Officers, Employees and Independent Contractors. Schedule 4.17 contains a true, correct and complete list of (a) all of the officers of the Seller, specifying their position, annual rate of compensation, date of hire, work location, length of service, hours of service, and employee benefit coverages selected, (b) all of the employees (whether full-time, part-time or otherwise) of the Seller as of the date hereof, specifying their position, annual salary and other compensation, hourly wages, date of hire, work location (i.e., where services are performed), length of service, hours of service, employee benefit coverages selected and their status as active or inactive, (c) all of the independent contractors used by the Seller (including, without limitation, physicians, examiners, and medical assistants) who were paid, in the aggregate, more than $1,000 during calendar year 2009, specifying the name of the independent contractor, type of labour (and specialty, in the case of physicians), fees (including commissions, royalties and bonuses) paid to such independent contractor for the calendar year 2009, and province of primary work location (i.e., where services are performed). All Persons classified by the Seller as independent contractors have been properly classified in accordance with all applicable Laws and no such Person is eligible to participate in any Seller Benefit Plan. To the Knowledge of the Seller, each independent contractor listed on Schedule 4.17 has the requisite License(s) required to provide the services such independent contractor provides the Seller. Neither the Seller nor any Shareholder Party received a claim from any Governmental Entity to the effect that the Seller has improperly classified any Person as an independent contractor, nor to the Knowledge of the Seller has any such claim been threatened. Neither the Seller nor any Shareholder Party has made any written or verbal commitments to any officer, employee, former employee, consultant or independent contractor of the Seller with respect to compensation, promotion, retention, termination, severance or similar matters in connection with the transactions contemplated hereby.
Officers, Employees and Independent Contractors. (a) Schedule 4.14(a) contains a true, correct and complete list of (i) each of the officers of Sellers who are employed by a Seller on the date hereof, along with his or her position, date of hire, work location, active or on leave of absence status (and if on leave of absence, the reason for, and circumstances of, such leave) and (ii) each of the other employees (whether full-time, part-time, temporary, leased or otherwise) and independent contractors of Sellers as of the date hereof, along with his or her position, status as exempt or nonexempt from overtime under the FLSA, date of hire, work location, start date, length of service, active or on leave of absence status (and if on leave of absence, the reason for, and circumstances of, such leave). Sellers have provided Purchaser with such other information reasonably requested by Purchaser with respect to the officers and employees of Sellers. Except as set forth on Schedule 4.14(a), Sellers have not received a notification from the United States Department of Homeland Security, the Social Security Administration or any other Governmental Entity that the social security number they have for one or more of their employees does not match the records of such Governmental Entity.
(b) Schedule 4.14(b) contains a true, correct and complete list of all Employment Agreements to which Sellers are a party or bound. Sellers have provided to Purchaser true, correct and complete copies of all Employment Agreements and all personnel policies and employee handbooks utilized in the Business. No Seller has received a claim from any Governmental Entity to the effect that such Seller has improperly classified as an independent contractor any person named on Schedule 4.14(a), and, to the Knowledge of Sellers, no basis for such a claim exists.
Officers, Employees and Independent Contractors. Schedule 6.16 contains a true, correct and complete list of (a) all of the officers of Semotus, specifying their position, annual rate of compensation, date of hire, work location, length of service, hours of service, and employee benefit coverages selected, (b) all of the employees (whether full-time, part-time or otherwise) of Semotus as of the date hereof, specifying their position, annual salary and other compensation, hourly wages, date of hire, work location, length of service, hours of service and employee benefit coverages selected, and (c) all of the independent contractors currently used by Semotus, specifying the name of the independent contractor, type of labor, fees paid to such independent contractor for calendar year 2007 and from January 1, 2008 through February 29, 2008, work location and address. None of the current or former independent contractors of Semotus could be reclassified as an employee and no employee classified as "exempt" from overtime requirements could be reclassified as non-exempt. No such Person is eligible to participate in any Semotus Benefit Plan or would be eligible to participate if Semotus' classification of such Person as an independent contractor is subsequently determined to be incorrect. Each independent contractor listed on Schedule 6.16 has the requisite License required to provide the services such independent contractor provides Semotus, as applicable. Semotus has not received a claim from any Governmental Entity to the effect that Semotus has improperly classified any Person as an independent contractor, nor to the Knowledge of Semotus has any such claim been threatened. Semotus has not made any verbal commitments to any officer, employee, former employee, consultant or independent contractor of Semotus with respect to compensation, promotion, retention, termination, severance or similar matters in connection with the transactions contemplated hereby or otherwise.
