Employment of Shareholder Sample Clauses

Employment of Shareholder. Shareholder shall be employed by Parent as its vice president and chief operating officer on mutually agreeable terms.
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Employment of Shareholder. The Shareholder agrees to be Buyer's employee for a period of at least one year at a total compensation of $61,000 per year, with the terms and conditions of such employment to be pursuant to an Employment Agreement to be executed by the Shareholder and the Buyer at Closing.
Employment of Shareholder. At the Closing, Republic or its assignee and the Shareholder shall enter into an employment agreement in the form attached hereto as Schedule 5.13. The Shareholder shall use reasonable best efforts to facilitate Republic and Chrix Xxxxx xxxering into a reasonably acceptable employment arrangement.
Employment of Shareholder. Effective as of the date of Closing, the Shareholder shall enter into with Buyer a five (5) year employment, confidentiality and noncompete agreement (the "Employment Agreement"), in substantially the form attached as Exhibit "N" hereto, pursuant to which the Shareholder will agree to certain covenants and restrictions and will provide services, in an executive employee capacity, to Buyer in regard to the continued business operations of the Property and Seller's business purchased hereunder. Buyer shall pay to the Shareholder pursuant to the Employment Agreement the following: (i) an annual base salary of $150,000, and (ii) an annual performance bonus up to a maximum of $75,000. In addition, the Employment Agreement will include reasonable and customary provisions for such agreements, including confidentiality, nondisclosure, non-compete, works for hire and non-solicitation provisions.
Employment of Shareholder. The Shareholder shall enter into an employment agreement in the form attached hereto as SCHEDULE 5.14.
Employment of Shareholder. Covenant Not to Compete 12.2 Employment of Turf Products Employment Section 13 Indemnification 13.1 Indemnification of Parent Subsidiary 13.2 Indemnification of Shareholder 13.3 Defense of Claims Section 14 Accounting, Adjustments and Put Right 14.1 Accounting 14.2 Post-Closing Adjustment and Put Right 14.3 No Duplication of Recovery Section 15 General Provisions 15.1 Acknowledgement 15.2 Alterations and Waivers 15.3 Attorneys Fees 15.4 Post Judgment Fees 15.5 Authority to Execute 15.6 Broker Fees 15.7 Choice of Laws 15.8 Confidentiality 15.9 Counterparts 15.10 Cumulative Rights 15.11 Enforceability and Severability 15.12 Entire Agreement 15.13 Exhibits 15.14 Fictitious Business Name 15.15 Further Acts 15.16 Recitals 15.17 Joint and Several Obligations 15.18 Jurisdiction and Venue 15.19 Survival 15.20 Headings 15.21 Assignability 15.22 Notice 15.23 Parties 15.24 Time of Essence AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (the "AGREEMENT"), dated as of May 31, 1996, is entered into by and among ECO SOIL SYSTEMS, [NC., a Nebraska corporation (the "PARENT"), ECO Turf Products, Inc., a Delaware corporation (the "Subsidiary"), Turf Products, Ltd., an Illinois corporation ("TURF PRODUCTS"), XXXXXX XXXXX ("XXXXX"), and XXXXXX XXXXX, AS TRUSTEE OF THE XXXXX FAMILY CHARITABLE REMAINDER TRUST ("TRUST") Xxxxx and Trust being the owners of record of all of the issued and outstanding stock of Turf Products. Xxxxx and Trust sometimes are referred to herein collectively as "SHAREHOLDER".
Employment of Shareholder. 51 8.8 No Prohibition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51 8.11 Southwestern Ice, Inc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
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Employment of Shareholder. Republic or its assignee and the Shareholder shall enter into an employment agreement in the form attached hereto as Schedule 5.13.

Related to Employment of Shareholder

  • Employment of Executive Employer hereby agrees to employ Executive, and Executive hereby agrees to be and remain in the employ of Employer, upon the terms and conditions hereinafter set forth.

  • Employment of Employee (a) Except as provided in Sections 2(b), 2(c) and 2(d), nothing in this Agreement shall affect any right which Employee may otherwise have to terminate Employee’s employment, nor shall anything in this Agreement affect any right which the Company may have to terminate Employee’s employment at any time in any lawful manner.

  • RIGHTS AS A STOCKHOLDER, DIRECTOR, EMPLOYEE OR CONSULTANT The Participant shall have no rights as a stockholder with respect to any shares covered by the Option until the date of the issuance of the shares for which the Option has been exercised (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company). No adjustment shall be made for dividends, distributions or other rights for which the record date is prior to the date the shares are issued, except as provided in Section 9. If the Participant is an Employee, the Participant understands and acknowledges that, except as otherwise provided in a separate, written employment agreement between a Participating Company and the Participant, the Participant’s employment is “at will” and is for no specified term. Nothing in this Option Agreement shall confer upon the Participant any right to continue in the Service of a Participating Company or interfere in any way with any right of the Participating Company Group to terminate the Participant’s Service as a Director, an Employee or Consultant, as the case may be, at any time.

  • Transfer of Employment Notwithstanding any other provision ---------------------- herein to the contrary, the Company shall cease to have any further obligation or liability to the Executive under this Agreement if (a) the Executive's employment with the Company terminates as a result of the transfer of his employment to any other Affiliate of the Corporation, (b) this Agreement is assigned to such other Affiliate, and (c) such other Affiliate expressly assumes and agrees to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no assignment had taken place. Any Affiliate to which this Agreement is so assigned shall be treated as the "Company" for all purposes of this Agreement on or after the date as of which such assignment to the Affiliate, and the Affiliate's assumption and agreement to so perform this Agreement, becomes effective.

