Employees and Service Providers Sample Clauses

Employees and Service Providers. SiTech had not been and is not currently involved in any labor discussion with any group seeking to become the bargaining unit for any of SiTech's employees. The Disclosure Schedule contains a listing of (i) each employment, consulting, severance, deferred compensation, bonus, ownership interest option, purchase or appreciation and any other employee benefit plan (whether or not in writing) providing for compensation or other benefits to employees (including officers), or independent contractors, individually or as a group, to which SiTech is a party or by which it is bound; (ii) each "employee pension benefit plan" as defined in Section 3(2) of the Employee Retirement Income Security Act of 1974 ("ERISA") and not exempted under Section 4(b) or Section 201 of ERISA maintained by SiTech or to which SiTech is required to contribute including any multi-employer pension plan; and (iii) each "employee welfare benefit plan" as defined in Section 3(1,) of ERISA maintained by SiTech or to which SiTech contributes or is required to contribute. SiTech has complied in all material respects with all applicable laws, rules and regulations relating to employment. All of SiTech's employee benefits plans, as defined in Section 3(3) of ERISA, including all benefit plans subject to Title IV of ERISA, in effect at any time since inception of SiTech are now, and have always been, established, maintained and operated in accordance, in all material respects, with all applicable laws (including, without limitation, ERISA and the Internal Revenue Code) and all regulations and interpretations thereunder and in accordance with their plan documents.
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Employees and Service Providers. As of the Closing the Company has no employees or service providers and has no outstanding obligations or liabilities to any former employees or service providers.
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Employees and Service Providers. 4.14.1 Except as set forth on Schedule 4.14.1 of the Disclosure Schedule, the Company has no employment or consulting contracts, agreements or bonus, incentive, profit-sharing, or pension plans currently in force and effect, or any understanding with respect to any of the foregoing. 4.14.2 As of the date hereof, and except as set forth on Schedule 4.14.2 of the Disclosure Schedule, the Company has no deferred compensation or share option covering any of its officers or employees. 4.14.3 The Company has complied with all applicable employment laws policies, procedures and agreements relating to employment, terms and conditions of employment and to the proper withholding and remission to the proper tax and other authorities of all sums required to be withheld from employees or persons deemed to be employees under applicable laws respecting such withholding, other than as disclosed in Schedule 4.14.3. 4.14.4 Except as set forth in Schedule 4.14.4 of the Disclosure Schedule and as required under applicable law (including the Severance Pay Law), the Company has no policy, practice, plan or program of paying severance pay or any form of severance compensation in connection with the termination of employment services. The Company is not bound by or subject to (and none of its assets or properties is bound by or subject to) any written or oral, express or implied, contract, commitment or arrangement with any labor union except for those provisions of general agreements between the Histadrut and any Employers’ Union or Organization which are applicable to all the employees in Israel, or in the industry in which the Company operates, by Extension Order. No labor union has requested or has sought to represent any of the employees, representatives or agents of the Company. 4.14.5 Each current and former employee and consultant of the Company has executed an agreement with the Company regarding confidentiality and proprietary information substantially in the form or forms delivered to the counsel for the Investors (the “Confidential Information Agreements”); (ii) other than as disclosed in Schedule 4.14.5, no current or former employee or consultant has excluded works or inventions from his or her assignment of inventions pursuant to such employee’s Confidential Information Agreement; (iii) Each current and former employee has executed a non-competition and non-solicitation agreement substantially in the form or forms delivered to counsel for the Investors. The Company...
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Employees and Service Providers. (a) Caravelle is not a party to or bound by any contract or commitment to pay any royalty, license fee or management fee; (b) Caravelle does not have any employment contract with any person whomsoever except such contracts as are listed in Section 2.13 of the Caravelle Disclosure Schedule, attached hereto and such Schedule truly and correctly sets out whether such contracts are in writing and the annual salary and the length of employment of each of the employees of Caravelle; (c) Caravelle is not bound by or a party to: (i) any collective bargaining agreement, or (ii) any benefit plan including, without limiting the generality of the foregoing, any pension plan maintained by or on behalf of Caravelle for any of its employees, except such agreements and plans as are listed in Section 2.13 of the Caravelle Disclosure Schedule attached hereto; (d) All benefit plans listed in Section 2.13 of the Caravelle Disclosure Schedule attached hereto have been duly registered where required by, and are in good standing under, all applicable legislation including, without limiting the generality of the foregoing, the INCOME TAX ACT (Canada) and the PENSION BENEFITS ACT (Ontario) and all required employer contributions under any such plans have been made and the applicable funds have been funded in accordance with the terms thereof of the plans and no past service funding liabilities exist thereunder; (e) No trade union, council of trade unions, employee