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Exhibit 10.22
ASSIGNMENT AND ASSUMPTION AGREEMENT ("AGREEMENT"), effective as of June 23,
1997 ("Effective Date"), between Poland Communications, Inc. ("PCT"), a New York
corporation with offices at c/o Chase Enterprises, Xxx Xxxxxxxxxx Xxxxx,
Xxxxxxxx, Xxxxxxxxxxx 00000 and @Entertainment, Inc. ("Entertainment"), a
Delaware corporation with offices at c/o Chase Enterprises, Xxx Xxxxxxxxxx
Xxxxx, Xxxxxxxx, Xxxxxxxxxxx 00000.
WHEREAS, PCI and _________________ ("Employee") are parties to that
certain Employment Agreement (the "Employment Agreement") effective
as of ________________;
WHEREAS, effective June 22, 1997, PCI, as part of a reorganization of its
corporate structure, became a subsidiary of Entertainment through a contribution
of shares from shareholders of PCI;
WHEREAS, in connection therewith, Entertainment will assume certain duties
formerly performed by PCI, including the employment of certain employees of PCI,
including Employee;
NOW THEREFORE, for the consideration of One Dollar ($1.00), and for other
good and valuable consideration, the receipt of which is hereby acknowledged,
the parties agree as follows:
1. PCI hereby assigns to Entertainment all of its right, title and interest as
employer, (defined as "the Company") in the Employment.
2. Entertainment hereby assumes and agrees to perform all the obligations and
responsibilities of PCI as the employer under the Employment Agreement and
agrees to be bound by all the provisions of the Employment Agreement.
Employee shall become and be considered an employee of Entertainment.
3. Entertainment indemnifies and agrees to hold PCI harmless from and against
any and all claims made, suits commenced or judgments entered arising out
of or in connection with the Employment Agreement and its employment of
Employee.
4. This Agreement is binding upon PCI, Entertainment and Employee, and their
respective heirs, successors, executors, administrators, personal
representatives and assigns.
5. This Agreement may be executed in several counterparts but the counterparts
shall constitute but one and the same instrument.
6. This Agreement shall be construed in accordance with the laws of the State
of ___________________. In the event that any provision of this Agreement
shall be found unenforceable or invalid, the same shall not affect the
remaining provisions of this instrument.
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To signify agreement with the foregoing, the parties have executed this
Agreement as of the date first above written.
POLAND COMMUNICATIONS, INC.
By: _______________________
Its:_______________________
@ENTERTAINMENT, INC.
By: _______________________
Its:_______________________
ACKNOWLEDGED AND AGREED:
EMPLOYEE
_________________________
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6. This Agreement may be executed in several counterparts but the counterparts
shall constitute but one and the same instrument.
7. This Agreement shall be construed in accordance with the laws of the State of
______________. In the event that any provision of this Agreement shall be
found unenforceable or invalid, the same shall not affect the remaining
provisions of this instrument.
To signify agreement with the foregoing, the parties have executed this
Agreement as of the date first above written.
POLAND COMMUNICATIONS, INC.
By:________________________
Its:_______________________
@ENTERTAINMENT, INC.
By:________________________
Its:_______________________
ACKNOWLEDGED AND AGREED:
EMPLOYEE
_______________________