  • Contract of Employment Although this Agreement is intended to provide the Executive with an additional incentive to remain in the employ of the Employer, this Agreement shall not be deemed to constitute a contract of employment between the Executive and the Employer nor shall any provision of this Agreement restrict or expand the right of the Employer to terminate the Executive's employment. This Agreement shall have no impact or effect upon any separate written Employment Agreement which the Executive may have with the Employer, it being the parties' intention and agreement that unless this Agreement is specifically referenced in said Employment Agreement (or any modification thereto), this Agreement (and the Employer's obligations hereunder) shall stand separate and apart and shall have no effect upon, nor be affected by, the terms and provisions of said Employment Agreement.

  • Offer of Employment To the extent a Designated Employee is not party to an employment agreement with a Transferor that is a Transferred Contract, the Transferor Parties shall cooperate with the Acquiring Parties and shall use commercially reasonable efforts to seek to obtain on behalf of the Acquiring Parties the acceptance of an offer of employment by any Designated Employees that the Acquiring Parties may hereafter elect to employ, and the Transferor Parties consent to the Acquiring Parties or any of their respective Affiliates communicating directly with such Designated Employees about offers of employment commencing ten (10) days prior to the Closing Date or such earlier date as the Transferors may agree to in their sole discretion. The Acquiring Parties shall make offers of employment to the Designated Employees on terms and conditions to be determined by the Acquiring Parties, provided that each offer of employment is on terms and conditions substantially similar to, and, considered on an overall basis, no less favorable than the Designated Employee’s terms and conditions of employment with the Transferor Parties. The Acquiring Parties shall recognize each Designated Employee’s service with the Transferring Parties for the purposes of calculating all statutory entitlements and the Acquiring Parties shall assume liability for each Designated Employee’s accrued entitlement to annual leave, long service leave and personal leave. The Transferor Parties agree to release each Designated Employee from his or her employment effective from the date on which the Designated Employee will commence employment with the Acquiring Parties. Each Principal has agreed by his execution of this Agreement to execute and deliver at Closing an employment agreement, substantially in the form attached hereto as Exhibit B (the “Employment Agreement”), to Parent or, if directed by Parent, one of Parent’s Affiliates. Except for obligations to the Transferors, to the Knowledge of the Transferors, the Principals are not obligated under or bound by any agreement or instrument, or any judgment, decree, or order of any court of administrative agency, that (a) conflicts or may conflict with their agreements and obligations to use their commercially reasonable efforts to promote the interests of the Acquiring Parties, (b) conflicts or may conflict with the business or operations of the Acquiring Parties, or (c) restricts or may restrict the use or disclosure of any information that may be useful to the Acquiring Parties. Without regard to whether the Acquiror employs the Principals or the Designated Employees, the Transferors shall be solely responsible for all outstanding payments due to the Principals and the Designated Employees under their existing terms of employment with the Transferors (including but not limited to salary, severance obligations or any other payment, except as otherwise provided for in this Section 5.4) through the Closing Date and the Transferor Parties acknowledge and agree that none of the Acquiring Parties shall assume or in any fashion be bound by any employment Contract between a Transferor and the Principals or a Designated Employee.

  • Rights Upon Termination of Employment The terms which regulate the treatment of the International Participant's Restricted Stock Units upon termination of employment are set out in the Plan and in the Award Documents. In summary, upon the International Participant's termination of employment for any reason other than death, Disability or Retirement, any unvested Restricted Stock Units shall be forfeited and cancelled on the date of such termination of employment.

  • Employment at Will Nothing in this Agreement or in the Plan shall confer upon Participant any right to continue in Service for any period of specific duration or interfere with or otherwise restrict in any way the rights of the Corporation (or any Parent or Subsidiary employing or retaining Participant) or of Participant, which rights are hereby expressly reserved by each, to terminate Participant’s Service at any time for any reason, with or without cause.

  • Employment and Term of Employment Subject to the terms and conditions of this Agreement, the Company hereby agrees to employ the Executive, and the Executive hereby agrees to serve the Company, as Controller and Secretary for a term (the "Term of Employment") beginning on the date first set forth above (the "Effective Date") and ending on the Expiration Date (defined below). As used in this Agreement, "Expiration Date" means the first anniversary of the Effective Date, provided that on each anniversary of the Effective Date (each such anniversary being referred to as a "Renewal Date"), the Expiration Date shall be automatically extended one additional year unless, not less than 10 days prior to the relevant Renewal Date, (i) either party shall have given written notice to the other that no such automatic extension shall occur after the date of such notice or (ii) either party shall have given a Notice of Termination to the other pursuant to Section 5 hereof. Notwithstanding the foregoing, if either party gives a valid Notice of Termination pursuant to Section 5 hereof, the Term of Employment shall not extend beyond the termination date specified in such Notice of Termination.

  • Termination of Employment for Cause If Optionee’s employment with the Bancorp or a subsidiary corporation is terminated for cause, this option shall expire thirty (30) days from the date of such termination. Termination for cause shall include, but not be limited to, termination for malfeasance or gross misfeasance in the performance of duties or conviction of a crime involving moral turpitude, and, in any event, the determination of the Board of Directors with respect thereto shall be final and conclusive.

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