Employment and Consulting Arrangements. Section 4.14 of the Target -------------------------------------- Disclosure Schedule contains a true, accurate and complete list of all Target employees and consultants whose annual compensation is in excess of $100,000 (the "Target Employees"), together with each such Person's title or the capacity in which he or she is employed or retained and each such Person's annual compensation. Target has no obligation or liability, contingent or other, under any Employment Arrangement with any Target Employee, other than (i) those listed or described in Section 4.14 of the Target Disclosure Schedule, (ii) those incurred in the ordinary and usual course of business, or (iii) such obligations or liabilities as do not and will not have, in the aggregate, any Material Adverse Effect on Target. Except as described in Section 4.14 of the Target Disclosure Schedule, (a) none of the employees of Target is now represented by any labor union or other employee collective bargaining organization, and Target is not a party to any labor or other collective bargaining agreement with respect to any of employees of Target, (b) there are no pending grievances, disputes or controversies with any union or any other employee or collective bargaining organization of such employees, or threats of strikes, work stoppages or slowdowns or any pending demands for collective bargaining by any such union or other organization, (c) neither Target nor any of such employees is now subject to or involved in or, to Target's knowledge, threatened with, any union elections, petitions therefor or other organizational or recruiting activities, in each case with respect to the employees of Target, and (d) as of the date hereof, none of the Target Employees has notified Target that he or she does not intend to continue employment with Target until the Closing or with ATC following the Closing. Target has performed in all material respects all obligations required to be performed under all Employment Arrangements with Target Employees and is not in material breach or violation of or in material default or arrears under any of the terms, provisions or conditions thereof.
Employment and Consulting Arrangements. 20 5.6 MATERIAL AGREEMENTS.....................................................................................20 5.7
Employment and Consulting Arrangements. Section 4.5 of the Ewinx Xxxclosure Schedule contains a true, accurate and complete list of all Ewinx Xxxloyees, together with each such Person's title or the capacity in which such Person is employed or retained and each such Person's compensation. Except as described in Section 4.5 of the Ewinx Xxxclosure Schedule, all Ewinx Xxxloyees are employed "at will", and neither Ewinx xxx any Subsidiary of Ewinx xxx any obligation or liability, contingent or otherwise, under any Employment Arrangement with any Ewinx Xxxloyee. Except as described in Section 4.5 of the Ewinx Xxxclosure Schedule, (a) none of the Ewinx Xxxloyees is now, or since its organization has been, represented by any labor union or other employee collective bargaining organization, and neither Ewinx xxx any Subsidiary of Ewinx xx or ever has been a party to any labor or other collective bargaining agreement with respect to any of the Ewinx Xxxloyees, (b) there are no pending grievances, disputes or controversies with any union or any other employee or collective bargaining organization of such employees, or threats of strikes, work stoppages or slowdowns or any pending demands for collective bargaining by any such union or other organization, (c) neither Ewinx xxx any of it Subsidiaries is now, or has since its organization been, subject to or involved in or threatened with, any union elections, petitions therefor or other organizational or recruiting activities, in each case with respect to the Ewinx Xxxloyees, and (d) none of the Ewinx Xxxloyees has notified Ewinx xx any Subsidiary of Ewinx xxxt such Person does not intend to continue employment with Ewinx xx such Subsidiary or with Intrepid following the consummation of the Share Purchase. Ewinx xxx its Subsidiaries have performed in all material respects all obligations required to be performed under all Employment Arrangements and are not in material breach or violation of, or in material default or arrears under, any of the terms, provisions or conditions thereof.
Employment and Consulting Arrangements. (a All Company employees who continue as employees of the Surviving Corporation after the Closing shall be entitled to benefits comparable to the benefits Parent provides its employees at the same level as such employees of the Surviving Corporation will be after the Closing.
Employment and Consulting Arrangements. Target does not have any employees or consultants (other than with respect to Contracts with consultants that are terminable at will without penalty). Target has no obligation or liability, contingent or other, under any Employment Arrangement.
Employment and Consulting Arrangements. (i) None of the Key Employees shall have terminated employment with the Company or shall have terminated or repudiated (or indicated or provided notice of an intent to terminate or repudiate) his or her Employment Arrangement or shall be unable to continue employment under his or her Employment Arrangement upon Closing. (ii) At least 10 of the employees set forth in Schedule 5.1(h)(ii) are employed by the Company, Purchaser or an Affiliate of Purchaser at Closing; provided, however, to the extent any of the employees set forth on Schedule 5.1(h)(ii) are Offered Employees and did not receive offers in compliance with Section 4.10, such employees will not be included in the calculation of this percentage requirement. (iii) The Consulting Agreement shall be in full force and effect at the time of the Closing.
Employment and Consulting Arrangements. Section 4.5 of the Ewinx Xxxclosure Schedule contains a true, accurate and complete list of all Ewinx Xxxloyees, together with each such Person's title or the capacity in which such Person is employed or retained and
Employment and Consulting Arrangements. Buyer shall have entered -------------------------------------- into satisfactory employment or consulting arrangements with Xxxxxxxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxxxx Xxxxxxx, Xxxxxx Xxxx- Xxxxx, Xxxx Xxxxx and Xxxxx Xxxxxx.
Employment and Consulting Arrangements. The Company shall have -------------------------------------- entered into employment or consulting arrangements with Xxxxxxxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxxxx Xxxxxxx, Xxxxxx Xxxx-Xxxxx, Xxxx Xxxxx and Xxxxx Xxxxxx.
Employment and Consulting Arrangements. Larrx X. Xxxxx xx the one hand, and Purchaser on the other hand, shall enter into the employment agreement substantially in the form attached hereto as Schedule 12 on or before the Closing Date whereby Larrx X. Xxxxx xxxll provide services to Purchaser.
