Employees of Business Sample Clauses

Employees of Business. Seller acknowledges that Purchaser is under no obligation to offer employment to any salaried or hourly employee of the Business. Purchaser, however, agrees that, under terms and conditions of employment Purchaser will unilaterally establish for all applicants for employment, Purchaser will consider for employment on the same basis as any other applicant for employment former employees of the Business, if such former employees apply and are otherwise qualified and available for employment with Purchaser. All such successful applicants shall be new employees of Purchaser under such new terms and conditions. On or before the Closing Date, Seller will terminate the employment of all salaried and hourly employees on the payroll of the Business (other than those who Purchaser has agreed will remain employees of Seller following the Closing Date). Seller hereby acknowledges that Purchaser will not become a party to, or assume any obligation under any "employee benefit plans," within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended, to which Seller is or may have been a party.
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Employees of Business. Schedule 21.1(a) attached hereto and --------------------- ---------------- incorporated by reference is a true and accurate list of the employees of the Business as of July 24. 1997. Seller and Xxxxxxx shall use commercially reasonable efforts to retain the employees listed on Schedule 21.1(a) attached ---------------- as employees of the Business and shall not terminate any such employee except for cause. Schedule 21.1(b) to be prepared on or immediately after the Closing ---------------- ------- Date and to be attached hereto and incorporated herein by reference shall be a ---- true and accurate list of the employees (the "Employees") of the Business as of the Closing Date.
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Employees of Business. Within five (5) business days from the date hereof Schedule 2.1(r) shall be completed to set forth a true and complete list of all individuals employed in the Business as of the date hereof and, in the case of employees with an annual base salary of $100,000 or more, the position and base compensation payable to each such individual, together with a description of any written or oral employment agreement, consulting agreement or termination or severance agreement between such individual and Nordstrom or any Nordstrom Affiliate.
Sample 1
Employees of Business. Each of DEI, Seller and Buyer acknowledges and agrees that (i) all Continuing Employees will remain employees of the Company immediately following the consummation of the Membership Unit Acquisition, the Share Acquisition and the other transactions contemplated hereby, and (ii) following the date hereof and prior to the Closing Date, TDS Schedule 7.4.1 shall not be modified without the prior written consent of DEI, Seller and Buyer (to be granted or denied in their respective business judgment), except to the extent necessary to reflect (a) the voluntary termination of employment by any Continuing Employee listed on TDS Schedule 7.4.1, (b) the involuntary termination of employment of any Continuing Employee listed on TDS Schedule 7.4.1 not in violation of Section 6.3 or for cause or any other legal requirement, (c) the hiring of any employee by the Company not in violation of Section 6.3 or (d) any change in the position of any Continuing Employee listed on TDS Schedule 7.4.1 not in violation of Section 6.3. Buyer represents and warrants to DEI and Seller that TDS Schedule 7.4.1 includes the following Employees and only the following Employees: (i) all Employees located at the Corporate Headquarters who have received an Employee Offer Letter, except for any such Employee who received an Employee Offer Letter but either rejected it or whose employment with the Company was terminated prior to the date of this Agreement or is to be terminated prior to the Closing Date, whether voluntarily or involuntarily, and (ii) all Employees located at the Corporate Headquarters who shall, if any such Employee has not as of the date hereof received an Employee Offer Letter, receive an Employee Offer Letter on or prior to the Closing. Subject to applicable Law, DEI and Seller shall ensure that any Person who is not a Continuing Employee is no longer employed by the Company upon the Closing Date, and DEI and Seller shall indemnify and hold Buyer and its Affiliates harmless from and against any and all Loss arising directly or indirectly from, out of or based on the termination by TDS USA or TDS Canada of any such Person who is not a Continuing Employee. Buyer acknowledges that certain of the Continuing Employees currently are employed by the Company pursuant to visa petitions, and Buyer acknowledges and agrees that, from and after the Closing, the Company shall be solely responsible for compliance by the Company and such Employees with all applicable immigration Laws, inclu...
Sample 1

Related to Employees of Business

  • Employees of the Company During the Restricted Period and thereafter for as long as the Executive shall remain an employee of or consultant to the Company, the Executive shall not, directly or indirectly, hire or solicit any employee or independent sales agent of the Company away from the Company or encourage any such employee or agent to leave such employment.

