Sellers' Employment Agreements Sample Clauses

Sellers' Employment Agreements. Each Seller shall have executed and delivered to Buyer his Employment Agreement in the form of Exhibits II.A, II.B. and II.C hereto.
Sample 1
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Sellers' Employment Agreements. The Purchaser shall not have any responsibility or liability under any deferred compensation agreement or Plan, or any individual written agreement between the Seller and any of the Seller's employees relative, to the Business setting forth specific terms of employment duration or compensation, including, without limitation, any termination agreement, or any agreement for parachute payments within the meaning of Code Section 280G.
Sample 1
Sellers' Employment Agreements. At the Closing, each of the Sellers shall execute and deliver a mutually satisfactory employment agreement with the Company providing for the continuation of their employment with the Company for a period of three (3) years after the Closing. The form and substance of each such employment agreement is attached hereto as Exhibits D-1 through D-3 respectively (the "Sellers' Employment Agreements").
Sample 1
Sellers' Employment Agreements. Other than those which are identified on Schedule 4(s) hereto, there are no Sellers' Employment Agreements between Sellers and any other Person.
Sample 1
Sellers' Employment Agreements. The Sellers shall have entered into ----------------------------- employment agreements substantially in the form attached hereto as Exhibit A (the "Sellers Employment Agreements"). Additionally, the Purchaser shall have received such assurances as it deems necessary, in its sole discretion (and the Sellers and the Company shall assist the Purchaser in obtaining such assurances), that key personnel of the Company (as determined by mutual agreement of the Sellers and the Purchaser) shall remain in the Company's employ following the consummation of the transactions contemplated by this Agreement. Notwithstanding the foregoing, the Purchaser shall not be deemed to be obligated by reason of this Agreement or consummation of the transactions contemplated hereby to retain in employment any employee of the Company.
Sample 1
Sellers' Employment Agreements. Each of the Individual Sellers, except Seller 5, shall have duly executed (i) individual employment agreements with the Company, substantially in the form attached hereto as Exhibit 1.1 or Exhibit 1.2 as applicable (the “Employment Agreement”), providing for the continued employment of each of the Individual Sellers, except Seller 5, with the Company for at least twelve (12) consecutive months following the Closing, and (ii) a Confidential Information and Invention Assignment Agreement substantially in the form attached hereto as Exhibit 2 (the “CIIAA”).
Sample 1

Related to Sellers' Employment 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.

  • 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.

  • Prior Employment Agreement Effective as of the Agreement Date, this Agreement supersedes any prior employment agreement between the Employee and the Company.

  • Termination of Employment Agreements Any and all Employment Agreements entered into between the Company or any of its Subsidiaries and the Executive prior to the date of this Agreement are hereby terminated.

  • 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.

  • No Employment Agreement Nothing in this agreement shall give the Executive any rights to (or impose any obligations for) continued employment by the Company or any Affiliate or subsidiary thereof or successor thereto, nor shall it give such entities any rights (or impose any obligations) with respect to continued performance of duties by the Executive.

  • 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.

  • Employment and Non-Competition Agreements The employees of Target set forth on Schedule 5.17 shall have accepted employment with Acquiror and shall have entered into an Employment and Non-Competition Agreement substantially in the form attached hereto as Exhibits H-1, et. seq.

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

  • Severance Agreements (a) In the event of the termination of employment of the Executive by Horizon for any reason whatsoever other than for Cause at any time from and after the date of this Agreement or in the event of termination of employment of the Executive by the Executive with Good Reason (as defined in Section 3 hereof) at any time within the twelve (12) month period after the occurrence of a Change of Control:

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