bargaining agency or affiliated bargaining agent: (i) holds bargaining rights with respect to any of Caravelle's employees by way of certification, interim certification, voluntary recognition, designation or successor rights, (ii) has applied to be certified as the bargaining agent of any of Caravelle's employees, or (iii) has applied to have Caravelle declared a related employer pursuant to Section 1(4) of the LABOUR RELATIONS ACT (Ontario); (f) There are no actual, threatened or pending organizing activities of any trade union, council of trade unions, employee bargaining agency or affiliated bargaining agent or any actual, threatened or pending unfair labor practice complaints, strikes, work stoppages, picketing, lock-outs, hand-xxxxxxxx, boycotts, slowdowns, arbitrations, grievances, complaints, charges or similar labor related disputes or proceedings pertaining to Caravelle, and there have not been any such activities or disputes or proceedings within the last year, except as disclosed in Section 2.13 of the Carave...
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Employees and Service Providers. Virtual is not involved in any labor discussion with any unit or group seeking to become the bargaining unit for any of Virtual's employees, nor has any such unit or group notified Virtual of an intention to commence any organizational activities among the employees of Virtual. The Telxon Disclosure Schedule sets forth a listing of (i) each collective bargaining agreement and other labor agreement to which Virtual is a party or by which it is bound; (ii) each employment, consulting, severance, deferred compensation, incentive compensation, bonus, profit sharing, stock option, stock purchase, stock appreciation, employee stock ownership and any other employee benefit plan, contract, agreement, or other arrangement (whether or not in writing) providing for compensation or other benefits to employees (including officers), or independent contractors, individually or as a group, to which Virtual is a party or by which it is bound whether such plan, agreement, arrangement or the like is controlled by Telxon or by Virtual (collectively, the "BENEFIT ARRANGEMENTS"); (iii) each "employee pension benefit plan" as defined in Section 3(2) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and not exempted under Section 4(b) or Section 201 of ERISA maintained by Virtual or to which Virtual is required to contribute including any "multi-employer plan" (as defined in Section 3(37) of ERISA); (iv) each "employee welfare benefit plan" as defined in Section 3(1) of ERISA maintained by Virtual or to which Virtual contributes or is required to contribute, including any multi-employer welfare plan, and each other plan under which "fringe benefits" (including, without limitation, vacation plans or programs, severance benefits, sick leave plans or programs, dental or medical plans or programs, and related or similar benefits) are afforded to employees of, or otherwise required to be provided by, Virtual; and (v) each loan to officers and directors and each loan to a non-officer employee. All employee benefits plans, as defined in Section 3(3) of ERISA, of Virtual in effect at any time since inception of Virtual are now, and have always been, established, maintained and operated in accordance, in all material respects, with all applicable laws (including, without limitation, ERISA and the Internal Revenue Code of 1986, as amended (the "CODE")) and all regulations and interpretations thereunder and in accordance with their plan documents. There is no unf...
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Employees and Service Providers. The following representations and warranties refer only to Pluristem’s employees, consultants and service providers who will provide services to the Company under the Pluristem Services Agreement (collectively, the “Services Agreement Providers”): 4.12.1 All of the Services Agreement Providers have executed employment, consultancy or service agreements (as applicable) with Pluristem. The employment agreements of any Services Agreement Providers who are employed by Pluristem are materially in the template form delivered to the Investor prior to the date of this Agreement. 4.12.2 Pluristem is materially in compliance with all applicable Law in connection with engagement with the Services Agreement Providers, and is not delinquent in payments or contributions to or for the benefit of any of the Services Agreement Providers, for any wages, salaries, fees, commissions, bonuses, tax withholding, managers insurance funds, vocational study funds, pension funds, severance pay accrual or other direct compensation for any services performed for it or amounts required to be reimbursed to such Services Agreement Providers. To Pluristem’s knowledge, no Services Agreement Provider is in violation of any term of any employment contract, proprietary information agreement or any other agreement relating to the right of any such Services Agreement Provider to be employed by, or to contract with, Pluristem or to provide the services to the Company under the Pluristem Services Agreement; and the continued employment or engagement by Pluristem of the Services Agreement Providers will not result in any such violation. To Pluristem’s knowledge, no Services Agreement Provider who is deemed as key employee in Pluristem intends to terminate his, her or its employment or engagement with Pluristem. To Pluristem’s knowledge, none of the Services Agreement Providers who is deemed as key employee in Pluristem is obligated under any contract (including licenses, covenants or commitments of any nature) or other agreement, or subject to any judgment, decree or order of any judicial authority or Governmental Agency, that would materially interfere with such Services Agreement Provider’s ability to provide the services as a Service Agreement Provider.
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Employees and Service Providers 
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Related to Employees and Service Providers

