Employment Agreements, Key Employees Sample Clauses

Employment Agreements, Key Employees. Xxxxxx X. Xxxxx shall have entered into an employment agreement with Acquisition, substantially in the form of Exhibit B hereto. In addition, each of the individuals listed on Exhibit C hereto shall be a full-time employee of the Company and shall not have given the Company or any of its subsidiaries notice of an intention to resign such full-time employment.
Sample 1
AutoNDA by SimpleDocs
Employment Agreements, Key Employees. Except as set forth on Section 2.11 of the Disclosure Schedule each present and former employee and officer of the Company, the Subsidiary, the New Subsidiary and the PRC Entities has executed an employment agreement in substantially the forms provided to the Investor and identified on Schedule 2.11 (excluding departures from such forms which do not result in any material increase in any liability of the Company or grants a material right assertable against the Company, as compared with such respective forms) (the “Employment Agreements”)). To the Company’s knowledge, none of the Company’s, the Subsidiary’s, the New Subsidiary’s or any PRC Entity’s current or former employees, officers or consultants are in violation of such agreements. Section 2.11 of the Disclosure Schedule lists all employees whose individual continued services are material, in the Company’s reasonable judgment, to the operation of the Business (the “Key Employees”) as well as any employee paid more than $50,000 per year in salary. To the Company’s knowledge, none of the Key Employees are obligated under any contract (including licenses, covenants or commitments of any nature) or other agreement, or subject to any Order, that would interfere with the performance of such employee’s employment duties and responsibilities to the Company, the Subsidiary, the New Subsidiary or the PRC Entities, as the case may be. Neither the execution nor delivery of this Agreement or the Related Agreements, nor the operation of the Business, to the Company’s knowledge conflicts with or results in a breach of the terms, conditions or provisions of, or constitutes a default under, any contract, covenant or instrument under which any of such Key Employees is now obligated. Except as set forth on Schedule 2.11, neither the Company, the Subsidiary, the New Subsidiary nor any of the PRC Entities (a) has agreed to make (or accelerate) any payments (in cash or in-kind) or other benefits to an employee or any other Person upon a merger, sale of substantially all assets or other change in control, or (b) is required to make any loans or advances to any employee, other than ordinary advances for travel expenses.
Sample 1
Employment Agreements, Key Employees. Buyer shall have entered into employment agreements with William Milowitz and John Iason, substantially in the forms annexxx xxxxxx xx Xxxibit 0-X xxx 0-B, respectively.
Sample 1
Employment Agreements, Key Employees. The Purchaser shall have received a separate copy of the Employment and Non-Competition Agreement, in the form attached as Exhibit H hereto (the "EMPLOYMENT AGREEMENTS"), duly and validly executed by each of the persons listed on Exhibit G hereto.
Sample 1
Employment Agreements, Key Employees. The persons listed on Exhibit G hereto shall have received a separate copy of the Employment Agreements, validly executed by a duly authorized officer of each of the Purchaser and the Company.
Sample 1

Related to Employment Agreements, Key Employees

  • Prior Employment Agreements The Executive represents that he/she has not executed any agreement with any previous employer which may impose restrictions on Executive’s employment with the Employer.

  • Employment Agreements Each of the persons listed on Schedule 9.12 shall have been afforded the opportunity to enter into an employment agreement substantially in the form of Annex VIII hereto.

  • Prior Employment Agreement Effective as of the Agreement Date, this Agreement supersedes any prior employment agreement between the Employee and the Company.

  • Compensation; Employment Agreements 16 5.15 Noncompetition, Confidentiality and Nonsolicitation Agreements; Employee Policies...... 16 5.16

  • Employment and Consulting Agreements Xxxxxxx X. Xxxx and Xxxx X. Xxxxxx shall have executed and delivered employment agreements with BRI, and Xxxxxx Xxxx shall have executed and delivered a Consulting Agreement with BRI.

