Common use of Terms of Offer Clause in Contracts

Terms of Offer. Each offer of employment made to a Business Employee pursuant to Section 2.1 hereof shall provide for: (a) employment with CCBCC or a CCBCC Subsidiary, (b) until at least the Anniversary Date, a total compensation amount (comprised of base salary or hourly wage, plus potential short-term incentive compensation target (annual, local and sales), if any) that is comparable in the aggregate to such Business Employee’s total compensation amount in effect as of immediately prior to the Closing Date, except for (i) performance-based adjustments to short-term incentives and (ii) overtime, and (c) if the Business Employee is a salaried employee whose work location prior to the Closing Date is more than fifty (50) miles from the required work location for CCBCC, a requirement that the employee agree to relocate to CCBCC’s required work location in accordance with CCBCC’s policies. CCBCC shall have no obligation to hire a Business Employee who receives a contingent offer pursuant to subclause (c) who does not agree to relocate to CCBCC’s required work location; however, CCBCC agrees to pay one hundred percent (100%) of the cost of severance benefits pursuant to CCR’s Severance Pay Plan for Exempt Employees effective January 1, 2012 (the “CCR Exempt Employee Severance Plan”), if CCR is unsuccessful in identifying an alternate position for the employee within CCR’s organization within a reasonable time after the Closing Date. The parties hereto understand and agree that CCBCC will bear one hundred percent (100%) of the expense associated with maintaining such total compensation amount referred to in subclause (b) above with respect to each Business Employee who becomes a Transferred Employee (as defined below). The parties hereto also understand and agree that, except as expressly set forth in this Employee Matters Agreement, CCBCC will have sole discretion and sole responsibility regarding the Transferred Employees’ salaries, hourly wages and short-term incentive compensation.

Terms of Offer. Each offer of employment made to a Business Employee pursuant to Section 2.1 hereof shall provide for: (a) employment with CCBCC or a CCBCC Subsidiary, (b) until at least the Anniversary Date, a total compensation amount (comprised of base salary or hourly wage, plus potential short-term incentive compensation target (annual, local and sales), if any) that is comparable in the aggregate to such Business Employee’s total compensation amount in effect as of immediately prior to the Closing Date, except for (i) performance-based adjustments to short-term incentives and (ii) overtime, overtime and (c) if the Business Employee is a salaried employee whose work location prior to the Closing Date is more than fifty (50) miles from the required work location for CCBCC, a requirement that the employee agree to relocate to CCBCC’s required work location in accordance with CCBCC’s policies. CCBCC shall have no obligation to hire a Business Employee who receives a contingent offer pursuant to subclause (c) who does not agree to relocate to CCBCC’s required work location; however, CCBCC agrees to pay one hundred percent (100%) of the cost of severance benefits pursuant to CCR’s Severance Pay Plan for Exempt Employees effective January 1, 2012 (the “CCR Exempt Employee Severance Plan”), if CCR is unsuccessful in identifying an alternate position for the employee within CCR’s organization within a reasonable time after the Closing Date. The parties hereto understand and agree that CCBCC will bear one hundred percent (100%) of the expense associated with maintaining such total compensation amount referred to in subclause (b) above with respect to each Business Employee who becomes a Transferred Employee (as defined below). The parties hereto also understand and agree that, except as expressly set forth in this Employee Matters Agreement, CCBCC will have sole discretion and sole responsibility regarding the Transferred Employees’ salaries, hourly wages and short-term incentive compensation.

