Employee Consultations. Ashland and the Asset Selling Corporations shall fully comply with all of its or their obligations (however arising) to inform and consult with, and in respect of, the Employees of the Business, whether the same arises under a Union Contract or applicable Law. To the extent such communications occur in writing, Ashland and the Asset Selling Corporations will provide a copy to Buyer at the time such communications occur and will provide Buyer any written responses to said communications promptly after the time they are received. Buyer or Buyer’s Affiliates shall fully comply with all of its or their obligations (however arising) to inform and consult with, and in respect of, the Employees of the Business, whether the same arises under a Union Contract or applicable Law. To the extent such communications occur in writing, Buyer and Buyer’s Affiliates will provide a copy to Ashland at the time such communications occur and will provide Ashland any written responses to said communications promptly after the time they are received. Notwithstanding the foregoing, any failure by Ashland or an applicable Asset Selling Corporation to comply with its obligations to inform and consult with, and in respect of, any Russian Employee in accordance with Russian Law shall not be a breach of this Section 7.5(n).”
(f) Section 7.5 of the Agreement is hereby amended by adding the language set forth below as a new Section 7.5(t):
Employee Consultations. Ashland and the Asset Selling Corporations shall fully comply with all of its or their obligations (however arising) to inform and consult with, and in respect of, the Employees of the Business, whether the same arises under a Union Contract or applicable Law. To the extent such communications occur in writing, Ashland and the Asset Selling Corporations will provide a copy to Buyer at the time such communications occur and will provide Buyer any written responses to said communications promptly after the time they are received. Buyer or Buyer’s Affiliates shall fully comply with all of its or their obligations (however arising) to inform and consult with, and in respect of, the Employees of the Business, whether the same arises under a Union Contract or applicable Law. To the extent such communications occur in writing, Buyer and Buyer’s Affiliates will provide a copy to Ashland at the time such communications occur and will provide Ashland any written responses to said communications promptly after the time they are received.
Employee Consultations. Seller shall have complied with its obligations under Sections 6.6(a) and 6.6(b);
Employee Consultations. Each party hereto shall both before and after Closing furnish the other party with such evidence and information as the Buyers or Sellers, as applicable, may from time to time request in writing in relation to the discharge by each party hereto of its obligations under the Transfer Regulations together with such other reasonable information as the Buyers or Sellers, as applicable, may from time to time request in writing in relation to the intentions, proposals and actions of the parties hereto in connection with the matters relating to this Section 5.10. The Sellers shall fully comply with all of their obligations (however arising) to inform and consult with, and in respect of, the Employees, whether the same arises under any employee consultation bodies or applicable Law. The Buyers shall take such steps as are required by applicable Law, the terms of any employee consultation bodies, as applicable, or as are otherwise reasonably required by the Sellers to facilitate compliance by the Sellers with its obligations to inform and consult. Each Buyer shall comply with all of its obligations (however arising) to inform and consult with, and in respect of, the Employees, whether the same arises under any employee consultation bodies or applicable law. The Sellers shall indemnify the Buyers against all costs, expenses, damages, compensation, fines and other liabilities arising out of or in connection with any claim by or on behalf of any employee of the Sellers or their Affiliates arising out of or in connection with the Sellers’ (or any of their Affiliates) failure to comply with any legal obligation to supply information to the Buyers or their Affiliates or representative of such employees, or to consult with a representative of that employee, excluding any claims in respect of the failure by the Sellers to comply with their duties pursuant to the Transfer Regulations arising by virtue of the Buyers’ failure to provide to the Sellers of their Affiliates, in good time, details of any measures that are proposed in relation to those employees. The Buyers shall indemnify the Sellers against all costs, expenses, damages, compensation, fines and other liabilities arising out of or in connection with any claim by or on behalf of any employee of the Sellers or their Affiliates arising out of or in connection with the Buyers’ (or any of their Affiliates) failure to comply with any legal obligation to supply information to the Sellers or any of their Affiliates or repr...
Employee Consultations. Except with respect to the information and consultation process that may be required with the relevant French Employee Representative(s) and the Swedish Employee Representative(s) of Purchaser and/or any of its Affiliates, no consent or consultation of, requirement to provide information to, or the rendering of or receipt of an opinion or formal advice by, any Employee Representative, group of employees, or any Governmental Authority with jurisdiction over labor matters is required for Purchaser or any other Affiliate of Purchaser to enter into this Agreement or to consummate the transactions contemplated by this Agreement or the other Transaction Documents.
Employee Consultations. Prior to the Closing, Seller and the other Selling Entities and Purchaser shall fully comply with all of their respective obligations (whether arising by Law or Contract) in respect of the Business Employees and the contemplated transactions to inform and consult with, or obtain 47 the advice and consent or approval of, any Business Employees and/or Employee Representative, as appropriate.
Employee Consultations. The Seller and its Subsidiaries shall fully comply with all of their respective obligations (however arising) to inform and/or consult with, or obtain the advice and consent or approval of, and in respect of, the Business Employees or any Employee Representative, whether the same arises under any Labor Contract or applicable Law. The Purchaser shall take such steps as are required by applicable Law or otherwise reasonably requested by the Seller to facilitate compliance by the Seller and its Subsidiaries with their obligations to inform and consult or obtain the advice and consent or approval of any Business Employees or Employee Representative. To the extent that the transactions contemplated by this Agreement with respect to the Seller’s or its Affiliates’ operations in Germany results in an operational change (“Betriebsänderung”) in the meaning of the German Works Constitution Act (“Betriebsverfassungsgesetz”), the Seller shall negotiate a reconciliation of interest and social plan with the competent works council to the extent necessary. The conclusion of such reconciliation of interest and social plan is subject to the prior written consent of the Purchaser. The Seller shall keep the Purchaser reasonably informed on the status of such negotiations and shall allow Purchaser to participate in such negotiations (e.g., by way of joining meetings with the competent parties).
Employee Consultations. The Seller shall fully comply with all of its obligations (however arising) to inform and consult with, and in respect of, the Business Employees, whether the same arises under any employee consultation bodies or applicable Law. The Purchaser shall take such steps as are required by applicable Law, the terms of any employee consultation bodies, as applicable, or as are otherwise reasonably required by the Seller to facilitate compliance by the Seller with its obligations to inform and consult. The Purchaser shall fully comply with all of its obligations (however arising) to inform and consult with, and in respect of, the Business Employees, whether the same arises under any employee consultation bodies or applicable Law. Section 5.10(p) of the Disclosure Schedules lists all obligations of any member of the Seller Group or the Purchaser to inform and consult with, and in respect of, the Business Employees, whether the same arises under any employee consultation bodies or applicable Law.
Employee Consultations. XX Section 4. Representations and Warranties of the Buyer................. 24 4.1 Organization................................................ 24 4.2 Authorization............................................... 24 4.3 Absence of Restrictions and Conflicts....................... 24 4.4 Brokers, Finders, and Investment Bankers.................... 25 4.5 Purchase for Investment..................................... 25 4.6 Litigation.................................................. 26 4.7 Financing; Availability of Funds............................ 26
Employee Consultations. Purchaser and Sellers shall, and shall cause their respective Affiliates, to the extent required under applicable law or by agreement, to (i) notify their employees of the transactions contemplated by this Agreement and (ii) inform or consult with the works councils, unions or equivalent employee representation bodies as listed in Exhibit 15.5 with respect to the transactions contemplated by this Agreement. Each Party shall provide the other Party with such information as they may reasonably request in connection with such notifications and consultations.
