Annex 12 Sample Clauses

Annex 12. 3(a) contains a complete and correct list of all broadcasting licenses held by the Nordic Companies and required for the conduct of their present business operations (the “Licenses”).
Annex 12. 4(a) contains a complete and correct list of all content- and/or programming agreements to which any of the Nordic Companies is a party and which provide for a minimum consideration payable by the relevant Nordic Company to the respective counterparty in excess of EUR 5,000,000.00 (in words: five million euros) in the individual case for the entire contractual term of the relevant content or programming agreement (the “Material Content Agreements”).
Annex 12. 11(a) contains a true and correct list of all managing directors, board members and (anonymized) employees with an annual gross base salary in excess of EUR 200,000.00 (in words: two hundred thousand euros) of the Nordic Companies (the “Key Employees”), including true and correct information on the respective position/occupation, start date, age, notice period, gross annual base salary, bonus entitlements and entitlements to other incentives.
Annex 12. 8(b) contains a complete list of all lease agreements of all real property leased by the Nordic Companies which provide (for each individual agreement) for annual payment obligations of the relevant Nordic Companies in excess of EUR 500,000.00 (in words: five hundred thousand euros) in the individual case (the “Lease Agreements”). True and complete copies of the Lease Agreements have been Disclosed in the VDR.
Annex 12. 5(a) contains a complete and correct list of all signal distribution agreements to which any of the Nordic Companies is a party and any of (i) Boxer TV, YouSee, Xxxxx and/or Canal Digital for Denmark, (ii) Boxer TV, Telenor Broadcast Holding AS/Canal Digital AS and/or TeliaSonera Sverige for Sweden and/or (iii) RiksTV, Canal Digital and/or Get for Norway is a counterparty (the “Material Distribution Agreements”).
Annex 12. 11(b) contains a complete and correct list of all individual employment or service agreements for the Key Employees.
Annex 12. 1 contains an accurate list of all (collective and individual) pension benefit or pension benefit related plans, including transitional schemes (hereafter together to be referred to as “Pension”) in force at the Company and at the Subsidiaries on Closing Date. None of the Employees and/or former employees of the Company and the Subsidiaries is entitled to any other pension benefits as under the Pension.
Annex 12. 7.1 contains a list of all public subsidy grant orders (öffentlich rechtliche Zuwendungs- und Förderbescheide) and public subsidy grant agreements (öffentlich rechtliche Zuwendungs und Förderverträge) except for public subsidy grants and public subsidy grant agreements under HSP 1 and HSP 2 received by the Company and the Group Companies during the last five (5) years including the sums payable and in fact paid under these public subsidy grant orders and public subsidy grant agreements, as well as their subsidy periods (Förderperioden).
Annex 12. 5.9 contains for the Company and any of its Subsidiaries a correct and complete list of all employees who have entered into an old age part time agreement (Altersteilzeitvertrag) with such company. The Company and any of its Subsidiaries have taken all measures legally required to ensure protection of the old age part time agreements against the case of insolvency.