EMPLOYMENT AND PENSION AGREEMENTS Sample Clauses

EMPLOYMENT AND PENSION AGREEMENTS. (a) No employee has announced his or her termination of his or her position or employment with the Company or the Subsidiaries. (b) There are no deferred compensation agreements, pensions, profit sharing, severance pay or retirement plans in force with respect to any of the employees or former employees. (c) The Seller has not received notice, which notice remains current, for any claim that it has not complied with any employment, labour or related laws. (d) There is no pending or current and, to Sellers Knowledge, no threatened (i) claims or labour litigation in respect of the Company or the Subsidiaries; and (ii) strike or any other material labour dispute involving the employees.
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EMPLOYMENT AND PENSION AGREEMENTS. (a) A true, complete and current list of all employments of the Company indicating level of employment, category and seniority, as well as the salaries, wages and fringe benefits paid or granted to the employees of the Company at the date hereof are set forth in SCHEDULE 6.12 (a) and there have been no increases in salaries, wages and fringe benefits of such employees after the Accounts Date, except as may be required by collective bargaining agreements. All employees are employed for indefinite duration and according to the laws and applicable collective agreements. There are no other employees or individuals who can claim to be employees of the Company except for those listed in SCHEDULE 6.12 (a) (i). (b) No employee having management responsibility has announced his or her termination of his or her position or employment with the Company. (c) Full provision has been made in the Accounts and will, in due course, be made in the Closing Accounts, for the full amount of all present and future liabilities in respect of employment severence compensation (T.F.R.) or pension undertakings to be paid to current or former directors, officers or other employees of the Company. (d) The Company is not in breach of any labour laws and has not received notice, which notice remains current, of any claim that it has not complied with any employment, labour or related laws. All social security obligations and withholding obligations with respect to any employee, officer or director has always been complied with by the Company and will be complied until the Date of Closing. (e) The Company has neither signed, nor is it liable under any policy of, any life or alike personal insurances in excess of compulsory insurances, nor do any of the employees of the Company enjoy any other benefits in excess of benefits provided by mandatory law, except as stated in SCHEDULE 6.12 (e). (f) There are no pending or current and, to the best knowledge of Sellers, no threatened claims or labour litigation in respect of the Company. No negotiations are required to be held by the Company with trade unions under collective bargaining agreements or otherwise as a result of the transaction contemplated by this Agreement and no information relating thereto is required to be conveyed to such trade unions under collective bargaining agreements or otherwise. 13 13
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EMPLOYMENT AND PENSION AGREEMENTS. There have been no increases or amendments to the benefit of the employees outside the Ordinary Course of Business in salaries, wages, fringe benefits or any other rights of such employees after December 31, 2000. None of the employees who are of key importance for the success of the Company and whose names are listed in Schedule 6.2.13 has announced his termination of his position or employment with the Company or has been terminated by the Company. There are no pension agreements with any present or former employees.
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EMPLOYMENT AND PENSION AGREEMENTS. (a) Except as (i) expressly provided in employment contracts between GreenTree and its respective employees, (ii) expressly provided for in the collective bargaining agreements applicable to GreenTree and its respective employees, or (iii) established or required by law in the respective jurisdictions in which GreenTree is organized to do business, there are no deferred compensation agreements, Multi-Employer Plans (as defined in Section 3(37) of ERISA), bonus plans (other than discretionary payments of annual bonuses), profit-sharing plans, pension plans, severance pay or retirement plans, employee stock option or purchase plans, private life insurance plans or hospitalization insurance plans (collectively referred to as the "Employment and Pension Agreements") in effect with respect to any current or former director, officer or other employee of GreenTree which involves a liability material to the business or condition, financial or otherwise, of GreenTree taken as a whole. (b) To the extent required by the Accounting Principles, provisions have been made in the Financial Statements for 1994 and the Most Recent Financial Statements for the full amount of all present and future liabilities in respect of the Employment and Pension Agreements to be paid to current or former directors, officers or other employees of GreenTree. (c) ServiceMaster will enter into an agreement effective on the Closing Date under which ServiceMaster will lease to GreenTree the ServiceMaster employees who comprised the GreenTree staff immediately prior to the Closing Date. Such lease will be for the period December 1, 1995 to and including December 31, 1995 and will be on such terms and conditions as are set forth in the leasing agreement. (d) ServiceMaster will provide all notices required under COBRA. After the Closing, (i) all employees who elect COBRA cover will pay the premiums required of employees as pursuant to the provisions by COBRA, and Bright Horizons will pay the employer's share of such premium; and (ii) ServiceMaster will pay the actual adjusted cost of COBRA claims. (e) ServiceMaster will be responsible for continuing the benefits (if any) which were available to employees who, for whatever reason, were not actively working at GreenTree at January 1, 1996 and there shall be no assignment of any such employee's employment agreement from ServiceMaster to Bright Horizons or GreenTree in connection with this transaction. Any of such employees who desires to return to G...