  • Employees and Contractors The Recipient agrees to disclose Confidential Information to any agents, affiliates, directors, officers, or any other employees, collectively known as the “Employees,” solely on a need-to-know basis and represents that such Employees have signed appropriate non-disclosure agreements or have taken appropriate measures imposing on such Employees a duty to third parties: i.) To hold any third-party proprietary information received by such Employees in the strictest confidence; ii.) Not to disclose such third-party Confidential Information to any other third party; and iii.) Not to use such Confidential Information for the benefit of anyone other than to whom it belongs, without the prior express written authorization of the Owner.

  • Employees and Subcontractors It is understood that, from time to time, it may become necessary for the Contractor to replace an individual working as an employee or subcontractor of the Contractor. All such removals or replacements shall be subject to Owner’s prior approval. Owner reserves the right to approve a replacement, which approval shall not be unreasonably withheld, or terminate the Work, either partially or in its entirety without further obligation to the Contractor thereunder other than to remit payment for the Work rendered up to the termination date. Contractor agrees that Owner may, at any time, with cause, require Contractor to remove an individual from the performance of the Work. An election by Owner of any of its rights under this Section 19 shall not affect the Contractor’s responsibilities, liabilities or warranties under this Agreement.

  • Service Providers Provider shall enter into written agreements with all Service Providers performing functions pursuant to this Agreement, whereby the Service Providers agree to protect Student Data in manner no less stringent than the terms of this DPA. The list of Provider’s current Service Providers can be accessed through the Provider’s Privacy Policy (which may be updated from time to time).

  • Employees and Consultants Pubco does not have any employees or consultants, except as disclosed in the Pubco SEC Documents.

  • Contractor’s Employees and Subcontractors (a) Contractor shall only disclose PII to Contractor’s employees and subcontractors who need to know the PII in order to provide the Services and the disclosure of PII shall be limited to the extent necessary to provide such Services. Contractor shall ensure that all such employees and subcontractors comply with the terms of this DPA. (b) Contractor must ensure that each subcontractor performing functions pursuant to the Service Agreement where the subcontractor will receive or have access to PII is contractually bound by a written agreement that includes confidentiality and data security obligations equivalent to, consistent with, and no less protective than, those found in this DPA. (c) Contractor shall examine the data security and privacy measures of its subcontractors prior to utilizing the subcontractor. If at any point a subcontractor fails to materially comply with the requirements of this DPA, Contractor shall: notify the EA and remove such subcontractor’s access to PII; and, as applicable, retrieve all PII received or stored by such subcontractor and/or ensure that PII has been securely deleted and destroyed in accordance with this DPA. In the event there is an incident in which the subcontractor compromises PII, Contractor shall follow the Data Breach reporting requirements set forth herein. (d) Contractor shall take full responsibility for the acts and omissions of its employees and subcontractors. (e) Contractor must not disclose PII to any other party unless such disclosure is required by statute, court order or subpoena, and the Contractor makes a reasonable effort to notify the EA of the court order or subpoena in advance of compliance but in any case, provides notice to the EA no later than the time the PII is disclosed, unless such disclosure to the EA is expressly prohibited by the statute, court order or subpoena.

