Compliance with WARN. Purchaser agrees to provide or cause to be provided any required notice under WARN, and otherwise to comply with WARN with respect to any “plant closing” or “mass layoff” or similar event affecting Transferred Employees and occurring on or after the Closing Date. Purchaser agrees to, and shall cause its Affiliates to, indemnify and hold harmless Seller Parent and the Retained Subsidiaries from and against any and all Losses which Seller Parent and the Retained Subsidiaries may incur in connection with any Action or claim of violation brought against Seller Parent and any of the Retained Subsidiaries under WARN (including with respect to any “plant closing” or “mass layoff”), which relate, in whole or in part, to actions taken by Purchaser or any of its Affiliates following the Closing with regard to any site of employment of the Conveyed Subsidiaries (or their Subsidiaries) or the Purchased Assets or any of their respective operating units within any site where a Transferred Employee is located. On or as soon as reasonably practicable following the Closing Date, Seller Parent shall provide, by termination date and work location, the name or employee identification number of each employee or former employee of Seller Parent or its Affiliates and the Conveyed Subsidiaries who has suffered an “employment loss” under WARN at any site of employment where a Business Employee is located within the ninety (90) days immediately preceding the Closing Date.
Compliance with WARN. With respect to the Transferred Business Employees, Buyer shall have full responsibility under the WARN Act relating to any plant closing or mass layoff occurring after the Closing Date, subject to Sellers’ obligation to provide Buyer at or prior to the Closing with an accurate list of layoffs, by location, during the ninety (90) day period immediately prior to the Closing.
Compliance with WARN. Prior to the Closing Date, no Seller will effectuate a "plant closing" or "mass layoff," as those terms are defined in WARN, affecting any of Sellers' employees and requiring a notice to employees pursuant to WARN, without notification to Purchaser in advance.
Compliance with WARN. With respect to the Transferred Employees, Buyer will timely give all notices required to be given under, and will otherwise comply with, WARN and other similar Laws of any jurisdiction relating to any plant closing or mass layoff or as otherwise required by such Laws. For this purpose, Buyer shall be deemed to have caused a plant closing or mass layoff if the plant closing or mass layoff would not have occurred but for Buyer’s failure to employ the Transferred Employees in accordance with the terms of this Agreement. Buyer shall indemnify and hold Sellers harmless from all losses, claims and liabilities arising out of any real or alleged violation of WARN or any similar Law based on Buyer’s failure to offer employment to, hire or retain any Transferred Employees.
Compliance with WARN. With respect to the Employees, the Buyer will have full responsibility under the Worker Adjustment and Retraining Notification Act of 1988, as amended (WARN) and any other similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff. For these purposes, a plant closing or a mass layoff will be deemed to have been caused by the Buyer if such plant closing or mass layoff would not have occurred but for the Buyer’s failure to offer employment to the Employees in accordance with the terms of this Agreement and/or the Buyer’s failure to employ the Acquired Employees thereafter.
Compliance with WARN. With respect to the Employees, Buyer will timely give all notices required to be given under, or will otherwise comply with WARN or other similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff or as otherwise required by such statute. For this purpose, Buyer shall be deemed to have caused a mass layoff if the mass layoff would not have occurred but for Buyer's failure to employ the Employees in accordance with the terms of this Agreement. Buyer shall be responsible for any and all liabilities, costs or expenses with respect to the Employees directly or indirectly relating to or arising out of any plant closing, mass layoff or similar event.
Compliance with WARN. (a) Seller shall be responsible for complying with the WARN Act with respect to any Company Employee and Union Company Employee who suffer an “employment loss” (as that term is defined under the WARN Act) prior to the time of Closing; provided however, that the transfer of employment under this Agreement is not intended to constitute an “employment” loss for purposes of WARN and is intended to comply with the asset sale exception of WARN as related to the asset sale portion of this Agreement or the APA.
(b) Buyer shall be responsible for complying with the WARN Act with respect to any Company Employee and Union Company Employee who suffers an “employment loss” (as that term is defined under the WARN Act) after the time of Closing, except for employment terminations of Transferred Employees or Union Transferred Employees announced by Seller or any other Company Entity prior to Closing and to become effective after the Closing Date (for the avoidance of doubt, the transfer of employment of Company Employees and Union Company Employees to a Company Entity as contemplated in this Agreement shall not be deemed terminations of Transferred Employees or Union Transferred Employees announced by Seller or any Company Entity).
(c) Buyer shall cooperate with Seller to provide advance notice of any employment losses anticipated to occur within ninety (90) days after the Closing Date.
(d) No later than three (3) Business Days before the Closing Date, Seller shall provide Buyer with a list, by date and site of employment (as that term is defined under the WARN Act), of (i) permanent employee layoffs implemented by Seller with respect to Company Employees and Union Company Employees in the ninety (90) calendar day period preceding the Closing Date and any WARN notices provided to such Company Employees and Union Company Employees and applicable Governmental Authorities, and (ii) temporary employee layoffs implemented by Seller with respect to Company Employees and Union Company Employees in the six (6) month period preceding the Closing Date, including date of initial temporary layoff, site of employment and the total number of employees at the site of employment at the time of the temporary layoff and as of the Closing Date, the number of laid off employees expected to return to active duty at each site of employment as of the Closing Date, as well as any communications provided by the Seller to such employees about the temporary layoffs.
Compliance with WARN. At least 15 Business Days prior to the Closing Date, GTS shall issue notices as required by WARN to all employees who have not been identified by CIT USA as receiving an offer of employment. GTS shall be liable to all Non-Hired GTS Employees and Purchaser shall be liable to all GTS Hired Employees for termination by Purchaser subsequent to the Closing with regard to WARN or similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff.
Compliance with WARN. With respect to the Transferred Employees, the Buyer shall have full responsibility under the Worker Adjustment and Retraining Notification Act of 1988, as amended (WARN), and any other similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff occurring on or after the Closing Date.
Compliance with WARN. JWS shall give all notices, if any, -------------------- required by the Worker Adjustment and Retraining Notification Act of 1988.
