Common use of Employees and Consultants Clause in Contracts

Employees and Consultants. Except as set forth in the Disclosure Materials, the Buyer has not entered into any arrangement with any present or former employee that will result in any obligation of the Buyer to make any payment to such employee upon termination. True and complete copies of all written employment agreements with the key executive officers of the Company have been delivered to Company prior to the Closing Date. To the Buyer's knowledge, no employee of or consultant to the Buyer is in material violation of any term of any employment contract or any other contract or agreement relating to the relationship of any such employee or consultant with the Buyer. The company has not received notice that any executive officer intends to terminate his employment with the Buyer, nor does the Buyer have any present intention to terminate the employment of any executive officer. To the Buyer's knowledge, none of its employees are obligated under any contract (including licenses, covenants, or commitments of any nature) or other agreement, or subject to any judgment, decree, or order of any court of administrative agency, that would interfere with the use of his/her reasonable diligence to promote the interests of the Buyer that would conflict with the Buyer's business as proposed to be conducted. Neither the execution nor delivery of this Agreement, nor the conduct of the Buyer's business as proposed, will, to the Buyer's knowledge, conflict with or result in a breach of terms, conditions or provisions of, or constitute a default under, any contract, covenant, or instrument under which any of such employees is obligated, which conflict, breach, or default would be materially adverse to the Buyer.

Employees and Consultants. Except as set forth in the Disclosure Materials, the Buyer Company has not entered into any arrangement with any present or former employee that will result in any obligation of the Buyer Company to make any payment to such employee upon termination. True and complete copies of all written employment agreements with the key executive officers of the Company have been delivered to Company Buyer prior to the Closing Date. To the BuyerCompany's knowledge, no employee of or consultant to the Buyer Company is in material violation of any term of any employment contract or any other contract or agreement relating to the relationship of any such employee or consultant with the BuyerCompany. The company Company has not received notice that any executive officer intends to terminate his employment with the BuyerCompany, nor does the Buyer Company have any present intention to terminate the employment of any executive officer. To the BuyerCompany's knowledge, none of its employees are obligated under any contract (including licenses, covenants, or commitments of any nature) or other agreement, or subject to any judgment, decree, or order of any court of administrative agency, that would interfere with the use of his/her reasonable diligence to promote the interests of the Buyer Company that would conflict with the BuyerCompany's business as proposed to be conducted. Neither the execution nor delivery of this Agreement, nor the conduct of the BuyerCompany's business as proposed, will, to the BuyerCompany's knowledge, conflict with or result in a breach of terms, conditions or provisions of, or constitute a default under, any contract, covenant, or instrument under which any of such employees is obligated, which conflict, breach, or default would be materially adverse to the BuyerCompany.

Employees and Consultants. Except as set forth in on Item 3.14 of the Disclosure MaterialsSchedule, the Buyer Company has not entered into any arrangement with any present or former employee that will result in any obligation of the Buyer Company to make any payment to such employee upon termination. True and complete copies of all written employment agreements with the key executive officers of the Company listed on Item 3.14 of the Disclosure Schedule have been delivered made available to Company Purchaser prior to the Closing Date. To the BuyerCompany's knowledge, no employee of or consultant to the Buyer Company is in material violation of any term of any employment contract or any other contract or agreement relating to the relationship of any such employee or consultant with the BuyerCompany. The company Company has not received notice that any executive officer intends to terminate his employment with the BuyerCompany, nor does the Buyer Company have any present intention to terminate the employment of any executive officer. To the BuyerCompany's knowledge, none of its employees are obligated under any contract (including licenses, covenants, or commitments of any nature) or other agreement, or subject to any judgment, decree, or order of any court of or administrative agency, that would interfere with the use of his/her reasonable diligence to promote the interests of the Buyer Company or that would conflict with the BuyerCompany's business as proposed to be conducted. Neither the execution nor delivery of this Agreement, nor the carrying on of the Company's business by the employees of the Company, nor the conduct of the BuyerCompany's business as proposed, will, to the BuyerCompany's knowledge, conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any contract, covenant, covenant or instrument under which any of such employees is obligated, which conflict, breach, breach or default would be materially adverse to the BuyerCompany.