  • Nonsolicitation of Employees and Customers At all times while ------------------------------------------ the Executive is employed by the Company and for the two (2) year period immediately following the termination of the Executive's employment with the Company for any reason, the Executive shall not, directly or indirectly, for himself or for or on behalf of any other person, firm, corporation, partnership, association or other entity (a) employ or attempt to employ or solicit the termination of employment of or enter into any contractual arrangement with any employee or former employee of the Company, unless such employee or former employee has not been employed by the Company for a period in excess of six (6) months, and/or (b) call on or solicit any of the actual or targeted prospective customers or clients of the Company (or of its physician practices or laboratories) on behalf of any person or entity in connection with any business that competes with the Company's business, nor shall the Executive make known the names and/or addresses of such employees, customers or clients or any information relating in any manner to the Company's trade or business relationships with such employees, customers or clients, other than in connection with the performance of Executive's duties under this Agreement.

  • Non-Solicitation of Employees and Customers At all times during Employee's employment hereunder, or for such additional periods as may otherwise be set forth in this Agreement in reference to this Paragraph 15, Employee shall not, directly or indirectly, for himself or for any other person, firm, corporation, partnership, association or other entity (a) attempt to employ, employ or enter into any contractual arrangement with any employee or former employee of the Company, its affiliates, subsidiaries or predecessors in interest, unless such employee or former employee has not been employed by the Company, its affiliates, subsidiaries or predecessors in interest during the twelve months prior to Employee's attempt to employ him, or (b) call on or solicit any of the actual or targeted prospective customers of the Company or its affiliates, subsidiaries or predecessors in interest with respect to any matters related to or competitive with the business of the Company.

  • Compensation of Employees Compensate its employees for services rendered at an hourly rate at least equal to the minimum hourly rate prescribed by any applicable federal or state law or regulation.

  • Employees and Compensation Schedule 3.12 contains a true and complete list of all employees of the Station, their job description, date of hire, salary and amount and date of last salary increase. Schedule 3.12 also contains a true and complete list as of the date of this Agreement of all employee benefit plans or arrangements applicable to the employees of the Station and all fixed or contingent liabilities or obligations of Seller with respect to any person now or formerly employed by Seller at the Station, including pension or thrift plans, individual or supplemental pension or accrued compensation arrangements, contributions to hospitalization or other health or life insurance programs, incentive plans, bonus arrangements, and vacation, sick leave, disability and termination arrangements or policies, including workers' compensation policies, and a description of all fixed or contingent liabilities or obligations of Seller with respect to any person now or formerly employed at the Station or any person now or formerly retained as an independent contractor at the Station.

  • Company Employees Each Party shall not, directly or indirectly solicit for employment, any employee of the other Party who has been directly involved in the performance of this Agreement during the Term and for one year after the earlier of the termination or expiration of this Agreement or the termination of such individual's employment, with the other Party. It shall not be a violation of this provision if any employee responds to a Party's general advertisement of an open position.

  • Key Employees The Adviser is not aware that (i) any of its executives, key employees or significant group of employees plans to terminate employment with the Adviser or (ii) any such executive or key employee is subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar agreement that would be violated by either the Adviser’s present or proposed business activities, except, in each case, as would not reasonably be expected, individually or in the aggregate, to have an Adviser Material Adverse Effect.

  • Nonsolicitation of Company’s Employees Executive agrees that during the term of this Agreement and for a period of one (1) year after the termination of this Agreement, Executive will not, either directly or indirectly, separately or in association with others, interfere with, impair, disrupt or damage Company’s business by soliciting, encouraging or attempting to hire any of Company’s employees or causing others to solicit or encourage any of Company’s employees to discontinue their employment with Company.

  • Employees; Compensation Section 3.16(1) of the Disclosure Schedule constitutes a full and complete list of all current directors, officers, employees and consultants of the Company, specifying their names and job designations, the total amount paid or payable to such director, officer, employee or consultant in the prior fiscal year and from the beginning of the current fiscal [+] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED FOR CONFIDENTIALITY PURPOSES 30 year through September 30, 2006, the basis of such compensation, whether fixed or commission or a combination thereof and their principal place of work.

  • Nonsolicitation of Employees While employed by the Company and for a period of six (6) months thereafter, Executive shall not directly or indirectly, for himself or for any other person, firm, corporation, partnership, association or other entity, attempt to employ or enter into any contractual arrangement with any employee or former employee of the Company, unless such employee or former employee has not been employed by the Company for a period in excess of six months.

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