Terms of Offer. Each offer of employment made to a Business Employee pursuant to Section 2.1 hereof shall provide for: (a) employment with one or more of the CCBCC Parties or a CCBCC SubsidiarySubsidiary thereof, (b) until at least the Anniversary Date, a total compensation amount (comprised of base salary or hourly wage, plus potential short-term incentive compensation target (annual, local and sales), if any) that is comparable in the aggregate to such Business Employee’s total compensation amount in effect as of immediately prior to the Closing Date, except for (i) performance-based adjustments to short-term incentives “upside” incentive compensation above target, and (ii) overtime, (c) except as otherwise provided in Article III of this Employee Matters Agreement, employee benefits that are not less favorable than those benefits provided to similarly-situated employees of the CCBCC Parties, and (cd) if the Business Employee is a salaried employee whose work location prior to the Closing Date is more than fifty (50) miles from the required work location for CCBCCthe CCBCC Parties, in either case, a requirement that the employee agree to relocate to CCBCC’s the CCBCC Parties’ required work location in accordance with CCBCC’s the CCBCC Parties’ policies. The CCBCC Parties shall have no obligation to hire a Business Employee who receives a contingent offer pursuant to subclause (cd) who does not agree to relocate to CCBCC’s the CCBCC Parties’ required work location; however, the CCBCC agrees Parties agree to pay one hundred percent (100%) of the cost of severance benefits payable to each such Business Employee pursuant to CCRCCBC United’s Severance Pay Plan for Exempt Employees effective January Plan, as amended through December 1, 2012 1999 (the “CCR Exempt CCBC United Employee Severance Plan”), if CCR CCBC United is unsuccessful in identifying an alternate position for the employee within CCRCCBC United’s organization within a reasonable time after the Closing Date. As used in this Section 2.2, the term “work location” shall mean the personnel area to which a Business Employee is assigned in CCBC United’s records. CCBC United shall provide the personnel area for any Business Employees upon request by the CCBCC Parties, and CCBC United and the CCBCC Parties agree to work together in good faith to correct any instance in which either party identifies a possible error in a Business Employee’s personnel area. The parties hereto understand and agree that the CCBCC Parties will bear one hundred percent (100%) of the expense associated with maintaining such total compensation amount referred to in subclause (b) above with respect to each Business Employee who becomes a Transferred Employee (as defined below) and that the CCBCC Parties are not required by this Employee Matters Agreement to duplicate CCBC United’s short-term incentive compensation plans and targets (annual, local and sales), so long as the total compensation amount for each Transferred Employee remains comparable in the aggregate to that in effect immediately prior to the Closing Date, as contemplated in subclause (a) above, until at least the Anniversary Date. The parties hereto also understand and agree that, except as expressly set forth in this Employee Matters Agreement, the CCBCC Parties will have sole discretion and sole responsibility regarding the Transferred Employees’ salaries, hourly wages and short-term incentive compensation.

Terms of Offer. Each offer of employment made to a Business Employee pursuant to Section 2.1 hereof shall provide for: (a) employment with CCBCC or a CCBCC Subsidiary, CCBC United (b) until at least the Anniversary Date, a total compensation amount (comprised of base salary or hourly wage, plus potential short-term incentive compensation target (annual, local and sales), if any) that is comparable in the aggregate to such Business Employee’s total compensation amount in effect as of immediately prior to the Closing Date, except for (i) performance-based adjustments to short-term incentives “upside” incentive compensation above target and (ii) overtime, (c) except as otherwise provided in Article III of this Employee Matters Agreement, employee benefits that are not less favorable than those benefits provided to similarly-situated employees of CCBC United, and (cd) if the Business Employee is a salaried employee whose work location prior to the Closing Date is more than fifty (50) miles from the required work location for CCBCCCCBC United, a requirement that the employee agree to relocate to CCBCCCCBC United’s required work location in accordance with CCBCCCCBC United’s policies. CCBCC CCBC United shall have no obligation to hire a Business Employee who receives a contingent offer pursuant to subclause (cd) who does not agree to relocate to CCBCCCCBC United’s required work location; however, CCBCC CCBC United agrees to pay one hundred percent (100%) of the cost of severance benefits pursuant to CCR’s Severance Pay Plan for Exempt Employees effective January 1, 2012 (the “CCR Exempt Employee Severance Plan”)CCBCC Parties’ severance policies in effect as of the closing Date, if CCR is the CCBCC Parties are unsuccessful in identifying an alternate position for the employee within CCR’s the CCBCC Parties’ organization within a reasonable time after the Closing Date. As used in this Section 2.2, the term “work location” shall mean the personnel area to which a Business Employee is assigned in the CCBCC Parties’ records. The CCBCC Parties shall provide the personnel area for any Business Employees upon request by CCBC United, and the CCBCC Parties and CCBC United agree to work together in good faith to correct any instance in which either party identifies a possible error in a Business Employee’s personnel area. The parties hereto understand and agree that CCBCC CCBC United will bear one hundred percent (100%) of the expense associated with maintaining such total compensation amount referred to in subclause (b) above with respect to each Business Employee who becomes a Transferred Employee (as defined below) and that CCBC United is not required by this Employee Matters Agreement to duplicate the CCBCC Parties’ short-term incentive compensation plans and targets (annual, local and sales), so long as the total compensation amount for each Transferred Employee remains comparable in the aggregate to that in effect immediately prior to the Closing Date, as contemplated in subclause (a) above, until at least the Anniversary Date. The parties hereto also understand and agree that, except as expressly set forth in this Employee Matters Agreement, CCBCC CCBC United will have sole discretion and sole responsibility regarding the Transferred Employees’ salaries, hourly wages and short-term incentive compensation.