Employees of Company. (a) As soon as reasonably practicable after the Effective Time, but in any event not later than January 1, 1999, Acquiror shall provide employee benefit plans and arrangements to employees of the Company and its subsidiaries that are similar to the employee benefit plans and arrangements of Acquiror for similarly situated employees of the Acquiror as in effect immediately prior to the Effective Time.
Employees of Company a) entitled to shares of common stock upon the exercise of options or awards of stock issued pursuant to an existing employee stock option or stock compensation plan as reported in the Company 10KSB. Company Stock/Option Plans --------------------------
Employees of Company. 31 7.07 TAX-FREE REORGANIZATION........................................................................31 7.08
Employees of Company. During the Restricted Period and thereafter for as long as the Employee shall remain an employee of or consultant to the Company, Employee shall not, directly or indirectly, hire or solicit any employee of the Company away from the Company or encourage any such employee to leave such employment.
Employees of Company. During the Employment Term and the Restricted Period; Executive shall not, directly or indirectly, knowingly hire, solicit or encourage to leave the employment of Company any employee of Company, or hire any person who has left the employment of Company, within one year of the termination of the Restricted Period except for employees terminated or laid off by Company.
Employees of Company. The Company shall use its best efforts to communicate and persuade its employees to continue employment with the Company after the Closing and Parent agrees to continue to employ such employees on the same terms and conditions as existed prior to Closing. Parent agrees to either, at the option of Xxxxxxx Xxxxx, continue the employee group health coverage of the Company or to combine the employees of the Company into the group health plan as available to all employees of Parent. (g) Lock-up Agreement. Xxxxxxx XxXxxxxx, Xxxxx Bayern, ShawnBayern, Xxx Xxxxxxx, Xxxxxxx Xxxxx, Xxxxx Xxxxxx and Xxxxxx Xxxxxxx shall each have executed the Lock-up Agreement, a form of which is attached hereto as Exhibit E. VI.2 Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or before the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company: (a)
Employees of Company. 27 7.08 TAX-FREE REORGANIZATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Employees of Company. As soon as reasonably practicable after the Effective Time, Acquiror shall provide employee benefit plans and arrangements to employees of the Company and its subsidiaries that are similar to the employee benefit plans and arrangements of Acquiror for similarly situated employees of the Acquiror as in effect immediately prior to the Effective Time. The employees of Company and its subsidiaries shall be credited for their actual years of service with the Company for purposes of eligibility, vesting and benefit accrual under all Acquiror benefit plans including, but not limited to, vacation, severance, retirement and disability plans. Such employee benefits under the Acquiror medical plan shall not be subject to any exclusions for any pre-existing conditions, and credit shall be received for any deductibles or out-of-pocket amounts previously paid. Nothing in this Agreement is intended to confer upon any employee of the Company or its subsidiaries retained ("Retained Employees") any right to continued employment after evaluation by Acquiror and its affiliates of their employment needs at any time after the Closing. Notwithstanding any provision in this Agreement to the contrary, Acquiror expressly reserves the right to amend, modify, or terminate any benefit plan or program established or maintained by Acquiror or any of its affiliates (including, without limitation, the Company or its subsidiaries) for the benefit of the Retained Employees.
Employees of Company. Upon termination of this contract by -------------------- either party for any reason, with or without cause, Employee shall not, directly or indirectly, during the course of his employment or for a period of twenty-four (24) months after such termination, solicit any employee of Company, or encourage any such employee to leave such employment without the prior written approval of Company as applicable.
Employees of Company. The parties herein agree and understand that Buyer shall have no obligation to retain any of Company’s employees and that no rights of employment held by Company’s employees shall accrue against or be construed to apply to Buyer or Company following the Effective Date. Provided, however, that Company shall initially retain the services of existing employees for the purpose of transitioning the Company into operations under its new membership, and that Buyer will utilize this period of time to evaluate such employees for retention. Nothing herein is intended to grant any right of employment to any such Company employee or create any contract or term of employment for same.
