Employee Census. On the Transfer Date, Ford shall provide Visteon a preliminary employee census ("Employee Census") containing the following information:
(i) a list of all Active Ford Business Employees by location;
(ii) a list of all Inactive Ford Business Employees by location;
(iii) the job classification of each Ford Business Employee;
(iv) the Ford Service Date of each Ford Business Employee;
(v) the base monthly salary of each Ford Business Employee;
(vi) the reason for any absence of any Ford Inactive Business Employee and the date any leave expires. Ford shall finalize the Employee Census no later than thirty (30) days after the Transfer Date, subject to Visteon review. Ford shall not be responsible for providing Visteon an Employee Census of the Global Ford Business Employees.
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. Attached hereto as Schedule A is an employee census ("Employee Census"). The Employee Census sets forth:
(i) a list of selected persons actively employed by Ford who are engaged in providing customs services by selected regions as of the date of this Agreement ("Ford Customs Employees");
(ii) the Ford Service Date of each Ford Customs Employee;
(iii) the monthly base salary of each Ford Customs Employee.
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.
(b) The period during which Leased Employees are leased to ACH is referred to as the "LEASE PERIOD". During the Lease Period, Visteon shall make available to ACH the services of the Leased Employees as requested by ACH. For avoidance of doubt, no Inactive Visteon Salaried Employee (as hereafter defined) shall be leased to ACH as of the Effective Date. An Inactive Visteon Salaried Employee shall be any Visteon Salaried Employee who is absent from work and who is entitled to reinstatement on return to employment, including those on leave of absence, workers' compensation leave or short or long term disability leave, but excluding those who are on paid absence for jury duty, bereavement, short term military service, vacation or holiday. If a Leased Employee becomes an Inactive Visteon Salaried Employee and is removed from Visteon's active payroll at anytime during the Lease Period, such Leased Employee shall be removed from the Employee Census and ACH shall bear no further financial responsibility with respect to such employee.
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. An employee census is attached as Schedule 2.01 ("Employee Census"). The Employee Census sets forth:
(i) a list of all Active Visteon Employees by name and social security number;
(ii) a list of all Inactive Visteon Employees by name and social security number;
(iii) the job classification of each Visteon Active or Inactive Employee;
(iv) the Visteon Service Date of each Visteon Active or Inactive Employee;
(v) the wage rate applicable to each Visteon Active or Inactive Employee; and
(vi) the reason for any absence of any Visteon Inactive Employee and the date any leave expires. Visteon shall revise the Employee Census as of the Transition Date to reflect any applicable changes. The revised Employee Census shall be delivered to Ford within ten days of the Transition Date.
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. Upon reasonable request by Buyer and no earlier than five (5) Business Days prior to each anticipated Closing Date, the Owners Representative 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. Seller has furnished an accurate employee census, detailing the Employee's date of hire, salary, benefits and other pertinent information in Section 2.18 of the Disclosure Schedule. There shall have been no material increase in any compensation paid or payable to the employees of Seller unless otherwise disclosed and agreed to by Purchaser.
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.
