COVENANTS REGARDING EMPLOYEES. 39 11.1 Employment....................................................... 39 11.2
COVENANTS REGARDING EMPLOYEES. (a) At the Closing, G-P, the CSK Parties and the Company shall enter into the Human Resources Agreement, and shall take all actions required by them pursuant to such Human Resources Agreement.
(b) CSK shall retain sponsorship of the CSK Plans, and neither the Company nor G-P shall be entitled to any assets or be liable for any obligations of the CSK Plans except as provided in the Human Resources Agreement.
(c) G-P shall retain sponsorship of the G-P Plans and no CSK Party shall be entitled to any assets or be liable for any obligations of the G-P Plans except as provided in the Human Resources Agreement.
COVENANTS REGARDING EMPLOYEES. 57 8.1. Employees............................................................................................57 ARTICLE IX TERMINATION 57
COVENANTS REGARDING EMPLOYEES. 37 5.5 Compliance with WARN and Similar Laws...................................................38 5.6
COVENANTS REGARDING EMPLOYEES. (a) At Closing, TPI and Newco shall enter into the Human Resources Agreement, and shall take all actions required by them pursuant to such Human Resources Agreement.
(b) Tenneco shall retain sponsorship of the Tenneco Plans, and neither Newco nor PCA shall be entitled to any assets of the Tenneco Plans.
(c) For a period of three years from the Closing Date, other than pursuant to the Human Resources Agreement:
(i) neither Newco, PCA nor any Affiliate of Newco will contact, solicit, induce or encourage any employee of TPI or any Affiliate of TPI, to leave such employment, or contact, solicit or approach any employee of TPI or any Affiliate of TPI for the purpose of offering employment to or hiring (whether as an employee, consultant, independent contractor or otherwise) without the prior written consent of TPI, and
(ii) TPI will not contact, solicit, induce or encourage any employee of Newco or any Affiliate of Newco to leave such employment, or contact, solicit or approach any employee of Newco for the purpose of offering employment to or hiring (whether as an employee, consultant, independent contractor or otherwise) without the prior written consent of Newco. The foregoing clauses (i) and (ii) shall not apply to any employee who shall contact or approach such Person in response to a general solicitation for employment.
COVENANTS REGARDING EMPLOYEES. 74 8.1. Employees............................................................................................ 74 8.2. Collective Bargaining Obligations.................................................................... 75
COVENANTS REGARDING EMPLOYEES. (a) Schedule 5.4 sets forth a list of certain Employees, which Pactiv and PBS represent and warrant correctly lists the respective position, job location and salary rate of each Employee listed thereon. Subject to the provisions of this Section 5.4, as of the Effective Time Exult shall employ on an at-will basis all Employees listed on such Schedule, on the terms and subject to the conditions specified by Exult in its employment letters to such Employees in substantially the form disclosed to Pactiv (the Employees who are actually employed by Exult are referred to collectively as the "Transferred Employees").
(b) The transfer to Exult of an Employee listed on Schedule 5.4 shall be conditioned upon the closing of the transactions contemplated by this Agreement and the Service Agreements, and upon such reasonable conditions as Exult may include in its employment letter to such Employee. Only upon the satisfaction of all such conditions shall an Employee become a Transferred Employee, and until such time (i) the Employee shall not be eligible for compensation from, or to participate in any benefit plans of, Exult, and (ii) Exult shall have no liability with respect to any Employee.
(c) Any Employee listed on Schedule 5.4 who is (A) on an unpaid leave of absence at the Effective Time pursuant to the Family and Medical Leave Act of 1993, as amended, or (B) an Inactive Employee shall be treated as a Transferred Employee for purposes of this Agreement as of 12:01 a.m. of the day immediately following the last day of such leave or the condition which caused such Employee to be an Inactive Employee ceases (the "Leave Expiration Date"); provided, that (i) as of the Leave Expiration Date, such Employee has met all other conditions precedent to employment by Exult, (ii) such employee has been medically released to return to work, if applicable, (iii) the Leave Expiration Date is no longer than 12 weeks after such leave commenced, and is reasonably capable of performing his or her former position with or without reasonable accommodation, (iv) such Employee returns to his or her job on the first work day after the Leave Expiration Date, and (v) such Employee is identified to Exult by Pactiv or PBS promptly after the Effective Time.
(d) Each employment letter to an Employee pursuant to this Section shall provide that the Employee shall initially be paid at the same base compensation rate, and initially shall have the same position and place of employment, as is listed on...
COVENANTS REGARDING EMPLOYEES. 33 5.2 COMPLIANCE WITH WARN AND SIMILAR LAWS................................. 33 5.3
COVENANTS REGARDING EMPLOYEES. AND COVENANT NOT TO INTERFERE, COMPETE OR SOLICIT BUSINESS.
COVENANTS REGARDING EMPLOYEES. Seller shall or shall cause Seller’s Manager to terminate all Hotel Employees as of Closing. Buyer and Seller agree to cooperate reasonably with each other to the extent legally permissible in the defense of any claims brought by or on behalf of Hotel Employees or former employees against Seller or Buyer. With respect to any information concerning any employees made available to Buyer, Buyer shall observe all Legal Requirements relating to the privacy of the information, and shall indemnify, defend and save harmless Seller from and against all claims demands, actions, losses, damages, liabilities, costs and expenses (including reasonable attorneys’ fees) filed against or incurred by Seller to the extent arising out of any breach (or alleged breach) of the obligations and agreements of Buyer under this Section 8.6; provided, however, that to the extent Buyer is obligated to indemnify, defend and hold harmless Seller hereunder, such obligation shall be an obligation of Buyer and Buyer’s Principals, jointly and severally. The provisions of this Section 8.6 shall survive the Closing.