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EMPLOYMENT AND PENSION AGREEMENTS. (a) A true, complete and current list of all employments of the Company and the salaries, wages and fringe benefits paid or granted to the employees of the Company at the date hereof are set forth in SCHEDULE 6.12(a) and there have been no increases in salaries, wages and fringe benefits of such employees after the Accounts Date. (b) No employee has announced his or her termination of his or her position or employment with the Company. (c) Full provision has been made in the Accounts and will, in due course, be made in the Closing Accounts, for the full amount of all present and future liabilities in respect of employment or pension undertakings to be paid to current or former directors, officers or other employees of the Company. (d) The Company has not received notice, which notice remains current, of any claim that it has not complied with any employment, labour or related laws. (e) The Company has neither signed, nor is it liable under any policy of any life or alike personal insurances in excess of compulsory insurances, nor do any of the employees of the Company enjoy any other benefits in excess of benefits provided by mandatory law. (f) There are no pending or current and no threatened claims or labour litigation in respect of the Company. No negotiations are required to be
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EMPLOYMENT AND PENSION AGREEMENTS. 6.10.1 The names, titles, age, length of service and current annual remuneration of all employees of the Company, including without limitation bonuses, benefits in kind, compensation programs, stock option and similar rights and pension benefits are listed in ANNEX 6.10
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EMPLOYMENT AND PENSION AGREEMENTS. (a) Except as (i) set forth on SCHEDULE 4.13(a) attached hereto, (ii) expressly provided for in collective bargaining agreements applicable to any of the Group Companies and their respective employees and delivered to Buyers, (iii) expressly provided for in employment agreements between any of the Group Companies and their respective employees and delivered to Buyers, or (iv) established or required by law in the jurisdiction in which the Group Companies are organized or do business, there are no deferred compensation agreements, bonus plans (other than discretionary payments of annual bonuses), profit-sharing plans, pension plans, severance pay or retirement plans, employee stock option or purchase plans, private life insurance plans or hospitalization insurance plans (collectively referred to as the "Employment and Pension Agreements") in effect with respect to any director, officer or other employee of any of the Group Companies. (b) There is no pending and, to Sellers' best knowledge, no threatened claim by any current or former director, officer or employee working for any of the Group Companies against any of the Group Companies or Sellers. (c) The relation of each of the Group Companies with its employees is generally good, and there are no pending or, to the best of Sellers' knowledge, threatened material labor difficulties. (d) All obligations of the Group Companies incurred in connection with the Employment and Pension Agreements has been and is properly reflected in the Audited Financial Statements and the Unaudited Financial Statement, respectively, to the extent required by the Accounting Principles.
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EMPLOYMENT AND PENSION AGREEMENTS. 1. To the Seller's knowledge no key employees of the Company and its subsidiaries ("Key Employees") have announced his or her termination of his or her position or employment with the Company or its subsidiary. 2. Full provision has been made in the accounts as of December 31, 1996 and the interim accounts of June 30, 1997 for the full amount of all present and future liabilities in respect of the employment or pension undertakings to be paid to current or former directors, officers, or other employees of the Company. The pension liability of the Company and its subsidiaries is fully paid and the Company and its subsidiaries will not incur any costs in respect of any pension liability out of employment before the Closing Date. 3. There are no pending or to the Seller's knowledge threatened labour claims or litigation in respect of the Company or its subsidiaries. 4. To the Seller's knowledge no negotiations are required to be held by the Company or its subsidiaries with trade unions or collective bargaining agreements or under any statutory requirements as a result of the transaction contemplated by this Agreement and no information relating thereto is, to the Seller's knowledge required to be conveyed to such trade unions under collective bargaining agreements or under statutory requirements.
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Related to EMPLOYMENT AND PENSION AGREEMENTS

