Benefits; Service Recognition Sample Clauses

Benefits; Service Recognition. For the twelve-month period immediately following the Closing, Purchaser (or an Affiliate of Purchaser) shall maintain employee benefit and compensation (including incentive bonus opportunity) plans, programs and arrangements for the benefit of the Affected Employees (other than the Represented Employees) that, when taken as a whole, are comparable to those provided to similarly situated employees of Parent or its Affiliates as in effect on the date hereof; provided, that for the twelve-month period immediately following the Closing, each Affected Employee (other than the Represented Employees) who remains employed by the Business shall be provided at least the same base salary or base hourly wage rate as was in effect for such individual immediately prior to the Closing. Seller and Purchaser shall cooperate so that there shall be in effect, as of Closing, medical, life insurance, disability and other welfare plans sponsored by Purchaser, and/or one or more Affiliates of Purchaser, that provide Affected Employees (other than the Represented Employees) with substantially the same benefits, on substantially the same terms and conditions, as are provided to similarly situated employees at Parent or its Affiliates as in effect on the date hereof. Purchaser shall cause the employee benefit plans of Purchaser and its Affiliates providing benefits to Affected Employees after the Closing (the “Purchaser Plans”) (i) to give credit to Affected Employees for service previously credited with the Business prior to the Closing Date for the purposes of eligibility, vesting, retirement eligibility and benefit accrual (except as would result in the duplication of benefits and excluding benefit accrual under any defined benefit pension plan) under such Purchaser Plans to the same extent as each such Affected Employee was entitled, before the Closing, to credit for such service under any similar Seller Employee Benefit Plans, (ii) to give credit to Affected Employees for any deductible or co-payment amounts paid prior to the Closing in respect of the plan year in which the Closing Date occurs to the extent that, following the Closing Date, they participate in any corresponding Purchaser Plan for which deductibles or co-payments are required, and (iii) to waive for Affected Employees any pre-existing condition exclusion or restriction, any waiting period limitation, or any evidence of insurability requirements to the extent such exclusions, restrictions, limitations or requir...
AutoNDA by SimpleDocs

Related to Benefits; Service Recognition

  • Termination of Service Relationship If the Optionee’s Service Relationship terminates, the period within which to exercise the Stock Option may be subject to earlier termination as set forth below.

  • Termination of Services If the Optionee’s services with the Company and all Related Corporations are terminated for any reason (other than death or disability) prior to the Expiration Date, then this Option may be exercised by Optionee, to the extent of the number of Common Shares with respect to which the Optionee could have exercised it on the date of such termination of services, at any time prior to the earlier of (i) the Expiration Date, or (ii) three months after such termination of services. Any part of the Option that was not exercisable immediately before the termination of Optionee’s services shall terminate at that time.

  • Termination of Employment Relationship 3.1 The Executive’s employment with the Company shall automatically terminate, and the Employment Term shall thereupon terminate:

  • Cessation of Employment In the event Executive shall cease to be employed by the Company for any reason, then Executive's compensation and benefits shall cease on the date of such event, except as otherwise provided herein or in any applicable employee benefit plan or program.

  • Termination of Employment Without Cause At any time during the Term of Employment under this Agreement, either Arrow or the Bank may effect, pursuant to this Paragraph 7(b), and in accordance with the requirements set forth in Paragraph 11(gg) below, a Termination of Employment of Executive without Cause, provided, however, that any attempt to do so under circumstances that would also qualify such Termination of Employment as a Termination of Employment of Executive without Cause under Paragraph 6(a) of this Agreement, that is, as a Termination of Employment of Executive without Cause following a Change in Control that meets the conditions set forth in Paragraph 6(a), will be deemed a Termination of Employment of Executive without Cause under Paragraph 6(a), and not a Termination of Employment of Executive without Cause under this Paragraph 7(b). In the event of a Termination of Employment of Executive without Cause under this Paragraph 7(b), on the effective date of such Termination of Employment, and subject to the satisfaction of the conditions specified below in Section 8, Arrow or the Bank shall pay to the Executive, and the Executive shall be entitled to receive, one (1) lump sum payment in a dollar amount equal to the greater of (i) the total amount of Base Salary payments which would have been payable to the Executive during the period extending from such effective date until the normal expiration date of Employment under this Agreement as in effect at such time, had there been no early Termination of Employment of Executive without Cause (and assuming the Executive otherwise would have remained employed throughout such period and that his Base Salary would have remained unchanged throughout such period), or (ii) an amount equal to one hundred percent (100%) of the current Base Salary of the Executive on the effective date of such Termination of Employment.

  • Termination of Relationship as a Service Provider If the Optionee ceases to be a Service Provider (other than for death or Disability), this Option may be exercised for a period of three (3) months after the date of such termination (but in no event later than the expiration date of this Option as set forth in the Notice of Grant) to the extent that the Option is vested on the date of such termination. To the extent that the Optionee does not exercise this Option within the time specified herein, the Option shall terminate.

  • Termination of Employees At closing the Vendor will terminate the employment of all employees to whom the Purchaser has made an offer of employment under section 8.1 and will indemnify and save harmless the Purchaser from and against all claims by any employee of the Vendor for wages, salaries, bonuses, pension or other benefits, severance pay, notice or pay in lieu of notice and holiday pay in respect of any period before closing.

  • Performance Termination Commencing with the expiration of Fiscal Year 2014, in the event that Adjusted NOI does not equal or exceed the Performance Threshold, then the Tenant shall have the option to terminate this Agreement by providing a ninety (90) day written notice to the Management Company. To terminate this Agreement, Tenant must deliver written notice of such election to Management Company no later than sixty (60) days following Tenant’s receipt of the annual financial reports for such Fiscal Year.

  • Termination of Employment or Services Except as set forth herein, if the Participant’s employment with, membership on the board of directors of, or engagement to provide services to, the Company or any of its Affiliates terminates for any reason, all unvested RSUs shall be canceled immediately and the Participant shall not be entitled to receive any payments with respect thereto.

  • Termination of Employment Without Cause or for Good Reason (a) If (1) the Company terminates Executive’s employment without Cause or (2) Executive resigns for Good Reason, then Executive shall be entitled to receive the following termination payments and benefits; provided, however, that this Section 3.3 shall not apply to, and shall have no effect in connection with, any termination to which Section 3.2 of this Agreement applies:

Time is Money Join Law Insider Premium to draft better contracts faster.