Exercise Restriction for Non-Exempt Employees. If you are an Employee eligible for overtime compensation under the Fair Labor Standards Act of 1938, as amended (that is, a “Non-Exempt Employee”), and except as otherwise provided in the Plan, you may not exercise your option until you have completed at least six (6) months of Continuous Service measured from the Date of Grant, even if you have already been an employee for more than six (6) months. Consistent with the provisions of the Worker Economic Opportunity Act, you may exercise your option as to any vested portion prior to such six (6) month anniversary in the case of # your death or disability, # a Corporate Transaction in which your option is not assumed, continued or substituted, # a Change in Control or # your termination of Continuous Service on your “retirement” (as defined in the Company’s benefit plans).
If a US Award Holder is eligible for overtime compensation under the US Fair Labor Standards Act of 1938, as amended (that is, designated as a “non-exempt employee”), then notwithstanding the vesting schedule contained in the Award agreement, the US Award Holder may not exercise his or her Option until the US Award Holder has completed at least six (6) months of service under a Relevant Contract for Services measured from the Award Date, even if the US Award Holder has already been an employee for more than six (6) months. Consistent with the provisions of the U.S. Worker Economic Opportunity Act, the US Award Holder may exercise his or her Option as to any vested portion prior to such six (6) month anniversary in the case of # the US Award Holder’s death or the US Award Holder becoming disabled (within the meaning of Section 22(e)(3) of the Code) or # a third party obtains Control of the Company.]
Non-Exempt Employees. No Award granted to an Employee who is a non-exempt employee for purposes of the Fair Labor Standards Act of 1938, as amended, shall be first exercisable for any shares of Common Stock until at least six months following the date of grant. Notwithstanding the foregoing, consistent with the provisions of the Worker Economic Opportunity Act, # in the event of the Participant’s death or Disability, # upon a Corporate Transaction in which such Award is not assumed, continued, or substituted, # upon a Change in Control, or # upon the Participant’s retirement (as such term may be defined in the Participant’s Stock Award agreement or another applicable agreement or in accordance with the Company’s then current employment policies and guidelines), any vested Awards may be exercised earlier than six months following the date of grant. The foregoing provision is intended to operate so that any income derived by a non-exempt employee in connection with the exercise or vesting of a Award will be exempt from his or her regular rate of pay.
Exempt Offering. Assuming the accuracy of each Purchaser’s representations and warranties set forth in this Agreement, no registration under the Securities Act is required for the offer and sale of the Subordinated Note by the Company to the Purchaser.
Exempt Amount. “Exempt Amount” means the maximum amount that can be exempt from Section 409A of the Code pursuant to Treasury Regulation Section 1.409A-1(b)(9)(iii).
Treatment of Non-Exempt Awards Upon a Transaction for Employees and Consultants. The provisions of this subsection # shall apply and shall supersede anything to the contrary set forth in the Plan with respect to the permitted treatment of any Non-Exempt Award in connection with a Transaction if the Participant was either an Employee or Consultant upon the applicable date of grant of the Non-Exempt Award.
Emmis has properly classified its employees who provide services to the Purchased Stations as exempt or non-exempt under the FLSA as well as any applicable state and local wage and hour laws.
Non-Solicitation of Employees. During the Non-Solicit Period, I agree that I will not, and will not assist any other person or entity to # hire or solicit for hiring any employee of the Company or seek to persuade any employee of the Company to discontinue employment or # solicit or encourage any independent contractor providing services to the Company to terminate or diminish its relationship with them. For the purposes of this Agreement, an “employee” or an “independent contractor” of the Company is any person or entity who was such at any time within the two-year period immediately preceding the activity restricted by this Section 8.D.
Non-Solicitation of Employees. Executive recognizes that he possesses and will possess Confidential Information about other employees of the Company relating to their education, experience, skills, abilities, compensation and benefits, and inter-personal relationships with customers of the Company. Executive recognizes that the information he possesses and will possess about these other employees is not generally known, is of substantial value to the Company in developing its business and in securing and retaining customers, and has been and will be acquired by him because of his business position with the Company. Executive agrees that, during the period of Executive’s employment hereunder and for a period of twelve (12) months thereafter, he will not, directly or indirectly, solicit, recruit, induce or encourage or attempt to solicit, recruit, induce, or encourage any employee of the Company # for the purpose of being employed by him or by any Competitor of the Company on whose behalf he is acting as an agent, representative or employee or # to terminate his or her employment or any other relationship with the Company. Executive also agrees that Executive will not convey any Confidential Information or trade secrets about other employees of the Company to any other person.
Non-Solicitation of Employees. During the Employment Period and for a period of twenty-four (24) months following the Termination Date, you shall not, directly or indirectly, solicit or hire, or seek to influence the employment decisions of, any employee (other than your executive assistant) or other service provider of the Company or any of its Affiliates on behalf of any person or entity other than the Company. Notwithstanding the foregoing, this provision shall not be violated by your providing a personal reference or by you posting a general advertisement not directed specifically at employees or other service providers of the Company.
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