  • Employment Agreements Each of the persons listed on Schedule 9.12 shall have been afforded the opportunity to enter into an employment agreement substantially in the form of Annex VIII hereto.

  • Employment and Consulting Agreements Xxxxxxx X. Xxxx and Xxxx X. Xxxxxx shall have executed and delivered employment agreements with BRI, and Xxxxxx Xxxx shall have executed and delivered a Consulting Agreement with BRI.

  • of the Employment Agreement Section 4.4.3 of the Employment Agreement is hereby amended and restated in its entirety to read as follows:

  • Prior Employment Agreements The Executive represents that he/she has not executed any agreement with any previous employer which may impose restrictions on Executive’s employment with the Employer.

  • Employment and Non-Competition Agreements The Employment and Non-Competition Agreements described in SECTION 6.2 hereof shall have been duly executed and delivered by all parties thereto and shall be in full force and effect.

  • Compensation; Employment Agreements; Etc Enter into or amend or renew any employment, consulting, severance or similar agreements or arrangements with any director, officer or employee of Metropolitan or its Subsidiaries, or grant any salary or wage increase or increase any employee benefit (including incentive or bonus payments), except (i) for normal individual increases in compensation to employees in the ordinary course of business consistent with past practice, (ii) for other changes that are required by applicable law, and (iii) to satisfy Previously Disclosed contractual obligations existing as of the date hereof.

  • Employee Benefit Plans; Employment Agreements Except in --------------------------------------------- each case as set forth in SCHEDULE 4.10, (i) there has been no "prohibited transaction," as such term is defined in Section 406 of the Employee Retirement Income Security Act of 1975, as amended ("ERISA") and Section 4975 of the Code, with respect to any employee pension plans (as defined in Section 3(2) of ERISA, any material employee welfare plans (as defined in Section 3(1) of ERISA), or any material bonus, stock option, stock purchase, incentive, deferred compensation, supplemental retirement, severance and other similar fringe or employee benefit plans, programs or arrangements (collectively, the "COMPANY EMPLOYEE PLANS") which could result in any liability of the Company or any of its Subsidiaries; (ii) all Company Employee Plans are in compliance in all material respects with the requirements prescribed by any and all Laws (including ERISA and the Code), currently in effect with respect thereto (including all applicable requirements for notification to participants or the Department of Labor, Pension Benefit Guaranty Corporation (the "PBGC"), Internal Revenue Service (the "IRS") or Secretary of the Treasury), and the Company and each of its Subsidiaries have performed all material obligations required to be performed by them under, are not in any material respect in default under or violation of, and have no knowledge of any material default or violation by any other party to, any of the Company Employee Plans; (iii) each Company Employee Plan intended to qualify under Section 401(a) of the Code and each trust intended to qualify under Section 501(a) of the Code is the subject of a favorable determination letter from the IRS, and nothing has occurred which may reasonably be expected to impair such determination; (iv) all contributions required to be made to any Company Employee Plan pursuant to Section 412 of the Code, or the terms of any Company Employee Plan or any collective bargaining agreement, have been made on or before their due dates; (v) with respect to each Company Employee Plan, no "reportable event" within the meaning of Section 4043 of ERISA (excluding any such event for which the 30-day notice requirement has been waived under the regulations to Section 4043 of ERISA) nor any event described in Section 4062, 4063 or 4041 of ERISA has occurred; (vi) no withdrawal (including a partial withdrawal) has occurred with respect to any multiemployer plan within the meaning set forth in Section 3(37) of ERISA that has resulted in, or could reasonably be expected to result in, any withdrawal liability for the Company or any of its Subsidiaries; (vii) neither the Company nor any of its Subsidiaries has incurred, or reasonably expects to incur, any liability under Title IV of ERISA (other than liability for premium payments to the PBGC, and contributions not in default to the respective plans, arising in the ordinary course), (viii) none of the Company or any of its Subsidiaries is a party to any employment, consulting or similar agreement; and (ix) none of the Company or any of its Subsidiaries is or will be liable for any severance or other payments to any of its employees as a result of this Agreement or the consummation of the transactions contemplated hereby.

