Benefits for Retained Employees Sample Clauses

Benefits for Retained Employees. QuadraMed agrees to cover (or cause to be covered) each employee (or their dependents) of the Company who accepts or continues employment with the Surviving Corporation effective as of and from the Closing under QuadraMed's Employee Benefit Plans that are in existence for comparably situated employees as of such date. Such employees shall be granted service credit for their period of employment with the Company and its Affiliates for eligibility to participate and vesting purposes in the applicable Employee Benefit Plans maintained by QuadraMed where such vesting is allowed by law, including, without limitation, disability programs and vacation. Without limiting the foregoing, such employees and their dependents shall become eligible to participate in QuadraMed's group medical plan as of the Closing and shall be granted service credit for their period of employment with the Company and its Affiliates, if they are employed in a position or status that is eligible to participate in such group medical plan.
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Benefits for Retained Employees. To the extent that service is relevant for purposes of eligibility, vesting, allowances, benefit accrual or any other purpose under any employee benefit plan, program, arrangement, policy or practice of Parent or any of its subsidiaries or affiliates extended to Retained Employees (as defined below), Retained Employees shall receive full credit for their service with the Company prior to the Closing with the exceptions outlined below. To the extent Parent does not maintain or cause the Surviving Corporation to maintain medical and dental Benefit Plans in place at the Company prior to the Closing, Parent shall waive or shall cause to be waived pre-existing condition limitations and waiting periods with respect to each of the Retained Employees and their spouses and dependents under the Parent’s self-insured medical and dental plans. For purposes of Parent’s service awards, only service under the Parent is counted. For purposes of sabbatical, the Parent’s sabbatical policy will remain in effect including past service and pro-ration for service with the Parent of less than 5 years at qualifying Service Anniversaries.
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Benefits for Retained Employees. QuadraMed agrees to cover (or cause to be covered) each employee of the Company who accepts or continues employment with the Surviving Corporation effective as of and from the Closing under QuadraMed's standard employee benefit plans that are in existence for comparably situated employees as of such date. Such employees shall be granted service credit for their last continuous period of employment with the Company for eligibility to participate and vesting purposes in QuadraMed's applicable benefit plans or programs maintained by QuadraMed where such vesting is allowed by law, including, without limitation, disability programs and vacation. Such employees and their dependents shall become eligible to participate in QuadraMed's group medical plan as of the Closing and shall be granted service credit for their last continuous period of employment with the Company and its affiliates, if they are employed in a position or status that is eligible to participate in such group medical plan.
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Related to Benefits for Retained Employees

  • Continuing Employees “Continuing Employees” is defined in Section 6.4 of the Agreement.

  • Compensation of Employees Compensate its employees for services rendered at an hourly rate at least equal to the minimum hourly rate prescribed by any applicable federal or state law or regulation.

  • Affected Employees Affected Employees" shall mean employees of the Seller who are employed by Buyer immediately after the Closing Date.

  • Incentive, Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all incentive, savings and retirement plans, practices, policies and programs applicable generally to other peer executives of the Company and its affiliated companies, but in no event shall such plans, practices, policies and programs provide the Executive with incentive opportunities (measured with respect to both regular and special incentive opportunities, to the extent, if any, that such distinction is applicable), savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than the most favorable of those provided by the Company and its affiliated companies for the Executive under such plans, practices, policies and programs as in effect at any time during the 120-day period immediately preceding the Effective Date or if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies.

