Alaska Ratification of change in control agreements with copy of form of change in control agreement
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How to fill out Ratification Of Change In Control Agreements With Copy Of Form Of Change In Control Agreement?
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Also known as change of control. A provision in an agreement giving a party certain rights (such as consent, payment or termination) in connection with a change in ownership or management of the other party to the agreement.
Change in control agreements are contracts that outline pay and benefits an executive will receive in the event of a change in company ownership. They are also sometimes known as ?golden parachutes,? as they provide protection for executives if they are forced out after a company takeover.
The main idea behind agreeing on such a clause is that under certain circumstances it should be possible for a contracting party to release itself from its contractual obligations, for example in the event of a takeover by a competitor or other significant changes in the other contracting party's shareholder structure.
A change of control is a change in a company's ownership or management that results in the decision-making capacity of that entity being exercised by a different group of shareholders and/or directors.
When a change in control occurs, this is generally deemed an assignment of the lease. Due to the change in control of the tenant entity, the entity has changed, triggering an assignment of lease. Most leases will require a tenant to seek the landlord's consent before an assignment of lease occurs.
(c) ?Change of Control? means: (i) a sale of all or substantially all of the assets of the Company; (ii) the acquisition of more than 50% of the voting power of the outstanding securities of the Company by another entity by means of any transaction or series of related transactions (including, without limitation, ...
Parties normally seek to include provisions in an agreement that allow for either termination or an adjustment of their rights, such as payment, upon a change of structure or ownership of the other party. This is known as a ?change of control? clause.