Accrued Vacation, Sick Leave and Personal Time. If required by applicable Law, upon termination of employment with Seller or its Affiliates as contemplated by this Section 5.7, Seller or its applicable Affiliate shall pay to the applicable Business Employees any accrued but unused vacation, gratuity payments, person hours or days earned and sick or other paid time off of the Business Employees accrued by or otherwise required to make available to such Business Employees (“Accrued PTO”) and such amounts shall be treated as Retained Liabilities; provided, however, Purchaser shall promptly (and, in any event, within ten (10) Business Days following the later of the Employment Transfer Date and the date of the applicable payment) reimburse Seller for any payments made by Seller or its Affiliates to any Transferred Business Employees in respect of Accrued PTO that become due as a result of the transfer of employment contemplated by this Section 5.7. To the extent that payment of Accrued PTO is not required by applicable Law upon termination of employment with the Seller or its Affiliates, Purchaser will recognize and assume all Liabilities with respect to Accrued PTO for all applicable Transferred Business Employees (including any Liabilities to such Transferred Business Employees for payments in respect of Accrued PTO that arise as a result of the transfer of employment contemplated by this Section 5.7) (and such amounts will be Assumed Liabilities). Purchaser shall allow Transferred Business Employees to use the vacation, sick leave and personal time recognized or established in accordance with the immediately preceding sentence in accordance with the terms of Purchaser’s and its applicable Affiliates’ programs in effect immediately prior to the applicable Employment Transfer Date (in addition to, and not in lieu of, any vacation accrued under the applicable vacation plans or policies of Purchaser or its Affiliates on or following the applicable Employment Transfer Date).
Accrued Vacation, Sick Leave and Personal Time. Solely to the extent required by applicable Law, Seller shall pay each Transferred Business Employee all accrued but unused vacation, sick leave, personal time and paid time-off for periods prior to the Closing Date as soon as administratively practicable following the Closing Date or as otherwise required by applicable Law. To the extent that applicable Law does not require Seller to pay any accrued but unused vacation, sick leave and personal time to any Transferred Business Employee in accordance with this Section 5.6(l), Purchaser shall recognize and assume all Liabilities with respect to such Transferred Business Employee’s accrued but unused vacation, sick leave and personal time to the extent that such Liabilities are reflected in the final Service Provider List.
Accrued Vacation, Sick Leave and Personal Time. Purchaser will cause the Company to, and the Company will, recognize and assume all Liabilities with respect to accrued but unused vacation time for all Transferred Business Employees (including, without limitation, any Liabilities to Transferred Business Employees for payments in respect of earned but unused vacation time that arise as a result of the transfer of employment contemplated by this Article VI). Purchaser shall cause the Company to, and the Company shall, promptly (and, in any event, within ten (10) Business Days following the later of the Closing Date and the date of the applicable payment) reimburse Parent or its applicable Affiliates for any payments made by them to any Transferred Business Employees in respect of earned but unused vacation time that become due as a result of the transfer of employment contemplated by this Article VI. Purchaser shall cause the Company to, and the Company shall, allow Transferred Business Employees to use the vacation, sick leave and personal time recognized or established in accordance with the first sentence of this Section 6.5 in accordance with the terms of the Parent Group programs in effect immediately prior to the Closing Date (in addition to, and not in lieu of, any vacation accrued under the applicable vacation plans or policies of the Company or its Affiliates on or following the Closing).
Accrued Vacation, Sick Leave and Personal Time. The Buyer will recognize and assume the liability with respect to accrued but unused vacation time for Business Employees to the extent reflected as a liability in the Final Closing Date Statement. Notwithstanding the foregoing, the Seller shall pay any accrued but unused vacation time or paid time off for Business Employees with respect to whom such a payment is required by Requirements of Law; provided, that to the extent paid by the Seller prior to or at the Closing, no liability shall be reflected on the Final Closing Date Statement in respect of such vacation time or paid time off. Current, pre-funded and unused sick leave accounts as reflected on the Seller’s books and records will be Excluded Liabilities. The Buyer shall allow Business Employees to use the vacation time recognized in accordance with the first sentence of this Section 6.2(f) in accordance with the terms of those Company Group programs in effect immediately prior to the Closing. During the Continuation Period, except as otherwise specifically provided in this Section 6.2(f), the Buyer’s policies of vacation and the Buyer’s payroll policies will be substantially similar in all material respects to the policies that were in effect for Business Employees immediately prior to the Closing.