  • Labor Agreements and Actions; Employee Compensation (a) Neither the Company nor the Subsidiary is 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 other than those provisions of general agreements between the Federation of Labor Unions (the “Histadrut”) and the Coordination Bureau of Economic Organizations which may be applicable to certain classes of employees by virtue of extension orders, and no labor union has requested or has sought to represent any of the employees, representatives or agents of the Company or the Subsidiary. There is no strike or other labor dispute involving the Company or the Subsidiary pending, or to the best knowledge of the Company, that is likely to have a Material Adverse Effect, nor is the Company aware of any labor organization activity involving the Company or the Subsidiary. The Company is not aware that any officer or key employee, or that any group of key employees, intends to terminate their employment with the Company or the Subsidiary, nor does the Company or the Subsidiary have a present intention to terminate the employment of any of the foregoing. Schedule 2.24 sets forth the names of each of the Company’s and the Subsidiary’s employees and consultants. The Company and the Subsidiary are or at the Closing will be a party to an employment agreement with each employee of the Company and the Subsidiary, as applicable. The employment of each officer and employee of the Company or the Subsidiary is terminable at the will of the Company or the Subsidiary, subject to the payment of severance and other payments as provided by law and/or pursuant to any applicable employment agreements. The Company and the Subsidiary have complied in all material respects with all applicable laws related to employment. Except as set forth in Schedule 2.24(a) below, the Company and the Subsidiary are not parties to or bound by any currently effective employment deferred compensation agreement, bonus plan, incentive plan, profit sharing plan, retirement agreement, or other employee compensation agreement. Schedule 2.24(a) contains a list of all written and material oral promises, agreements, arrangements and understandings, with officers, directors, employees and consultants (other than attorneys and accountants) of the Company and the Subsidiary, which are presently in effect, detailing the name, title or position, annual salary/compensation (including bonuses, commissions, and deferred compensation), pensions (including those required by all applicable laws), retirement benefits, company cars, profit sharing, and any interests in any incentive compensation plan. A copy of the written (and a summary description of any material oral) agreements described in this Section 2.24 was delivered to Wellington prior to the date hereof. The severance pay to the employees of the Company and the Subsidiary is fully funded or provided for in the Financial Statements in accordance with US generally accepted accounting principals. All liabilities of the Company in connection with its employees (excluding illness pay and advance notice of termination) were adequately accrued in the Financial Statements and the Company is not aware of any circumstance whereby any employee might demand any claim for compensation on termination of employment beyond the amount of statutory or contractual severance pay to which such employee may be entitled. All obligations of the Company and the Subsidiary with respect to statutorily required severance payments have been fully satisfied or have been funded by contributions to appropriate insurance funds.

  • Compensation Benefits Etc During the Employment Period, the Manager shall be compensated as follows:

  • Executive Compensation Plans Executive shall be entitled during the Term to participate, without discrimination or duplication, in executive compensation plans and programs intended for general participation by senior executives of the Bank, as presently in effect or as they may be modified or added to by the Bank from time to time, subject to the eligibility and other requirements of such plans and programs, including without limitation any stock option plans, plans under which restricted stock/restricted stock units, performance-based restricted stock/restricted stock units or performance-accelerated restricted stock/restricted stock units (collectively, “stock plans”) may be awarded, other annual and long-term cash and/or equity incentive plans, and deferred compensation plans. The Bank makes no commitment under this Section 5(a) to provide participation opportunities to Executive in all plans and programs or at levels equal to (or otherwise comparable to) the participation opportunity of any other executive.

  • Post-Employment Benefits A. If Employee's employment is terminated by ARAMARK for any reason other than Cause, Employee shall be entitled to the following post-employment benefits:

  • Employees and Compensation Schedule 3.12 contains a true and complete list of all employees of the Station, their job description, date of hire, salary and amount and date of last salary increase. Schedule 3.12 also contains a true and complete list as of the date of this Agreement of all employee benefit plans or arrangements applicable to the employees of the Station and all fixed or contingent liabilities or obligations of Seller with respect to any person now or formerly employed by Seller at the Station, including pension or thrift plans, individual or supplemental pension or accrued compensation arrangements, contributions to hospitalization or other health or life insurance programs, incentive plans, bonus arrangements, and vacation, sick leave, disability and termination arrangements or policies, including workers' compensation policies, and a description of all fixed or contingent liabilities or obligations of Seller with respect to any person now or formerly employed at the Station or any person now or formerly retained as an independent contractor at the Station.

  • Key Employees The Adviser is not aware that (i) any of its executives, key employees or significant group of employees plans to terminate employment with the Adviser or (ii) any such executive or key employee is subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar agreement that would be violated by either the Adviser’s present or proposed business activities, except, in each case, as would not reasonably be expected, individually or in the aggregate, to have an Adviser Material Adverse Effect.

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