pursuant to which such awards were granted or awarded. Notwithstanding anything herein to the contrary, # in the event that a court of competent jurisdiction or other governmental agency or body determines that, as a result of such termination, a Participant is entitled to receive the severance or termination payments and benefits provided under any other agreements, arrangements or severance or termination plans by and between the Participant and the Employer other than under an Equity and Incentive Award Plan, or # if a Participant otherwise receives severance or termination benefits under any agreements, arrangements or severance plans by and between the Participant and the Employer other than pursuant to this Plan, including with respect to a Qualifying Termination that occurs during the Pre-Change of Control Period, other than pursuant to an Equity and Incentive Award Plan, then the Participant shall cease to be entitled to receive such termination or severance payments and benefits under and in accordance with the terms and conditions of such agreement, arrangement or severance plan, and # the Severance Payment hereunder shall be reduced dollar-for-dollar by the amount of any severance payment received by the Participant prior to the commencement of the Severance Payment hereunder and # the Continued Health Coverage shall commence in the first month following the expiration of any health plan or health care reimbursement coverage provided to the Participant pursuant to such other agreement, arrangement or severance plan following a termination of the Participant’s employment and the Participant’s Continuation Period shall be reduced by the number of months the Participant received such coverage under such other agreement, arrangement or severance plan, it being understood that a Participant whose Qualifying Termination occurs during the Pre-Change of Control Period shall begin to receive Continued Health Coverage under this Plan from and after the date of the Change of Control through the end of the Continuation Period applicable to the Participant. For the avoidance of doubt, there shall be no duplication of severance or termination benefits, including the Severance Benefits, paid or payable to a Participant under this Plan and any other agreements, arrangements or severance or termination plans, including the Severance Protection Plan and the Suburban Propane L.P. and Subsidiaries Severance Plan, by and between the Participant and the Employer as a result of a Qualifying Termination.

Prior Agreements. This Agreement supersedes all prior agreements and understandings (including verbal agreements) between Executive and the Company and/or its Affiliates regarding the terms and conditions of Executive’s employment with the Company and/or its Affiliates (collectively, the “Prior Agreements”).

Prior Agreements. This Sublease contains all of the agreements of the Parties hereto with respect to any matter covered or mentioned in this Sublease, and no prior agreements or understanding pertaining to any such matters shall be effective for any purpose. No provision of this Sublease may be amended or added to except by an agreement in writing signed by the Parties hereto or their respective successors in interest. This Sublease shall not be effective or binding on any Party until fully executed by both Parties hereto.

Prior Agreements. This letter agreement constitutes the entire agreement of the parties with regard to its subject matter, and supersedes all previous written or oral representations, agreements and understandings between the parties with regard to such subject matter. Notwithstanding the foregoing, and for the avoidance of doubt, nothing herein supersedes that certain # letter agreement, dated September 23, 2019, as amended November 5, 2021 between you and the Company and governing the terms of your employment or # Employee Confidentiality, Assignment and Noncompetition Agreement signed by you on March 26, 2019. Additionally, except as provided in [Section 2] herein, each stock option agreement or restricted stock unit agreement with respect to outstanding awards made under the Employer’s 2016 Stock Incentive Plan or 2020 Equity Incentive Plan remains in full force and effect in accordance with its terms.

Prior Agreements. This Agreement shall supersede and replace any and all other employment agreements which may have been entered into by and between the parties. Any such prior employment agreements shall be of no force and effect.

Prior Agreements. Unless and except to the extent that # this Agreement specifically provides that it amends and restates an earlier guaranty or # Bank shall hereafter expressly agree in writing to limit the effectiveness of this Agreement, the effect of any earlier or later guaranty by Guarantor shall be cumulative with this Agreement, and all guaranties by Guarantor shall be construed to provide Bank with the broadest possible scope and amount of guaranteed obligations.

Prior Agreements. By accepting participation in the Plan, the Participant irrevocably waives the Participant’s rights to any severance benefits (including vesting acceleration) that would be paid on a Qualifying Termination, including in connection with a Change in Control, under any offer letter, employment agreement or other policy, plan or commitment, whether written or otherwise, with the Company that is in effect on the date the Participant signs the Participation Notice. The payments pursuant to the Plan are in addition to, and not in lieu of, any accrued but unpaid salary, bonuses or employee welfare benefits to which a Participant is entitled for the period ending with the Participant’s Qualifying Termination.

Prior Agreements. The Parties agree on behalf of themselves and their respective Affiliates that any prior Confidentiality Agreement, by and between Apellis and SFJ (the “Prior CDA”) is hereby terminated and superseded by this Agreement and that all Information disclosed under or pursuant to the Prior CDAs will constitute Confidential Information disclosed pursuant to this Agreement and will be subject to the terms of Article 10, with the confidentiality and non-use provisions of Article 10 applying retroactively to such Confidential Information from the date of disclosure.

Prior Agreements. I represent that I have provided the Company with a copy of any agreement that I have with a current or former employer or other party that imposes any existing obligations relating to confidentiality and/or any restrictive covenants, such as a non-competition or non-solicitation obligation. I further represent that I will not disclose to the Company or induce the Company to use any confidential or proprietary information or material belonging to any previous employer or any third party.

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