Employee Arrangements. Except as set forth in Section 5.20 of the Hanover Disclosure Letter, and except as required (i) pursuant to any collective bargaining agreements in effect as of the date hereof, (ii) as contemplated by this Agreement or (iii) by applicable laws, Hanover shall not, nor shall it permit its Subsidiaries to: (A) grant any increases in the compensation of any of its current, former or prospective directors, officers, consultants or employees; (B) pay or agree to pay to any current, former or prospective director, officer, consultant or key employee of Hanover or its Subsidiaries, whether past or present, any pension, retirement allowance or other material employee benefit not required or contemplated by any of the existing Hanover Benefit Plans as in effect on the date hereof; (C) enter into any new, or amend any existing employment, severance or termination agreement or arrangement with any current, former or prospective director, officer, consultant or key employee or current or prospective employee of Hanover or any of its Subsidiaries; or (D) become obligated under any collective bargaining agreement, new pension plan, welfare plan, multiemployer plan, employee benefit plan, severance plan, benefit arrangement or similar plan or arrangement of Hanover or any of its Subsidiaries that was not in existence on the date hereof, including any plan that provides for the payment of bonuses or incentive compensation, trust, fund, policy or arrangement for the benefit of any current or former directors, officers, employees or consultants or any of their beneficiaries, or amend any such plan or arrangement in existence on the date hereof.
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Samples: Merger Agreement (Hanover Capital Mortgage Holdings Inc), Merger Agreement (Walter Industries Inc /New/), Agreement and Plan of Merger (Walter Industries Inc /New/)
Employee Arrangements. Except as set forth in Section 5.20 of the Hanover Disclosure Letter, and except as required (i) as required pursuant to any collective bargaining agreements in effect as of the date hereof, (ii) as contemplated by this Agreement or the other Transaction Agreements or (iii) as required by applicable laws, Hanover shall notlaws neither Heinz nor Spinco shall, nor shall it either of them permit any of its respective Subsidiaries to:
(A) grant any increases in the compensation of any of its the current, former or prospective directors, officers, consultants or employeeskey employees of Spinco or its Subsidiaries, except in the ordinary course of business consistent with applicable past practice of Heinz and its Subsidiaries;
(B) pay or agree to pay to any current, former or prospective director, officer, consultant or key employee of Hanover Spinco or its Subsidiaries, whether past or present, any pension, retirement allowance or other material employee benefit not required or contemplated by any of the existing Hanover Spinco Benefit Plans as in effect on the date hereof;
(C) except in the ordinary course of business consistent with applicable past practice of Heinz and its Subsidiaries, enter into any new, or amend any existing existing, employment, severance or termination agreement or arrangement with any current, former or prospective director, officer, consultant or key employee or current or prospective employee of Hanover Spinco or any of its Subsidiaries; or
(D) become obligated under any collective bargaining agreement, new pension plan, welfare plan, multiemployer plan, employee benefit plan, severance plan, benefit arrangement or similar plan or arrangement of Hanover Spinco or any of its Subsidiaries that was not in existence on the date hereof, including any plan that provides for the payment of bonuses or incentive compensation, trust, fund, policy or arrangement for the benefit of any current or former directors, officers, employees or consultants or any of their beneficiaries, or amend any such plan or arrangement in existence on the date hereof, except in each case as would not result in a material increase in the annual aggregate cost (based on Heinz's historical annual aggregate cost) of maintaining such collective bargaining agreement, pension plan, welfare plan, multiemployer plan, employee benefit plan, severance plan, trust, fund, policy or arrangement.
Appears in 2 contracts
Samples: Merger Agreement (Del Monte Foods Co), Merger Agreement (Heinz H J Co)
Employee Arrangements. Except as set forth in Section 5.20 of the Hanover Disclosure Letter, and except as required (i) pursuant to any collective bargaining agreements in effect as of the date hereof, (ii) as contemplated by this Agreement or (iii) by applicable laws, Hanover Del Monte shall not, nor shall it permit its Subsidiaries to:
(A) grant any increases in the compensation of any of its current, former or prospective directors, officers, consultants or employees, except in the ordinary course of business consistent with past practice;
(B) pay or agree to pay to any current, former or prospective director, officer, consultant or key employee of Hanover Del Monte or its Subsidiaries, whether past or present, any pension, retirement allowance or other material employee benefit not required or contemplated by any of the existing Hanover Del Monte Benefit Plans as in effect on the date hereof;
(C) except in the ordinary course of business consistent with past practice of Del Monte and its Subsidiaries enter into any new, or amend any existing employment, severance or termination agreement or arrangement with any current, former or prospective director, officer, consultant or key employee or current or prospective employee of Hanover Del Monte or any of its Subsidiaries; or
(D) become obligated under any collective bargaining agreement, new pension plan, welfare plan, multiemployer plan, employee benefit plan, severance plan, benefit arrangement or similar plan or arrangement of Hanover Del Monte or any of its Subsidiaries that was not in existence on the date hereof, including any plan that provides for the payment of bonuses or incentive compensation, trust, fund, policy or arrangement for the benefit of any current or former directors, officers, employees or consultants or any of their beneficiaries, or amend any such plan or arrangement in existence on the date hereof.
Appears in 2 contracts
Samples: Merger Agreement (Del Monte Foods Co), Merger Agreement (Heinz H J Co)
Employee Arrangements. Except as set forth in Section 5.20 of the Hanover Disclosure Letter, and except as required (i) pursuant to any collective bargaining agreements in effect as of the date hereof, (ii) as contemplated by this Agreement or (iii) by applicable laws, Hanover shall not, nor shall it permit its Subsidiaries to:
(A) grant any increases in the compensation of any of its current, former or prospective directors, officers, consultants or employees;
(B) pay or agree to pay to any current, former or prospective director, officer, consultant or key employee of Hanover or its Subsidiaries, whether past or present, any pension, retirement allowance or other material employee benefit not required or contemplated by any of the existing Hanover Benefit Plans as in effect on the date hereofof the Amended and Restated Merger Agreement;
(C) enter into any new, or amend any existing employment, severance or termination agreement or arrangement with any current, former or prospective director, officer, consultant or key employee or current or prospective employee of Hanover or any of its Subsidiaries; or
(D) become obligated under any collective bargaining agreement, new pension plan, welfare plan, multiemployer plan, employee benefit plan, severance plan, benefit arrangement or similar plan or arrangement of Hanover or any of its Subsidiaries that was not in existence on the date hereofof the Amended and Restated Merger Agreement, including any plan that provides for the payment of bonuses or incentive compensation, trust, fund, policy or arrangement for the benefit of any current or former directors, officers, employees or consultants or any of their beneficiaries, or amend any such plan or arrangement in existence on the date hereofof the Amended and Restated Merger Agreement.
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