Employment and Severance Agreements. Except as set forth in the SEC Reports, neither the Company nor any of its Subsidiaries has (i) any written employment contracts or oral employment contracts not terminable at will by the Company or such Subsidiary with any 5% percent shareholder, officer or director of the Company; (ii) any consulting agreement or other compensation agreement with any 5% percent shareholder, officer or director of the Company; or (iii) any agreement or contract with any 5% percent shareholder, officer or director of the Company that will result in the payment by the Company or such Subsidiary or the creation of any commitment or obligation (absolute or contingent), of the Company to pay any severance, termination, “golden parachute,” or similar payment to any present or former personnel of the Company or such Subsidiary following termination of employment. No director, executive officer or other key employee of the Company has advised the Company that he or she intends to resign as director and/or executive officer of the Company or to terminate his or her employment with the Company.
Employment and Severance Agreements. Contingent and effective upon the Closing, the severance agreements and employment agreements, as applicable, between Parent and each of Xxxxx X. Xxxxx and Xxxxx X. Xxxxxxx will have been amended in forms reasonably satisfactory to the Company.
Employment and Severance Agreements. Section 3.16(i) of the Company Disclosure Letter sets forth a complete and accurate list of (i) all employment agreements with employees of the Company or any of its Subsidiaries, other than standard form offer letters and other similar employment agreements entered into in the ordinary course of business and agreements materially consistent with such standard forms; and (ii) all severance agreements, programs and policies of the Company or any of its Subsidiaries with or relating to its Section 16 officers, excluding programs and policies required to be maintained by Law.
Employment and Severance Agreements. (a) Xxxxxxx agrees that the employees of Highland and its Subsidiaries who are retained by Xxxxxxx after the consummation of the Merger ("Employees") will, on and as of the Closing Date, be immediately eligible to participate in employee benefit plans and other fringe benefits and rights, including health plans, severance plans and vacation pay, enjoyed by employees of Xxxxxxx in comparable positions, including any pension plans. For all employee benefit plans, except any pension plans, the Employees will be given immediate credit for their length of service with Highland and its Subsidiaries for all purposes.
(b) Each of the individuals listed in Section 5.7(b) of the Highland Schedule and Xxxxxxx has concurrently with the execution of this Agreement entered into employment agreements substantially similar to those attached as Exhibit A or such other agreements relating to compensation in such form and substance as shall be reasonably satisfactory to Xxxxxxx and such persons
Employment and Severance Agreements. Xxxxx Xxxx shall have executed an employment agreement with Harvest and Xxxxxxx Xxxxxxxxx shall have executed a severance agreement with Harvest, the essential and principal terms of each of which are set out and attached hereto as Schedule 1.2.3 and made a part hereof.
(d) Subsection 1.2.4 is deleted.
(e) Subsection 1.2.5 is modified to read as follows:
Employment and Severance Agreements. Retention Plan; Severance Plans; Change in Control Plan; Bonus Plans.................................................................................. 27 6.06 Expenses..................................................................................... 28 6.07 Sub.......................................................................................... 28 6.08
Employment and Severance Agreements. After the Offeror takes up and pays for Common Shares under the Offer, the Offeror and Offeror's Parent shall cause the Company and any successor of the Company to agree to honour and comply with the terms of all existing employment and severance agreements and policies to which the Company is subject or by which it is bound, as the same may be amended or modified as permitted hereunder. The Company Disclosure Schedule contains a true and complete list of all existing severance agreements and written employment agreements and policies to which the Company is subject or by which it is bound, true and complete copies of which severance agreements and written employment agreements have been provided to Offeror's Parent.
Employment and Severance Agreements. Crestar will honor the terms of American National's and/or Savings Bank's employment agreements with A. Xxxxx Xxxxxx, Xxxxxx X. Xxxxxxx, Xxxxx X. Xxxxxx and Xxxx X. Xxxxxx described on Schedule E.
Employment and Severance Agreements. The Sellers will use their commercially reasonable efforts to cause each Buyer-Retained Post-Closing Employee to enter into an agreement stating that the service provided by such Buyer-Retained Post-Closing Employee with respect to Post-Closing Matters will not trigger or give rise to the right of such Buyer Retained Post-Closing Employee to receive any change of control or severance payment under any employment agree ment or severance agreement (such agreement being referred to as a "Severance Waiver"). To the extent the Sellers are unable to obtain such agreement, the parties agree that such employee will not be considered "reasonably acceptable" to the Buyer in accordance with Section 1.1 and such employee shall not be deemed a Buyer-Retained Post-Closing Employee for any purpose until such employee enters into a Severance Waiver.
Employment and Severance Agreements. Provided he remains employed by Bank of Richmond at the Effective Time in his current position, Financial Holdings shall enter into an employment agreement with Rxx X. Xxxxx III and Mx. Xxxxx shall execute a termination agreement and release with Bank of Richmond, which shall contain substantially the same terms and conditions and be in substantially the same forms as attached as Exhibit 5.01(g) to this Agreement. Provided they remain employed by Bank of Richmond at the Effective Time in their current positions, Financial Holdings shall enter into severance agreements with Mxxxxxx X. Xxxxx and Lxxxx Xxxxxxxx, which shall contain substantially the same terms and conditions and be in substantially the same form as attached as Exhibit 5.01(g) to this Agreement. Financial Holdings shall honor the terms and provisions of the severance agreements with the remaining four executive officers, which have been Previously Disclosed to Financial Holdings.
