Incredimail 2011 Annual Report Download - page 186

(g)
The Company has set aside all benefits under Company Employee Plans to which any Employee or former Employee is or may be
entitled including, inter alia
, severance pay, termination notice, accrued and unpaid vacation days, leave and health. All contributions under Company Employee
Plans (including employer contributions and employee salary reduction contributions), including 401(k) plans, to which each Employee is actually entitled as of the
Closing Date or would be entitled if terminated by the Company on the Closing Date, have been (or will be prior to Closing) fully contributed to each such plan. If any
Company Employee Plans were to be terminated on the Closing Date, all benefits accrued to the day prior to the Closing Date (whether or not vested) would be fully
funded in accordance with the actuarial assumptions and method utilized by such plan for valuation purposes.
(k)
The Company is not, and to its Knowledge, no Service Provider, is, in violation of any material term of any employment, consulting,
independent contractor, non-disclosure, non-
competition, inventions assignment or any other Contract relating to the relationship of such Service Provider with the
Company. Neither the execution, delivery or performance of this Agreement, nor the consummation of the Merger, will result in any payment or other benefit
(including any bonus, golden parachute or severance payment) to any current or former Service Provider (whether or not under any benefit plan), or increase the
benefits payable under any Company Employee Plan, or result in any acceleration of the time of payment or vesting of any such benefits.
(l)
The Company is not bound by or subject to (and none of its assets or properties is bound by or subject to) any written or oral, express or
implied, contract, commitment or arrangement with any labor union, and no labor union has requested or, to the Knowledge of the Company, has sought to represent
any of the Service Providers, representatives or agents of the Company. There is no strike or other labor dispute involving the Company pending, or to the Knowledge
of the Company threatened, nor is the Company aware of any labor organization activity involving its Service Providers. The employment of each officer and
Employee of the Company is terminable at the will of the Company upon not more than thirty (30) days’
prior notice. To its Knowledge, the Company has complied
in all material respects with all applicable state and federal equal employment opportunity laws and with other Legal Requirements related to employment. To the
Company’
s Knowledge, no Employee of the Company is in violation of any term of any employment contract, proprietary information agreement or other agreement
relating to the right of any such individual to be employed by the Company, and to the Company’
s Knowledge, the continued employment by the Company of its
present Employees will not result in such violation. The Company has not received any notice alleging that any such violation has occurred.
(j)
The Company is in compliance, in all material respects with all applicable Legal Requirements, Contracts, policies, custom and
procedures relating to employment, employment practices, wages, bonuses, terms and conditions of employment (including employee compensation matters).
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