Employee Census. On the Transfer Date, Ford shall provide Visteon a preliminary employee census ("Employee Census") containing the following information:
Employee Census. Seller has furnished an accurate employee census, detailing the Employee's date of hire, salary, benefits and other pertinent information (attached hereto as Exhibit 2.8). There shall have been no increase in any compensation paid or payable to the employees of Seller unless otherwise disclosed on Exhibit 2.8 and agreed to by Purchaser.
Employee Census. Attached hereto as Schedule A is an employee census ("Employee Census"). The Employee Census sets forth:
Employee Census. Attachment A attached hereto sets forth a list of the U.S. Ford Customs Employees to be seconded to Vastera as of the Effective Date, together with their base salary rate, any other targeted or mandatory cash compensation, including without limitation, bonus levels (based on 2000 target bonus range), job classification, FCG status (as defined below) and scheduled rotation date and social security number where applicable ("Seconded Employees"). The period during which Seconded Employees are seconded to Vastera is referred to as the "Assigned Period". During the Assigned Period, Ford shall make available to Vastera the services of the Seconded Employees, on a full-time or part-time basis.
Employee Census. An employee census is attached as Schedule 2.01 ("Employee Census"). The Employee Census sets forth:
Employee Census. Parent shall use commercially reasonable efforts to provide Buyer, at least thirty (30) days prior to the reasonably anticipated Closing Date, with a complete and accurate list, on an anonymized basis, of each Business Employee, and with respect to each, his or her, (i) employing entity, (ii) principal location of employment, (iii) job title, (iv) original hire date and service date (if different), (v) annualized salary or regular rate of pay, (vi) bonus paid for the most recently completed calendar year, (v) accrued and unused vacation and other paid time off, (vi) leave status (including type of leave, duration of leave and expected return date), and (v) details of any applicable visa or other work permit.
Employee Census. Section 3.12(i)(i) of the Company Disclosure Letter accurately sets forth, with respect to each employee of the Company, including any employee currently on a leave of absence: (i) the name of each such employee, and the Company hire date for each such employee; (ii) such employee’s title; (iii) such employee’s current vacation balance; (iv) such employee’s base salary or base rate of pay, annual cash bonus target opportunity, commission compensation, cash incentives and other material cash compensation, in each case, as of the date of this Agreement; and (v) each employee’s status as exempt or non-exempt under the Fair Labor Standards Act or similar state law. Except as set forth on Schedule 3.12(i)(ii), the employment of each such Employee is terminable by the Company at will, without payment of severance or other compensation or consideration. No employee of the Company has given notice to the Company, nor does the Company otherwise have Knowledge, that any such employee intends to terminate his or her employment with the Company prior to the Closing.
Employee Census. (a) A preliminary employee census is attached as Schedule 2.01 ("PRELIMINARY CENSUS"). The Preliminary Census sets forth a list of the Visteon Salaried Employees to be leased to ACH as of the Effective Date, together with their base salary, any other targeted or mandatory cash compensation, and including without limitation, applicable bonus levels, job classification, and Global Identification Number. Within ten days of the date hereof, Visteon shall update the Preliminary Census with any applicable changes and deliver the Preliminary Census to ACH. ACH shall have an additional ten days to approve the revised Preliminary Census. After the revised Preliminary Census is approved by ACH, it shall be substituted for Schedule 2.01 and shall be known as the "EMPLOYEE CENSUS". Employees who are identified on the Employee Census shall be known as "LEASED EMPLOYEES". Visteon shall update the Employee Census at least monthly for any employee transaction (i.e., quits, death, transfers, etc.) in accordance with this Agreement and any employees added shall also be known as Leased Employees.
Employee Census. Upon reasonable request by Buyer and no earlier than five (5) Business Days prior to each anticipated Closing Date, Parent shall deliver to Buyer a census of the Business Employees as of the date of such request with respect to the categories of information described in Section 3.16(a).
Employee Census. Schedule 4.15(a) contains an accurate and complete table of the following information for each current Employee as of the Agreement Date: (i) anonymized ID, (ii) employing or engaging entity and employing entity following the Reorganization, (iii) date of commencement of continuous employment or engagement, (iv) job title, (v) status (full-time or part-time), (vi) work location (city, state), (vii) type of employer sponsored visa, if applicable, (viii) annual base compensation, (ix) any commission and bonus opportunities (target, maximum and any amounts paid in respect of the current and immediately preceding calendar years), (x) exempt or non-exempt status, (xi) employment status (whether such person is party to an employment agreement or is employed “at will”) or independent contractor status, (xii) leave status, including type of leave and expected return date, (xiii) union status, (xiv) notice period or term of employment or engagement (if applicable), and (xv) accrued but unpaid vacation or other applicable paid time off balances. Notwithstanding the foregoing, following the Reorganization, certain employees of TUS will (at least partially) be assigned to, or provide services with respect to, the Solar Module Manufacturing Facility at Closing.