  • Compensation; Employment Agreements; Etc Enter into or amend or renew any employment, consulting, severance or similar agreements or arrangements with any of its directors, officers or employees or those of its subsidiaries or grant any salary or wage increase or increase any employee benefit (including incentive or bonus payments), except (1) for normal individual increases in compensation to employees (other than executive officers or directors) in the ordinary course of business consistent with past practice, (2) for other changes that are required by applicable law and (3) to satisfy Previously Disclosed contractual obligations.

  • Termination of Employment Agreements Any and all Employment Agreements entered into between the Company or any of its Subsidiaries and the Executive prior to the date of this Agreement are hereby terminated.

  • Employee Benefit Plans; Employment Agreements Except in --------------------------------------------- each case as set forth in SCHEDULE 4.10, (i) there has been no "prohibited transaction," as such term is defined in Section 406 of the Employee Retirement Income Security Act of 1975, as amended ("ERISA") and Section 4975 of the Code, with respect to any employee pension plans (as defined in Section 3(2) of ERISA, any material employee welfare plans (as defined in Section 3(1) of ERISA), or any material bonus, stock option, stock purchase, incentive, deferred compensation, supplemental retirement, severance and other similar fringe or employee benefit plans, programs or arrangements (collectively, the "COMPANY EMPLOYEE PLANS") which could result in any liability of the Company or any of its Subsidiaries; (ii) all Company Employee Plans are in compliance in all material respects with the requirements prescribed by any and all Laws (including ERISA and the Code), currently in effect with respect thereto (including all applicable requirements for notification to participants or the Department of Labor, Pension Benefit Guaranty Corporation (the "PBGC"), Internal Revenue Service (the "IRS") or Secretary of the Treasury), and the Company and each of its Subsidiaries have performed all material obligations required to be performed by them under, are not in any material respect in default under or violation of, and have no knowledge of any material default or violation by any other party to, any of the Company Employee Plans; (iii) each Company Employee Plan intended to qualify under Section 401(a) of the Code and each trust intended to qualify under Section 501(a) of the Code is the subject of a favorable determination letter from the IRS, and nothing has occurred which may reasonably be expected to impair such determination; (iv) all contributions required to be made to any Company Employee Plan pursuant to Section 412 of the Code, or the terms of any Company Employee Plan or any collective bargaining agreement, have been made on or before their due dates; (v) with respect to each Company Employee Plan, no "reportable event" within the meaning of Section 4043 of ERISA (excluding any such event for which the 30-day notice requirement has been waived under the regulations to Section 4043 of ERISA) nor any event described in Section 4062, 4063 or 4041 of ERISA has occurred; (vi) no withdrawal (including a partial withdrawal) has occurred with respect to any multiemployer plan within the meaning set forth in Section 3(37) of ERISA that has resulted in, or could reasonably be expected to result in, any withdrawal liability for the Company or any of its Subsidiaries; (vii) neither the Company nor any of its Subsidiaries has incurred, or reasonably expects to incur, any liability under Title IV of ERISA (other than liability for premium payments to the PBGC, and contributions not in default to the respective plans, arising in the ordinary course), (viii) none of the Company or any of its Subsidiaries is a party to any employment, consulting or similar agreement; and (ix) none of the Company or any of its Subsidiaries is or will be liable for any severance or other payments to any of its employees as a result of this Agreement or the consummation of the transactions contemplated hereby.

  • Post-Agreement Employment In the event the Executive remains in the employ of the Company or any of its Affiliates following termination of this Agreement, by the expiration of the Term or otherwise, then such employment shall be at will.

  • Employment and Non-Competition Agreements The employees of Target set forth on Schedule 5.17 shall have accepted employment with Acquiror and shall have entered into an Employment and Non-Competition Agreement substantially in the form attached hereto as Exhibits H-1, et. seq.

Time is Money Join Law Insider Premium to draft better contracts faster.