Common use of and Section 7 Clause in Contracts

and Section 7. For this purpose, a Business Employee will be considered “actively employed” if, immediately prior to the Closing Date, such employee is either actively at work or absent from work on account of paid time-off, vacation, sick leave or similar temporary absence, but will not be “actively employed” if such individual is not actively at work due to any other reason. For restaurant-based Business Employees, such Offers may be provided in the form of a “welcome letter” or similar communication. For all other Business Employees, such Offers shall be provided in writing no less than seven (7) days prior to the Closing Date in the form of an individual confirmation of employment transfer notice prepared by Buyer. Buyer will provide Seller with a draft sample confirmation of employment transfer notice a reasonable period of time prior to such notice being provided and will reasonably consider any comments provided by Seller. Unless a written acceptance of an offer of employment is required by Law, any Business Employee who (i) has received such an Offer in the applicable form described above, (ii) remains actively employed through the Closing Date, (iii) has not specifically declined such offer, and (iv) actually commences employment with the Buyer or its applicable Subsidiary on the Closing Date (or his or her first regularly-scheduled day of employment following the Closing Date or in the event of an un-scheduled absence from work, reasonably promptly thereafter) shall be deemed (A) to have accepted such offer and (B) to have terminated employment with the Seller on the Closing Date. Until the Closing Date, Buyer shall keep the Seller informed of any rejections of such Offers in a timely manner.

and Section 7. For this purpose, a Business Employee will be considered “actively employed” if, immediately prior to as of the Closing Date, such employee is either actively at work or absent from work on account of paid time-off, vacation, sick leave or similar temporary absence, but will not be “actively employed” if such individual is not actively at work due to any other reason. For restaurant-based Business Employees, such Offers may be provided in the form of a “welcome letter” or similar communication. For all other Business Employees, such Offers shall be provided in writing no less than seven (7) days prior Prior to the Closing Date Date, Seller shall promptly provide Buyer with any information concerning the Business Employees that is reasonably requested by Buyer in order to make the form of an individual confirmation of employment transfer notice prepared Offers required under this Section 7.01, unless prohibited by Buyer. Buyer will provide Seller with a draft sample confirmation of employment transfer notice a reasonable period of time prior to such notice being provided and will reasonably consider any comments provided by Sellerapplicable Law. Unless a written acceptance of an offer of employment is required by LawLaw (including in connection with Section 7.02(g)), any Business Employee who (i) has received such an Offer in the applicable form described aboveOffer, (ii) remains actively employed through the Closing Date, (iii) has not specifically declined such offer, and (iv) actually commences employment with the Buyer or its applicable Subsidiary on the day following the Closing Date (or his or her first regularly-scheduled day of employment following the Closing Date or in the event of an un-scheduled absence from work, reasonably promptly thereafter) shall be deemed (A) to have accepted such offer and (B) to have terminated employment with the Seller on the Closing Date. Until the Closing DateClosing, Buyer shall keep the Seller informed of any rejections of such Offers in a timely manner. Seller and its Subsidiaries acknowledge and agree that they shall neither enforce, nor treat the continued employment of any Transferred Employee by the Business following the Transfer Time as a violation of any non-competition, non-solicitation or confidentiality obligation owed by any Transferred Employee to Seller or any of its Subsidiaries; provided, however, that the foregoing shall not constitute a waiver of any of Seller’s rights under Section 5.17.”

and Section 7. For this purpose, a Business Employee will be considered “actively employed” if, immediately prior to the Closing Date, such employee is either actively at work or absent from work on account of paid time-off, vacation, sick leave or similar temporary absence, but will not be “actively employed” if such individual is not actively at work due to any other reason. For restaurant-based Business Employees, such Offers may be provided in the form of a “welcome letter” or similar communication. For all other Business Employees, such Offers shall be provided in writing no less than seven (7) days prior to the Closing Date in the form of an individual confirmation of employment transfer notice prepared by Buyer. Buyer will provide Seller with a draft sample confirmation of employment transfer notice a reasonable period of time prior to such notice being provided and will reasonably consider any comments provided by Seller. Prior to the Closing Date, Seller shall promptly provide Buyer with any information concerning the Business Employees that is reasonably requested by Buyer in order to make the Offers required under this Section 7.01, unless prohibited by applicable Law. Unless a written acceptance of an offer of employment is required by LawLaw (including in connection with Section 7.02(g)), any Business Employee who (i) has received such an Offer in the applicable form described above, (ii) remains actively employed through the Closing Date, (iii) has not specifically declined such offer, and (iv) actually commences employment with the Buyer or its applicable Subsidiary on the Closing Date (or his or her first regularly-scheduled day of employment following the Closing Date or in the event of an un-scheduled absence from work, reasonably promptly thereafter) shall be deemed (A) to have accepted such offer and (B) to have terminated employment with the Seller on the Closing Date. Until the Closing Date, Buyer shall keep the Seller informed of any rejections of such Offers in a timely manner. Seller and its Subsidiaries acknowledge and agree that they shall neither enforce, nor treat the continued employment of any Transferred Employee by the Business following the Transfer Time as a violation of any non-competition, non-solicitation or confidentiality obligation owed by any Transferred Employee to Seller or any of its Subsidiaries; provided, however, that the foregoing shall not constitute a waiver of any of Seller’s rights under Section 5.17.