Officers, Employees and Independent Contractors. Except as set forth on Schedule 4.15 to the Seller Disclosure Schedules, the Seller Group has no officers, employees or independent contractors engaged in the conduct of the Business. Except as set forth on Schedule 4.15 to the Seller Disclosure Schedules, the Seller Group has not made any written commitments to any officer, employee, former employee, consultant or independent contractor of the Seller Group with respect to the transactions contemplated hereby.
Officers, Employees and Independent Contractors. Schedule 4.18 contains a true, correct and complete list of (a) all of the employees (whether full-time, part-time or otherwise) of the Sellers as of the date hereof, specifying their position, annual salary and other compensation, hourly wages, date of hire, work location (i.e., where services are performed), length of service, hours of service, union representation or affiliation and employee benefit coverages selected and (b) all of the independent contractors used by the Sellers, who were compensated in excess of $600 during the previous year, specifying the name of the independent contractor, type of labor, fees (including commissions, royalties and bonuses) paid to such independent contractor from January 1, 2014 through December 31, 2014, work location (i.e., where services are performed) and address. All Persons classified by the Sellers as independent contractors have been properly classified in accordance with all applicable Laws and no such Person is eligible to participate in any Seller Benefit Plan or would, to the Knowledge of the Sellers and/or the Shareholders, be eligible to participate if the Sellers’ classification of such Person as an independent contractor is subsequently determined to be incorrect. Except as set forth on Schedule 4.18, the Sellers have not made any written or verbal commitments to any officer, employee, former employee, consultant or independent contractor of any Seller with respect to compensation, promotion, retention, termination, severance or similar matters in connection with the transactions contemplated hereby. The Sellers have delivered to the Purchaser true, correct and complete copies of each employee handbook applicable to employees of the Sellers.
Officers, Employees and Independent Contractors. Schedule 4.16 contains a true, correct and complete list of (a) all of the officers of the Company, specifying their position, annual rate of compensation, date of hire, work location, and length of service, (b) all of the employees (whether full-time, part-time or otherwise) of the Company as of the date hereof, specifying their position, annual salary and other compensation, hourly wages, date of hire, work location, and length of service, and (c) all of the independent contractors used by the Company within the one-year period preceding the Closing Date whose fees from the Company during that period exceeded $25,000, specifying the name of the independent contractor, type of labor, fees paid to such independent contractor for the prior 12 months, work location and address. All Persons classified by the Company as independent contractors have been properly classified in accordance with all applicable Laws and no such Person is eligible to participate in any Company Benefit Plan or would be eligible to participate if the Company’s classification of such Person as an independent contractor is subsequently determined to be incorrect. Neither the Company nor the Shareholders have received a claim from any Governmental Entity to the effect that the Company has improperly classified any Person as an independent contractor, nor to the Knowledge of the Company has any such claim been threatened. Neither the Company nor the Shareholders have made any verbal commitments to any officer, employee, former employee, consultant or independent contractor of the Company with respect to compensation, promotion, retention, termination, severance or similar matters in connection with the transactions contemplated hereby or otherwise. The Company has heretofore delivered to the Parent true, correct and complete copies of each employee handbook applicable to employees of the Company.