  • No Post-Employment Obligations No Company Employee Plan provides, or reflects or represents any liability to provide, retiree life insurance, retiree health or other retiree employee welfare benefits to any person for any reason, except as may be required by COBRA or other applicable statute, and the Company has never represented, promised or contracted (whether in oral or written form) to any Employee (either individually or to Employees as a group) or any other person that such Employee(s) or other person would be provided with retiree life insurance, retiree health or other retiree employee welfare benefit, except to the extent required by statute.

  • Post-Employment Obligations Executive agrees that the following obligations are reasonable and are necessary to protect Employer’s business. Executive further acknowledges that these obligations do not restrict his ability to be gainfully employed, and he acknowledges that any geographic boundary, scope of prohibited activities, and time duration in these obligations are reasonable in nature and no broader than are necessary to protect the Employer’s legitimate business interests. In consideration for his employment and for Employer’s promises herein, Executive agrees that, for a period of two (2) years following his last day of employment, except with the express written consent of the Board, he shall not either directly or indirectly, for himself or on behalf or in conjunction with any other person, partnership, corporation or other entity: (i) own, maintain, engage in, render any services for, manage, have any financial interest in, or permit his name to be used in connection with as a shareholder, bondholder, creditor, officer, director, partner, agent, contractor with, employer or representative of, or in any manner associated with, or give financial, technical or other assistance to, any person, firm or corporation for the purpose of engaging in the copier/office equipment dealer, distribution, sales or service business, or in any other business in which Executive is actively engaged in on behalf of Employer, within a 100 mile radius of any of Employer’s office facilities in the United States of America that Employer operates an office facility in existing on the date of Executive’s termination of employment (the “Current Trade Area”); (ii) enter into any agreement with, service, assist or solicit the business of any persons or entities who were customers of Employer as of, or within two (2) years of, the date of Executive’s termination of employment, for the purpose of providing copier/office equipment dealer sales or service to such customers in the Current Trade Area in competition with Employer or any of its affiliates or to cause such customers to reduce or end their business with Employer; or (iii) enter into any agreement with, or solicit the employment of any persons who were employees, consultants or representatives of Employer as of, or within two (2) years of, the date of Executive’s termination of employment, for the purpose of causing such persons to leave the employment of Employer; provided, however, that no owner of less than one percent (1%) of the outstanding stock of any publicly-traded corporation shall be deemed to be in violation of this Section 4(b) solely by reason thereof.

  • Employment Agreement On the terms and conditions set forth in this Agreement, the Company agrees to employ the Executive and the Executive agrees to be employed by the Company for the Employment Period set forth in Section 2 hereof and in the position and with the duties set forth in Section 3 hereof. Terms used herein with initial capitalization are defined in Section 10.12 below.

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