EMPLOYEES OF THE COMPANIES Clause Samples

EMPLOYEES OF THE COMPANIES. Except as agreed to in writing by the Business Purchaser and the applicable Selling Company, during the Restricted Period, such Selling Company shall not, directly or indirectly, hire or solicit any employee of such Selling Company who has accepted a position with either of the Purchasers or their applicable Affiliates, or encourage any such employee to terminate his or her relationship with either of the Purchasers or their applicable Affiliates.

EMPLOYEES OF THE COMPANIES. At the Closing, neither the Companies nor any of the Subsidiaries shall have any employees.

EMPLOYEES OF THE COMPANIES. (a) Concurrent with the Closing, Purchaser (or its Designee) or Doctor, shall offer employment, on an "at will basis" (other than employees executing employment agreements) to all of the active employees of the Companies set forth on SCHEDULE 3.18, as well as the employees hired by the Companies between the date hereof and the Closing Date to which Purchaser has consented (which consent shall not be unreasonably withheld), except for the employees identified on EXHIBIT H attached hereto, and up to ten (10) other employees of the Companies to be determined by Purchaser between the date hereof and the Closing Date with respect to which Purchaser shall notify the Sellers' Representative, none of whom will be offered employment by Purchaser (or its Designee) or Doctor. (b) The Companies shall, and the Owners shall cause the Companies to, terminate all of their employees effective as of the Closing Date and provide notice at the time of such termination of COBRA Benefits, and Purchaser shall be entitled to review such notices regarding such COBRA Benefits. The Companies shall, and the Owners shall cause the Companies to, cooperate with Purchaser to provide such COBRA benefits as Purchaser deems appropriate to the employees of the Companies who are not employed by Purchaser or Doctor and former employees of the Companies who may be entitled to COBRA benefits.

EMPLOYEES OF THE COMPANIES. Employment regulations (a) The individuals employed by the Companies are indicated in the list attached at SCHEDULE 8. (a) The originals of all the contracts of employment, as well as details of the stock option plans, retirement and pensions scheme and other employment benefit schemes relating to the Companies, the employee profit sharing schemes, and employee participation agreements relating to the Companies are held at the respective registered offices of the Companies. A note on the loans granted to executives, employees and workers of the Companies and to the organisations which collect compulsory investment subsidies in the construction field and guarantees granted by the Companies for such loans is set forth in SCHEDULE 8.1.8 (a). (b) Scotts has received a copy of the Collective Bargaining Agreement relating to each of the Companies, that is to say : CONVENTION COLLECTIVE DE LA CHIMIE, together with the Internal Rules of each of the Companies. (c) No employment contract, service contract or particular benefits given by any of the Companies to any of their Directors or Chairman, excepting those accorded to the Managing Director as is set forth in SCHEDULE 8.1.8 (c), will be in force as at the Closing. (d) None of the Companies has granted any employment advantage, subsidy or bonus and has not entered into any pay agreement outside its usual field of business activity, and no employee of any of the Companies benefits from any particular advantage differing from the general provisions of the relevant contracts or from any clauses more favourable than those provided for by the law or within the context of the relevant Collective Bargaining Agreement. (e) The Companies are not in breach of any clause of such contracts. All salaries, commissions, other payments and repayments and payment of expenses due to the beneficiaries of the said contracts and undertakings and, more generally, to all of the employees as at the Closing, have been duly and fully paid in respect of which a provision has been duly made. (f) The Companies have at all times, up to the date hereof or shall have at the Closing, complied with all social security regulations. The Companies are up to date in the payment of their contributions relating to Social Security, family allowances and the various organisations dealing with retirement and unemployment and, more generally, with all other contributions or payments connected with social welfare. No claim, investigation or dispute exists i...

EMPLOYEES OF THE COMPANIES. The Executive acknowledges that any attempt on the part of the Executive to induce any employee of any of the Companies to leave any of the Companies' employ, or any efforts by the Executive to interfere with the Companies' relationship with any other employee, would be harmful and damaging to the Companies. During the Restricted Period, the Executive will not without the prior agreement of the Companies, in any way, directly or indirectly: (i) induce or attempt to induce any employee to terminate employment with the Companies; (ii) interfere with or disrupt the Companies' relationship with any employee; or (iii) solicit or entice any person employed by the Companies.