Material Inducements. The provisions of Sections 8 and 9 of this Agreement are material inducements to the Company entering into and performing this Agreement. In the event of any breach or threatened breach of the provisions of Sections 8 and 9 of this Agreement by the Employee, in addition to all other remedies at law or in equity possessed by the Company, the Company shall have the right to cancel any unexercised Options, with no further compensation due to the Employee, and/or to require that the Employee repay any of the profits received by the Employee through exercise of any Options. The Employee acknowledges and agrees that the Company will have no adequate remedy at law, and would be irreparably harmed, if the Employee breaches or threatens to breach any of the provisions of Sections 8 and 9 of this Agreement. The Employee further agrees that the Company shall be entitled to equitable and/or injunctive relief to prevent any breach or threatened breach of Sections 8 and 9 of this Agreement, and to specific performance of each of the terms of such Sections in addition to any other legal or equitable remedies that the Company may have, without any requirement to post bond or other security. The Employee also agrees that she shall not, in any equity proceeding relating to the enforcement of the terms of this Agreement, raise the defense that the Company has an adequate remedy at law.
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Material Inducements. The provisions of Sections 8 3, 4, 5 and 9 6 of this Agreement are material inducements to the Company entering into and performing this Agreement. In the event of any breach or threatened breach of the provisions of Sections 8 and 9 3, 4, 5 and/or 6 of this Agreement by the EmployeeExecutive, in addition to all other remedies at law or in equity possessed by the Company, the Company shall have the right to cancel any unexercised Options, with no further compensation due to the EmployeeExecutive, and/or to require that the Employee Executive repay any of the profits received by the Employee Executive through exercise of any Options. The Employee Executive acknowledges and agrees that the Company will have no adequate remedy at law, and would be irreparably harmed, if the Employee Executive breaches or threatens to breach any of the provisions of Sections 8 and 9 3, 4, 5 and/or 6 of this Agreement. The Employee Executive further agrees that the Company shall be entitled to equitable and/or injunctive relief to prevent any breach or threatened breach of Sections 8 and 9 3, 4, 5 and/or 6 of this Agreement, and to specific performance of each of the terms of such Sections in addition to any other legal or equitable remedies that the Company may have, without any requirement to post bond or other security. The Employee Executive also agrees that she he shall not, in any equity proceeding relating to the enforcement of the terms of this Agreement, raise the defense that the Company has an adequate remedy at law.
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Material Inducements. The provisions of Sections 8 5, 6 and 9 7 of this Agreement are material inducements to the Company entering into and performing this Agreement. In the event of any breach or threatened breach of the provisions of Sections 8 and 9 5, 6 and/or 7 of this Agreement by the EmployeeExecutive, in addition to all other remedies at law or in equity possessed by the Company, the Company shall have the right to cancel (i) terminate and not pay any unexercised Options, with no further compensation amounts payable to the Executive hereunder and/or (ii) cease the provision of any benefits otherwise due to the Employee, and/or to require that the Employee repay any of the profits received by the Employee through exercise of any OptionsExecutive hereunder. The Employee Executive acknowledges and agrees that the Company will have no adequate remedy at law, and would be irreparably harmed, if the Employee Executive breaches or threatens to breach any of the provisions of Sections 8 and 9 5, 6 and/or 7 of this Agreement. The Employee Executive further agrees that the Company shall be entitled to equitable and/or injunctive relief to prevent any breach or threatened breach of Sections 8 and 9 5, 6 and/or 7 of this Agreement, and to specific performance of each of the terms of such Sections in addition to any other legal or equitable remedies that the Company may have, without any requirement to post bond or other security. The Employee Executive also agrees that she he shall not, in any equity proceeding relating to the enforcement of the terms of this Agreement, raise the defense that the Company has an adequate remedy at law.
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Sources: Change of Control Bonus and Severance Agreement (Arrow International Inc)
Material Inducements. The provisions of Sections 8 3, 4, 5 and 9 6 of this Agreement are material inducements to the Company entering into and performing this Agreement. In the event of any breach or threatened breach of the provisions of Sections 8 and 9 3, 4, 5 and/or 6 of this Agreement by the EmployeeExecutive, in addition to all other remedies at law or in equity possessed by the Company, the Company shall have the right to cancel (i) terminate and not pay any unexercised Options, with no further compensation amounts payable to the Executive hereunder and (ii) cease the provision of any benefits otherwise due to the Employee, Executive hereunder and/or to (iii) require that the Employee Executive repay any of the profits payments received by the Employee through exercise Executive from any Options accelerated by virtue of any OptionsSection 2(b) above. The Employee Executive acknowledges and agrees that the Company will have no adequate remedy at law, and would be irreparably harmed, if the Employee Executive breaches or threatens to breach any of the provisions of Sections 8 and 9 3, 4, 5 and/or 6 of this Agreement. The Employee Executive further agrees that the Company shall be entitled to equitable and/or injunctive relief to prevent any breach or threatened breach of Sections 8 and 9 3, 4, 5 and/or 6 of this Agreement, and to specific performance of each of the terms of such Sections in addition to any other legal or equitable remedies that the Company may have, without any requirement to post bond or other security. The Employee Executive also agrees that she he shall not, in any equity proceeding relating to the enforcement of the terms of this Agreement, raise the defense that the Company has an adequate remedy at law.
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