Employment of Active Employees by the Buyer Sample Clauses

Employment of Active Employees by the Buyer. (a) The Buyer may interview all Active Employees, and the Seller will provide the Buyer with full access to all premises, properties and personnel of the Seller for the purpose of preparing for and conducting employment interviews with the Active Employees. Subject to the requirements of Law, upon the request of the Buyer, the Seller will promptly provide the Buyer any information reasonably requested by the Buyer with respect to the Active Employees. Not later than five (5) Business Days prior to the Closing Date, the Buyer will deliver to the Seller a list of Active Employees to whom the Buyer intends to make an offer of employment (the “Hired Active Employees”).
Sample 1
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Employment of Active Employees by the Buyer. (a) The Buyer shall have the right, but not the obligation, to extend offers of employment to those Active Employees that Buyer deems, in its sole discretion, essential to the operation of the Business. SECTION 4.2 of the Disclosure Schedules contains a list of Active Employees to whom the Buyer anticipates it will make an offer of employment that will be effective on or after the Closing Date (the "POTENTIAL EMPLOYEES"); provided however, that nothing in this Agreement or otherwise shall obligate Buyer to make offers of employment to, or to actually employ, the Potential Employees. An Active Employee or a Potential Employee who accepts employment with the Buyer shall sometimes be referred to herein as a "Hired Employee". Effective immediately prior to the Closing Date, the Seller shall terminate the employment of each such Potential Employee, and Seller shall terminate the employment of each Active Employee who becomes a Hired Employee following the Closing Date, such termination to be effective immediately prior to such Active Employee becoming a Hired Employee. Seller hereby releases all Potential Employees from, and Seller covenants and agrees that it will not enforce or seek to enforce, any noncompetition agreements any Potential Employees have entered into with Seller.
Sample 1

Related to Employment of Active Employees by the Buyer

  • Exclusive Employment During employment with the Company, Executive will not do anything to compete with the Company’s present or contemplated business, nor will he plan or organize any competitive business activity. Executive will not enter into any agreement which conflicts with his duties or obligations to the Company. Executive will not during his employment or within one (1) year after it ends, without the Company’s express written consent, directly or indirectly, solicit or encourage any employee, agent, independent contractor, supplier, customer, consultant or any other person or company to terminate or alter a relationship with the Company.

  • Former Employment You represent and warrant that your employment by the Company will not conflict with and will not be constrained by any prior employment or consulting agreement or relationship. You represent and warrant that you do not possess confidential information arising out of prior employment which, in your best judgment, would be utilized in connection with your employment by the Company, except in accordance with agreements between your former employer and the Company.

  • Other Employment Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under this section 3, and the obtaining of any such other employment shall in no event result in any reduction of Company’s obligations to make the payments and arrangements required to be made under this section 3, except to the extent otherwise specifically provided in this Agreement.

  • OUTSIDE EMPLOYMENT Employee shall devote his full time and attention to the performance of the duties incident to his position with the Company, and shall not have any other employment with any other enterprise or substantial responsibility for any enterprise which would be inconsistent with Employee’s duty to devote his full time and attention to Company matters without the prior consent of the Board of Directors.

  • Other Employment Benefits During the Employment Term, the Executive shall be entitled to the following employment benefits:

  • Competition After Termination of Employment The Company shall not pay any benefit under this Agreement if the Executive, without the prior written consent of the Company and within 2 years from the Executive’s Termination of Employment, engages in, becomes interested in, directly or indirectly, as a sole proprietor, as a partner in a partnership, or as a substantial shareholder in a corporation, or becomes associated with, in the capacity of employee, director, officer, principal, agent, trustee or in any other capacity whatsoever, any enterprise conducted in the trading area (a 50 mile radius) of the business of the Company, which enterprise is, or may deemed to be, competitive with any business carried on by the Company as of the date of termination of the Executive’s employment or retirement. This section shall not apply following a Change in Control.

  • Active Employees At or before the Effective Time, New Ceridian shall, or shall cause its Subsidiaries to, employ or continue to employ each New Ceridian Employee who, at the time such action is taken, is actively employed. Any employment agreement between New Ceridian and such an employee shall (i) supersede any employment agreement between such employee and the Corporation and (ii) release the Media Information Indemnitees from all Liabilities and responsibility with respect to any Employment Related Claims arising prior to the Effective Time or in connection with the transactions contemplated by this Agreement or the Distribution Agreement. Any employment agreement between the Corporation and a New Ceridian Employee shall, as of the Effective Time and subject to any contrary provisions of such agreement, be deemed to be assigned to New Ceridian.

  • Company’s Right to Terminate Employee’s Employment for Cause The Company shall have the right to terminate Employee’s employment hereunder at any time for “Cause.” For purposes of this Agreement, “Cause” shall mean:

  • Re-Employment If a Participant who incurs a Separation from Service is subsequently re-employed, he or she may, at the sole and absolute discretion of the Plan Administrator, become a Participant in accordance with the provisions of the Plan.

  • Employment Status This Agreement does not constitute a contract of employment or impose upon Executive any obligation to remain as an employee, or impose on the Company any obligation (i) to retain Executive as an employee, (ii) to change the status of Executive as an at-will employee or (iii) to change the Company’s policies regarding termination of employment.

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