Accrued Vacation, Sick Leave and Personal Time. Buyer shall recognize and assume all Liabilities with respect to accrued but unused (as of the Closing Date) vacation, sick leave and personal time for all Transferred Employees who are not represented by a labor union or otherwise covered by the terms of a CBA. Following the Closing Date and until the first anniversary of the Closing Date, Buyer shall allow all Transferred Employees who are not represented by a labor union or otherwise covered by the terms of a CBA to use the vacation, sick leave and personal time recognized or established in accordance with the first sentence hereof in accordance with the terms of the Seller Plans in effect immediately prior to the Closing Date. For the avoidance of doubt, (i) the covenants in this Section 5.2(h) shall govern the Transferred Employees’ post-Closing use of accrued but unused vacation, sick leave, and personal time, but not the post-Closing accrual of vacation, sick leave, or personal time (which shall be governed by the covenants in Section 5.2(c)(i)), and (ii) the treatment of vacation, sick leave, and personal time off for all Transferred Employees represented by a labor union or otherwise covered by the terms of a CBA shall be governed by the terms of the applicable CBA, rather than the terms of this Section 5.2(h).
Accrued Vacation, Sick Leave and Personal Time. To the extent permitted by applicable Law, Seller shall pay each Transferred Business Employee all accrued but unused vacation, sick leave and personal time for periods prior to the Closing Date as soon as administratively practicable following the Closing Date or as required by applicable Law, but in no event later than ten (10) Business Days following the Closing Date. Seller remains responsible for any liability associated with any payment made under this Section 5.6(e). To the extent that applicable Law prohibits Seller from paying any accrued but unused vacation, sick leave and personal time to any Transferred Business Employee in accordance with this Section 5.6(e), Purchaser will recognize and assume all Liabilities with respect to such Transferred Business Employee’s accrued but unused vacation, sick leave and personal time. Purchaser shall allow Transferred Business Employees to take any vacation, sick leave and personal time that was scheduled prior to the Closing.
Accrued Vacation, Sick Leave and Personal Time. On each Transferred Employee’s Transfer Date, the Seller shall make a payment to such Transferred Employee for all accrued but unpaid wages (including any accrued but unused paid time off), other than any PTO Rollover Employee. With respect to each PTO Rollover Employee, Buyer shall recognize and assume all accrued but unused vacation time (including any liabilities to PTO Rollover Employees for payments in respect of earned but unused vacation time that arise as a result of the termination of employment contemplated by this Section 5.3). Upon each Transfer Date of a PTO Rollover Employee, the Seller shall promptly (and, in any event, within ten (10) Business Days following the applicable Transfer Date and the date of the applicable payment) make a payment to Buyer equal to the amount of any amounts assumed by Buyer pursuant to the immediately preceding sentence (along with an amount equal to any related employment Tax obligations). Buyer shall allow the PTO Rollover Employees to use the vacation, sick leave and personal time recognized or established in accordance with the second sentence of this Section 5.3(d) in accordance with the terms of Buyer’s programs in effect immediately from time to time (in addition to, and not in lieu of, any vacation accrued under the applicable vacation plans or policies of Buyer or its Affiliates on or following the applicable Transfer Date).
Accrued Vacation, Sick Leave and Personal Time. Purchaser will recognize and assume all Liabilities with respect to accrued but unused vacation time as of immediately prior to the Closing for all Transferred Business Employees (including any Liabilities to Transferred Business Employees for payments in respect of earned but unused vacation time that arise as a result of the transfer of employment contemplated by this Section 5.7). Purchaser shall allow Transferred Business Employees to use the vacation, sick leave and personal time recognized or established in accordance with the first sentence of this Section 5.7(e) in accordance with the terms of Seller’s, its applicable Affiliates’ and the Purchased Companies’ programs in effect immediately prior to the Closing Date (in addition to, and not in lieu of, any vacation accrued under the applicable vacation plans or policies of Purchaser, its Affiliates or the Purchased Companies on or following the Closing).
Accrued Vacation, Sick Leave and Personal Time. Effective as of the Closing, the Purchaser shall recognize all Liabilities with respect to accrued but unused vacation time for all Business Employees. The Purchaser shall allow Business Employees to use the vacation, sick leave and personal time assumed and recognized pursuant to this Section 6.3 in accordance with the terms of the Purchaser’s and its applicable Affiliates’ programs in effect from time to time (in addition to, and not in lieu of, any vacation accrued under the applicable vacation plans or policies of the Purchaser or its Affiliates on or following the Closing, without regard to any accrual limits set forth in such plans or policies).
Accrued Vacation, Sick Leave and Personal Time. Purchaser will recognize and assume the Liability with respect to accrued but unused vacation time for all Business Employees in which such recognition is permitted by applicable Law. In each jurisdiction where payment of the value of accrued but unused vacation time to Business Employees in connection with the Closing is required by applicable Law, Parent will pay, or cause to be paid, all accrued but unused vacation time to Business Employees as soon as reasonably practicable after the Closing Date.
