EMPLOYMENT AND SIMILAR AGREEMENTS. Paragraph 2.11 of the PHC Disclosure Letter sets forth (a) all written employment, severance, bonus, consulting or indemnification arrangements, agreements, understandings or plans between NHS or any Subsidiary and any of their respective directors, officers or employees (including without limitation any such arrangements, agreements, understandings or plans which are conditioned upon a change of control involving NHS or any Subsidiary); (b) all written compensatory arrangements, agreements, understandings or plans between NHS or any Subsidiary and any consultant (including without limitation any such arrangements, agreements, understandings or plans which are conditioned upon a change of control involving NHS); and (c) a list of current employees of NHS and each Subsidiary which reflects, among other things, the current compensation of each such employee.
EMPLOYMENT AND SIMILAR AGREEMENTS. Except as disclosed in Schedule 2.16, there exist no consulting, employment, severance or termination agreements currently in effect between the Limited Partnership, GTC or GCI, and any current Station Employee or former employee, officer or director of the Limited Partnership, GTC or GCI.
EMPLOYMENT AND SIMILAR AGREEMENTS. 27 3.12. LITIGATION....................................................................27 3.13. TAXES.........................................................................28
EMPLOYMENT AND SIMILAR AGREEMENTS. 6 2.12 Litigation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .6 2.13 Taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7 2.14
EMPLOYMENT AND SIMILAR AGREEMENTS. Except as set forth on Schedule 3.11:
EMPLOYMENT AND SIMILAR AGREEMENTS. 16 SECTION 2.13. ERISA...........................................................................................16 SECTION 2.14. LABOR MATTERS...................................................................................17 SECTION 2.15. INTELLECTUAL PROPERTY...........................................................................17 SECTION 2.16. CONTRACTS.......................................................................................18 SECTION 2.17. STATUS OF CONTRACTS.............................................................................21 SECTION 2.18. LITIGATION......................................................................................21 SECTION 2.19. COMPLIANCE WITH APPLICABLE LAWS.................................................................21 SECTION 2.20. ENVIRONMENTAL MATTERS...........................................................................21 SECTION 2.21. FCC MATTERS.....................................................................................22 SECTION 2.22. NO FINDER.......................................................................................23 SECTION 2.23. INSURANCE.......................................................................................23 SECTION 2.24. YEAR 2000.......................................................................................23 SECTION 2.25. TRANSACTIONS WITH AFFILIATES....................................................................23 SECTION 2.26. CABLE MATTERS...................................................................................23 SECTION 2.27. DIGITAL TELEVISION..............................................................................24
EMPLOYMENT AND SIMILAR AGREEMENTS. Except as set forth on Schedule 2.9, (a) there are no employment, severance, bonus, pension, profit-sharing, retirement allowance, severance pay, group insurance, stock purchase, stock option, stock appreciation right, deferred compensation or indemnification arrangements, agreements, understandings, plans or similar Contracts (collectively, “Benefit Plans”) between the Company or its Subsidiaries and any director, officer or employee thereof except those indemnification provisions set forth in the Amended and Restated Certificate and Bylaws and the charter documents of its Subsidiaries; (b) there are no officers or employees of the Company or its Subsidiaries whose employment is not terminable at the will of the Company or the applicable Subsidiary; (c) the Company or its Subsidiaries are not obligated to compensate any consultants pursuant to any Contract which is material to the Company and its Subsidiaries, taken as a whole; and (d) the Company or its Subsidiaries are not a party to, nor are they bound by, any collective bargaining agreement or other labor agreements. True and complete copies of any Contracts, as amended to date, disclosed in Schedule 2.9, have been delivered or will be delivered to Purchaser by the Company prior to the Closing Date.
EMPLOYMENT AND SIMILAR AGREEMENTS. OBLIGA TIONS UPON CHANGE IN CONTROL. Except as set forth in Section 3.16 or 3.18 of the Disclosure Schedule, there is no employment, consulting, severance pay, continuation pay, termination pay, indemnification agreement or other agreement not subject to ERISA with Seller (or any of its Affiliates) and any Designated Employee and, except as set forth in Section 3.16 of the Disclosure Schedule, no such scheduled agreement provides for an increase in such Designated Employee's compensation, benefits or rights in excess of his compensation, benefits and rights provided on the date hereof if such Designated Employee were to accept or refuse an employment offer from Buyer. Seller has provided Buyer with complete and correct copies of all such agreements.
EMPLOYMENT AND SIMILAR AGREEMENTS. Except as set forth on SCHEDULE 2.11, (a) there are no employment, severance, bonus or indemnification arrangements, agreements, understandings or plans between the Company and any director, officer or employee thereof except those indemnification provisions set forth in the Articles of Incorporation and Bylaws of the Company; (b) there are no agreements of the type described in (a) above (i) the benefits of which are contingent, or the terms of which are altered, upon the occurrence of a transaction involving the Company of the nature of any of the transactions contemplated by this Agreement, (ii) providing any term of employment or compensation guaranty not terminable at any time upon notice of thirty (30) days or less or (iii) providing severance benefits or other benefits (which are conditioned upon a change in control) after the termination of employment of such employee, regardless of the reason for such termination of employment; (c) there are no agreements or plans, any of the benefits of which will be materially increased, or the vesting of benefits of which will be materially accelerated, by the occurrence of any of the transactions contemplated by this Agreement or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement; (d) subject to general principles related to wrongful termination of employees, there are no officers or employees of the Company whose employment is not terminable at the will of the Company; (e) the Company is not obligated to compensate any consultants pursuant to any agreement or arrangement which is material to the Company; and (f) the Company is not a party to, nor is it bound by, any collective bargaining agreement or other labor agreement, nor is the Company involved in any labor discussion with any unit or group seeking to become the bargaining unit for any of its employees, nor has any such unit or group notified the Company of an intention to commence any organizational activities among the employees of the Company. True and complete copies of any agreements disclosed in SCHEDULE 2.11 have been delivered or made available to Buyer.
EMPLOYMENT AND SIMILAR AGREEMENTS. There are (a) no employment, severance, bonus or indemnification arrangements, agreements, understandings or plans between the Company and any director, officer or employee thereof except those indemnification provisions set forth in the Articles of Incorporation and Bylaws of the Company; (b) no agreements of the type described in (a) above (i) providing benefits which are contingent, or the terms of which are altered, upon the occurrence of a transaction involving the Company of the nature of any of the transactions contemplated by this Agreement, (ii) providing any term of employment or compensation guaranty not terminable at any time upon notice of thirty (30) days or less or (iii) providing severance benefits or other benefits (which are conditioned upon a change in control) after the termination of employment of such employee, regardless of the reason for such termination of employment; (c) no agreements or plans, any of the benefits of which will be materially increased, or the vesting of benefits of which will be materially accelerated, by the occurrence of any of the transactions contemplated by this Agreement or the value of any of the benefits of which will be calculated on the basis of any of the transactions contemplated by this Agreement; (d) subject to general principles related to wrongful termination of employees, no officers or employees of the Company whose employment is not terminable at the will of the Company.
