Consent to Employment. Notwithstanding anything to the contrary in this Agreement, Seller releases, waives and discharges, and agrees not to xxx or otherwise pursue, any and all claims or Suits, known or unknown, that Seller may have against Buyer (or any of Buyer’s Affiliates) and/or any Active Transferred Employee arising out of or relating to any such Active Transferred Employee’s employment with Buyer, including all Claims arising under any Contract containing any non-competition, non-solicitation, confidentiality or similar provisions, except to the extent such Claims do not relate to the Business in any manner whatsoever.
Consent to Employment. For all purposes, Seller consents to Buyer’s employment of all Active Transferred Employees that Buyer employs on or after the Closing Date.
Consent to Employment. The Seller shall be solely responsible for compliance with the requirements of COBRA with respect to all “M&A qualified beneficiaries” (within the meaning of Treasury Regulation Section 54.4980B-9) with respect to the transactions contemplated by this Agreement. The Purchaser may offer employment to any Business Employee(s) it determines, in its sole discretion, prior to the Closing (which would be contingent on the Closing) or after the Closing, on terms and conditions of employment as determined by the Purchaser in its sole discretion.
Consent to Employment. As and to the extent necessary to permit the Retained Employees and Hxxxx Xxxxxx and each of them to accept employment with Parent, to engage in the Business and to exploit the Acquired Assets for commercial purposes, Seller, for itself and its Affiliates, hereby waives such rights as it may have under or by virtue of any employment agreement, offer letter or other arrangement with such Persons.
Consent to Employment. As and to the extent necessary to permit each Transferred Employee to whom a Purchaser or its Affiliate offered employment to accept employment with such Purchaser, to engage in the Business as it may be conducted by such Purchaser from and after the Closing Date and to exploit the Purchased Assets for commercial purposes, subject to the Closing, from and after the Closing Date, each Seller for itself and its Affiliates, hereby waives any rights it may have under or by virtue of any employment agreement, offer letter or arrangement with such Persons.
Consent to Employment. 2.1 The parties acknowledge that Rxxx Xxxxxxx and Axxxxx Xxxxxx are presently employed by Soy Labs pursuant to written Employment Agreements and that Axxxxxx Xxxxxx is retained by Soy Labs as a consultant.
Consent to Employment. For all purposes, the Trust, on behalf of all Utility Sellers, and DTUENY consent to Buyer’s employment of all Active Transferred Employees that Buyer employs on or after the Closing Date.
Consent to Employment. Notwithstanding anything to the contrary in this Agreement, the Company and the Shareholders release, waive and discharge and agree, not to xxx or otherwise pursue, any and all Claims, known or unknown, that the Company and/or any Shareholder may have against Buyer (or any of Buyer’s Affiliates) and/or any Transferred Employee arising out of or relating to any such Transferred Employee’s employment with Buyer, including all Claims arising under any Contract containing any non-competition, confidentiality or similar provisions, except to the extent such Claims do not relate to the Business in any manner whatsoever. At or prior to the Closing, the Company shall deliver a written release signed by the PEO whereby the PEO shall make the same releases and agreements in favor of the Buyer and the Buyer’s Affiliates as set forth in this Section 5.2(i) (the “PEO Release”).
Consent to Employment. Notwithstanding anything to the contrary in this Agreement, Company releases, waives and discharges, and agrees, and will cause the PEO to release, waive, discharge and agree, not to xxx or otherwise pursue, any and all Claims, known or unknown, that Company and the PEO may have against Buyer (or any of Buyer’s Affiliates) and/or any Active Transferred Employee arising out of or relating to any such Active Transferred Employee’s employment with Buyer, including all Claims arising under any Contract containing any non-competition, confidentiality or similar provisions, except to the extent such Claims relate primarily to any Excluded Asset and not to the Business.
Consent to Employment. Notwithstanding anything to the contrary in this Agreement, the Company and the Shareholders release, waive and discharge, and agree not to sxx or otherwise pursue, any and all Claims, known or unknown, that the Company and/or any Shareholder may have against Buyer (or any of Buyer’s Affiliates) and/or any Transferred Employee arising out of or relating to any such Transferred Employee’s employment with Buyer, including all Claims arising under any Contract containing any non-competition, confidentiality or similar provisions, except: (i) to the extent such Claims do not relate to the Business in any manner whatsoever; and (ii) as set forth in Section 1.2(j) and Section 5.2(i), to the extent applicable.