Officers, Employees and Independent Contractors. Schedule 4.10 contains a true and complete list of (a) all of the Division Employees, specifying their name, title, date of hire, length of employment, current annual salary rate and all other compensation and fringe benefits, and accrued salary, benefits and vacation time, exempt/non-exempt status under the FLSA, and (b) all independent contractors used by the Division or the Business, specifying the name of the independent contractor, type of labor, fees paid to such independent contractor for calendar year 2004, and (c) the name of any officer, other employee or independent contractor who is subject to any Employment Agreement. Except as set forth on Schedule 4.10, Seller is not a party to or bound by any Employment Agreement related to the Business. Seller has provided to Purchaser true, correct and complete copies of each such Employment Agreement.
Officers, Employees and Independent Contractors. (a) Except as set forth on Schedule 4.16(a), neither the Company nor any Company Subsidiary is a party to or bound by any formal written employment agreement or material verbal employment agreement (other than De Minimis International Employment Agreements) or any agreements or arrangements with third party vendors to provide workers to the Company or any Company Subsidiary on a contingent or temporary basis. The Company has provided to the Purchaser true, correct and complete copies of each such formal written employment agreement and a summary of each material verbal employment agreement (other than a De Minimis International Employment Agreement). None of the Company, the Shareholder or any Company Subsidiary has received a claim from any Governmental Entity to the effect that the Company or any Company Subsidiary has improperly classified a person as an independent contractor. None of the Company, the Sellers or any Company Subsidiary has made any binding commitments to any such officers, employees or former employees, consultants or independent contractors with respect to compensation, promotion, retention, termination, severance or similar matters specifically with reference to this Agreement or otherwise.
(b) Schedule 4.16(b) sets forth all officers, employees and independent contractors of the Company or any Company Subsidiary employed in connection with the Company Business that have, since December 31, 2003, been transferred (i) from the Company or any Company Subsidiary to the Shareholder or a Subsidiary of the Shareholder other than the Company or a Company Subsidiary or (ii) from the Shareholder or a Subsidiary of the Shareholder, other than the Company or a Company Subsidiary, to the Company or any Company Subsidiary. Except as indicated on Schedule 4.16(b), all officers, employees and independent contractors are active on the date hereof.
Officers, Employees and Independent Contractors. Schedule 4.12 contains a true and complete list of (a) each Business Employee’s position, annual rate of compensation, expected incentive compensation, date of hire or engagement, adjusted service date (if applicable), FLSA status and work location, respectively, and (b) all employees (whether full time, part time or otherwise) and independent contractors engaged in any respect in the operations of the Business as of the date hereof. Except as set forth on Schedule 4.12, the Company is not a party to or bound by any employment agreements or retention letters with any Business Employee. The Company has provided to Nokia true, correct and complete copies of each such employment agreement (if any) or retention letter (if any). The Company has not received a written claim from any Governmental Entity to the effect that the Company has improperly classified as an independent contractor any person named on Schedule 4.12. The Company has not made any verbal commitments to any such officers, current or former employees, consultants or independent contractors with respect to compensation, promotion, retention, termination, severance or similar matters in connection with the transactions contemplated by this Agreement or otherwise. Except as indicated on Schedule 4.12, all officers, employees and independent contractors related to the operations related to the Business are active on the date hereof.
Officers, Employees and Independent Contractors. None of the current or former independent contractors of AXLX could be reclassified as an employee and no employee classified as “exempt” from overtime requirements could be reclassified as non-exempt. No such Person is eligible to participate in any AXLX Benefit Plan or would be eligible to participate if AXLX’ classification of such Person as an independent contractor is subsequently determined to be incorrect. AXLX has not received a claim from any Governmental Entity to the effect that AXLX has improperly classified any Person as an independent contractor, nor to the Knowledge of AXLX has any such claim been threatened. AXLX has not made any verbal commitments to any officer, employee, former employee, consultant or independent contractor of AXLX with respect to compensation, promotion, retention, termination, severance or similar matters in connection with the transactions contemplated hereby or otherwise.
