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AGIX » Topics » Employee Matters

This excerpt taken from the AGIX 8-K filed Mar 18, 2009.
Employee Matters.
 
9.1. Employees and Offers of Employment.
 
(a) As of the Closing Date, Purchaser shall have no obligation to offer employment to any or all of the employees of the Seller.  The Purchaser intends to retain certain of the employees of the Seller and the Purchaser shall have the right, in its sole discretion, to hire employees of the Seller who are employed in connection with the Business on such terms and conditions as Purchaser shall determine in its discretion (such employees, the "Transferred Employees"), with such employment to commence on or after the Closing Date.
 
(b) Seller has advised Purchaser that based on its decision to discontinue operations, Seller has informed its employees that Seller is ceasing substantially all operations except for those necessary to operate or sell the Excluded Assets.  Seller has further advised Purchaser that it intends to terminate those employees who it considers to not be necessary to the foregoing operations.  In such event, Seller covenants to Purchaser that it will pay such terminated employees in full for all earned wages and other benefits accrued through the date of termination, and Seller covenants to continue to pay those employees who are not terminated in full for all earned wages and other benefits unless and to the extent directed otherwise by the Bankruptcy Court.
 
9.2. Employee Records.  Purchaser shall maintain employee records of the Transferred Employees for a period of not less than four (4) years and during that period will afford Seller reasonable access to such records during Purchaser's normal business hours.  Purchaser shall maintain the confidentiality of such records and limit access thereto in a manner consistent with Purchaser's treatment of its employee records.
 
9.3. Employee Plans.  The Purchaser shall not be responsible or liable for any payments required under the terms of any employee benefit plan or health and welfare plan maintained by Seller.
 
9.4.            Workers’ Compensation.  Seller shall be liable for all workers’ compensation claims arising out of injuries with an identifiable date of occurrence sustained by Seller’s employees prior to the Closing Date.  Purchaser shall be liable for all workers’ compensation claims arising out of injuries with an identifiable date of occurrence, sustained by Transferred Employees, if any, on and after the dates Purchaser hires them (hereinafter, “Transferred Employees’ Employment Date”), including injuries sustained by a Transferred Employee on or after the Transferred Employees’ Employment Date that are aggravations, exacerbations or re-injuries of medical conditions or diagnoses resulting from injuries that were sustained before the Transferred Employees’ Employment Date.  Notwithstanding any other provision of this Agreement, all workers’ compensation claims must be asserted in accordance
 
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with the terms and conditions of applicable workers’ compensation policies and this Section 9.4 shall not enlarge or modify any employee’s right to assert such a claim.
 
10. 

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