  • Employees and Independent Contractors Party agrees that it shall comply with the laws of the State of Vermont with respect to the appropriate classification of its workers and service providers as “employees” and “independent contractors” for all purposes, to include for purposes related to unemployment compensation insurance and workers compensation coverage, and proper payment and reporting of wages. Party agrees to ensure that all of its subcontractors or sub-grantees also remain in legal compliance as to the appropriate classification of “workers” and “independent contractors” relating to unemployment compensation insurance and workers compensation coverage, and proper payment and reporting of wages. Party will on request provide to the Agency of Human Services information pertaining to the classification of its employees to include the basis for the classification. Failure to comply with these obligations may result in termination of this Agreement.

  • Conduct of Employees and Staff Contractor shall ensure that all of Contractor’s employees and Staff provided under the Contract shall adhere to the standards of conduct prescribed in the Customer’s personnel policy and procedure guidelines, particularly rules of conduct, security procedures, and any other applicable rules, regulations, policies, and procedures of the Customer, including but not limited to Rule Chapter 33-208, Florida Administrative Code. The Contractor shall ensure that all Staff and employees wear attire suitable for the position, either a standard uniform or business casual dress, identified by the Customer.

  • Third Party Service Providers Unless otherwise prohibited by Apple in the Documentation or this Agreement, You are permitted to employ or retain a third party (“Service Provider”) to assist You in using the Apple Software and Services provided pursuant to this Agreement, including, but not limited to, engaging any such Service Provider to maintain and administer Your Applications’ servers on Your behalf, provided that any such Service Provider’s use of the Apple Software and Services or any materials associated therewith is done solely on Your behalf and only in accordance with these terms. Notwithstanding the foregoing, You may not use a Service Provider to submit an Application to the App Store or use TestFlight on Your behalf. You agree to have a binding written agreement with Your Service Provider with terms at least as restrictive and protective of Apple as those set forth herein. Any actions undertaken by any such Service Provider in relation to Your Applications or use of the Apple Software or Apple Services and/or arising out of this Agreement shall be deemed to have been taken by You, and You (in addition to the Service Provider) shall be responsible to Apple for all such actions (or any inactions). In the event of any actions or inactions by the Service Provider that would constitute a violation of this Agreement or otherwise cause any harm, Apple reserves the right to require You to cease using such Service Provider.

  • Consultants and Employees Bound Recipient agrees to disclose the Confidential Information to any agents, affiliates, directors, officers or any other employees (collectively, the “Employees”) solely on a need-to-know basis and represents that such Employees have signed appropriate non-disclosure agreements or taken appropriate measures imposing on such Employees a duty to third parties (1) to hold any third party proprietary information received by such Employees in the strictest confidence, (2) not to disclose such third party Confidential Information to any other third party, and (3) not to use such Confidential Information for the benefit of anyone other than to whom it belongs, without the prior express written authorization of the Company.

  • Non-Solicitation of Employees and Consultants During the Period of Employment and for a period of twenty-four (24) months after the Severance Date, the Executive will not directly or indirectly through any other Person (i) induce or attempt to induce any employee or independent contractor of the Company or any Affiliate of the Company to leave the employ or service, as applicable, of the Company or such Affiliate, or in any way interfere with the relationship between the Company or any such Affiliate, on the one hand, and any employee or independent contractor thereof, on the other hand, or (ii) hire any person who was an employee of the Company or any Affiliate of the Company until twelve (12) months after such individual’s employment relationship with the Company or such Affiliate has been terminated.

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