Employment and Severance Arrangements. As of the Effective Time, Tribune shall assume, honor and perform in accordance with their terms all employment, severance, change in control and other such agreements of the Company and its Subsidiaries and Affiliates, giving effect to any amendment or modification to any such agreement authorized by the Company's Board of Directors prior to the date of this Agreement (the "EMPLOYMENT ARRANGEMENTS"). With respect to the Times Mirror Deferred Compensation Plan For Executives and the Deferred Plan for Directors Fees, Tribune shall credit 9% interest per annum, cumulative, from the date any amount is credited to a participant under any such plans effective with respect to all amounts credited under such plans as of the Effective Time, and on all amounts which may be deferred under such plans in connection with the Merger or any termination of any employment related thereto, whether credited with respect to deferrals before or after the Effective Time until all such amounts are paid under the plan in accordance with its terms. Tribune shall pay the reasonable attorney's fees of the individual party to the applicable Employment Arrangement in the event such individual party files a claim in good faith to enforce Tribune's obligations and prevails in such action. Such individual parties are hereby specifically made a third party beneficiary of this Section 6.9(c).
Employment and Severance Arrangements. Except with respect to the acceleration of the vesting and the extension of the exercise period of the Alpha Stock Options set forth in Section 7.18 of the Alpha Disclosure Schedule, Alpha will take all action necessary to ensure that no officer, director or other employee of Alpha or any of its Subsidiaries will become entitled to receive any change of control or other payment or benefit under any employment, severance or other agreement with Alpha or any of its Subsidiaries, including those agreements set forth on Exhibit E, that may otherwise arise as a result of the approval or consummation of any transaction contemplated by this Agreement.
Employment and Severance Arrangements. CPLG will assume and honor, or will cause a CPLG Entity to assume and honor any agreements to which any CPLG Group Employee is party with either any LQ Entity or any joint venture with an LQ Entity, including any (i) employment contract or (ii) retention or severance arrangement.
Employment and Severance Arrangements. (a) On or prior to the date hereof, Green Bank and the individual set forth on Schedule 5.12(a) have entered into an employment agreement in a form satisfactory to Parent (the “New Employment Agreement”), which New Employment Agreement shall become effective upon the Effective Time.
Employment and Severance Arrangements. The Company shall provide evidence satisfactory to Parent that each of the Continuing Employees (i) has entered into “at-will” employment arrangements with Parent or the Surviving Corporation pursuant to their execution of an offer letter (each an “Offer Letter,” collectively, the “Offer Letters”) and the Proprietary Information Agreement, each of which shall be in full force and effect at the Effective Time, (ii) shall have agreed to be employees of Parent or the Surviving Corporation after the Closing, (iii) shall be employees of the Company immediately prior to the Effective Time and (iv) shall not have notified (whether formally or informally) Parent or the Company of such employee’s intention of leaving the employ of Parent or the Company following the Effective Time. The Company and each of the employees of the Company whose names are listed on Schedule 6.1(c)-1 hereto shall have executed and delivered to Parent an Employment Agreement in substantially the forms attached hereto as Exhibit C (each an “Employment Agreement,” collectively, the “Employment Agreements”), and such Employment Agreements shall be in effect as of the Effective Time. The Company and the employee whose name is listed on Schedule 6.1(c)-2 hereto shall have executed and delivered to Parent a Separation and General Release and Waiver Agreement in substantially the form attached hereto as Exhibit D (the “Separation Agreement”).
Employment and Severance Arrangements. Centra shall have entered into satisfactory employment arrangements, including non-competition agreements substantially in the form of Exhibit F hereto and stock restriction agreements substantially in the form of Exhibit G hereto, with each of Xxxxxxxxx Xxxxx and Xxxxxx Xxx, and arrangements satisfactory to Centra shall have been made with respect to the severance arrangements between the Company and each employee of the Company who will not become an employee of Centra after the closing.
Employment and Severance Arrangements. Republic Wireless will assume and honor, or will cause a Republic Wireless Entity to assume and honor, any agreements to which any Republic Wireless Employee is party with Bandwidth, including any (i) employment contract or (ii) retention, release or severance arrangement.
