Common use of Employees; Employment Relationship Clause in Contracts

Employees; Employment Relationship. All of Seller's employees shall be and remain Seller's employees, with Seller having full authority and control over their actions, and Buyer shall not assume the status of an employer or a joint employer of, or incur or be subject to any liability or obligation of an employer with respect to, any such employees unless and until actually hired by Buyer. Seller shall be solely responsible for any and all liabilities and obligations Seller may have to its employees, including without limitation compensation, severance pay, and accrued vacation time and long-term disability, if applicable. Seller shall comply with the provisions of the Worker Adjustment and Retraining and Notification Act and similar laws, if applicable, and shall be solely responsible for any and all liabilities, penalties, fines, or other sanctions that may be assessed or otherwise due under such laws on account of the closing of the transaction contemplated by this Agreement and the dismissal or termination of any of Seller's employees by Seller at or prior to Closing. Seller shall use its best efforts to preserve Seller's relationship with its employees and shall pay to those employees all salaries, commissions, benefits and other compensation to which they are entitled for services rendered prior to Closing. Seller shall not, without the prior written consent of Buyer, which consent shall not be withheld unreasonably, change the compensation of any employees of the CATV Systems where such changes would be inconsistent with Seller's past practices consistently applied. As soon as administratively feasible, Buyer and Seller will arrange for the transfer to Buyer's 401(k) plan of the accounts in Seller's Phoenix American Incorporated 401(k) Plan of former employees of Seller who are subsequently employed by Buyer, if any, as a result of the sale of the CATV Systems.

Employees; Employment Relationship. All of Seller's employees who work primarily for the CATV Systems shall be and remain Seller's employeesemployees until Closing, with Seller having full authority and control over their actions, and Buyer shall not assume the status of an employer or a joint employer of, or incur or be subject to any liability or obligation of an employer with respect to, any such employees unless and until actually hired by Buyer. Seller shall be solely responsible for any and all liabilities and obligations Seller may have to its employeesemployees who work primarily for the CATV Systems, including without limitation compensation, severance pay, and accrued vacation time and long-term disability, if applicable. Seller shall comply with the provisions of the Worker Adjustment and Retraining and Notification Act and similar laws, if applicable, and shall be solely responsible for any and all liabilities, penalties, fines, or other sanctions that may be assessed or otherwise due under such laws on account of the closing of the transaction contemplated by this Agreement and the dismissal or termination of any of Seller's employees who work primarily for the CATV Systems by Seller at or prior to Closing. Seller shall use its best commercially reasonable efforts to preserve Seller's relationship with its employees who work primarily for the CATV Systems and shall pay to those employees all salaries, commissions, benefits and other compensation to which they are entitled for services rendered prior to Closing. Seller shall not, without the prior written consent of Buyer, which consent shall not be withheld unreasonably, change the compensation of any employees of the CATV Systems where such changes would be inconsistent with Seller's past practices consistently applied. As soon as administratively feasible, Buyer and Seller will arrange for the transfer to Buyer's 401(k) plan of the accounts in Seller's Phoenix American Incorporated 401(k) Plan of former employees of Seller who are subsequently employed by Buyer, if any, as a result of the sale of the CATV Systems.

Employees; Employment Relationship. All of Seller's employees who work primarily for the CATV System shall be and remain Seller's employeesemployees until Closing, with Seller having full authority and control over their actions, and Buyer shall not assume the status of an employer or a joint employer of, or incur or be subject to any liability or obligation of an employer with respect to, any such employees unless and until actually hired by Buyer. Seller shall be solely responsible for any and all liabilities and obligations Seller may have to its employeesemployees who work primarily for the CATV System, including without limitation compensation, severance pay, and accrued vacation time and long-term disability, if applicable. Seller shall comply with the provisions of the Worker Adjustment and Retraining and Notification Act and similar laws, if applicable, and shall be solely responsible for any and all liabilities, penalties, fines, or other sanctions that may be assessed or otherwise due under such laws on account of the closing of the transaction contemplated by this Agreement and the dismissal or termination of any of Seller's employees who work primarily for the CATV System by Seller at or prior to Closing. Seller shall use its best commercially reasonable efforts to preserve Seller's relationship with its employees who work primarily for the CATV System and shall pay to those employees all salaries, commissions, benefits and other compensation to which they are entitled for services rendered prior to Closing. Seller shall not, without the prior written consent of Buyer, which consent shall not be withheld unreasonably, change the compensation of any employees of the CATV Systems System where such changes would be inconsistent with Seller's past practices consistently applied. As soon as administratively feasible, Buyer and Seller will arrange for the transfer to Buyer's 401(k) plan of the accounts in Seller's Phoenix American Incorporated 401(k) Plan of former employees of Seller who are subsequently employed by Buyer, if any, as a result of the sale of the CATV Systems.

Employees; Employment Relationship. All of Seller's employees shall be and remain Seller's employees, with Seller having full authority and control over their actions, and Buyer shall not assume the status of an employer or a joint employer of, or incur or be subject to any liability or obligation of an employer with respect to, any such employees unless and until actually hired by Buyer. Seller shall be solely responsible for any and all liabilities and obligations Seller may have to its employees, including without limitation compensation, severance pay, and accrued vacation time and long-term disability, if applicable. Seller shall comply with the provisions of the Worker Adjustment and Retraining and Notification Act and similar laws, if applicable, and shall be solely responsible for any and all liabilities, penalties, fines, or other sanctions that may be assessed or otherwise due under such laws on account of the closing of the transaction contemplated by this Agreement and the dismissal or termination of any of Seller's employees by Seller at or prior to the Group B Closing. Seller shall use its best efforts to preserve Seller's relationship with its employees and shall pay to those employees all salaries, commissions, benefits and other compensation to which they are entitled for services rendered prior to the Group B Closing. Seller shall not, without the prior written consent of Buyer, which consent shall not be withheld unreasonably, change the compensation of any employees of the CATV Systems where such changes would be inconsistent with Seller's past practices consistently applied. As soon as administratively feasible, Buyer and Seller will arrange for the transfer to Buyer's 401(k) plan of the accounts in Seller's Phoenix American Incorporated 401(k) Plan of former employees of Seller who are subsequently employed by Buyer, if any, as a result of the sale of the CATV Systems.

Employees; Employment Relationship. All of Seller's employees shall be and remain Seller's employees, with Seller having full authority and control over their actions, and Buyer shall not assume the status of an employer or a joint employer of, or incur or be subject to any liability or obligation of an employer with respect to, any such employees unless and until actually hired by Buyer. Seller shall be solely responsible for any and all liabilities and obligations Seller may have to its employees, including without limitation compensation, severance pay, and accrued vacation time and long-term disability, if applicable. Seller shall comply with the provisions of the Worker Adjustment and Retraining and Notification Act and similar laws, if applicable, and shall be solely responsible for any and all liabilities, penalties, fines, or other sanctions that may be assessed or otherwise due under such laws on account of the closing of the transaction contemplated by this Agreement and the dismissal or termination of any of Seller's employees by Seller at or prior to Closing. Seller shall use its best efforts to preserve Seller's relationship with its employees and shall pay to those employees all salaries, commissions, benefits and other compensation to which they are entitled for services rendered prior to Closing. Seller shall not, without the prior written consent of Buyer, which consent shall not be withheld unreasonably, change the compensation of any employees of the CATV Systems where such changes would be inconsistent with Seller's past practices consistently applied. As soon as administratively feasible, Buyer and Seller will arrange for the transfer to Buyer's 401(k) plan of the accounts in Seller's Phoenix American Incorporated 401(k) Plan of former employees of Seller who are subsequently employed by Buyer, if any, as a result of the sale of the CATV Systems.