Employee Liabilities Generally. (a) From and after the Effective Time, RemainCo or a member of the RemainCo Group hereby assumes or retains, and shall be responsible for paying, performing, fulfilling and discharging, (i) all Liabilities or obligations expressly assigned to or assumed by a member of the RemainCo Group under this Agreement; and (ii) except as otherwise expressly provided for herein or in the Distribution Agreement, all Liabilities with respect to the employment, service, termination of employment or termination of service of all RemainCo Employees, independent contractors allocated to the RemainCo Business, Former Employees whose employment duties were primarily related to the RemainCo Business at the time the action underlying the Liability occurred, and their respective dependents and beneficiaries (and any alternate payees in respect thereof), whenever incurred. All Liabilities assumed or retained by a member of the RemainCo Group under this Section 2.02(a) shall be “RemainCo Liabilities” for purposes of the Distribution Agreement.
Employee Liabilities Generally. (a) From and after the Distribution Time, SWBI or a member of the SWBI Group hereby assumes or retains, and shall be responsible for paying, performing, fulfilling, and discharging in accordance with their respective terms, (i) all Liabilities or obligations expressly assigned to or assumed by a member of the SWBI Group under this Agreement; and (ii) except as otherwise expressly provided for herein or in the Separation and Distribution Agreement, all Liabilities with respect to the employment (including the termination thereof), compensation, and employee benefits of all (x) SWBI Employees, (y) SWBI Former Employees, and (z) all independent contractors, temporary employees, consultants, freelancers, agency employees, leased employees, or other non-payroll workers allocated to the Firearm Business, in each case, and their respective dependents and beneficiaries (and any alternate payees in respect thereof), whenever incurred. Such Liabilities are assumed or retained regardless of when such Liabilities arose or arise, or whether the facts on which they are based occurred prior to or subsequent to the Distribution Time, regardless of where or against whom such Liabilities are asserted or determined and include, without limitation, (1) wages, salaries, incentive compensation, commissions, and bonuses, (2) any and all Liabilities with respect to Employment Claims made by or with respect to SWBI Employees or SWBI Former Employees or in connection with any SWBI Plan, and (3) all service-related Liabilities to any individual who is or was an independent contractor, temporary employee, consultant, freelancer, agency employee, leased employee, or other non-payroll worker connected to the Firearm Business. All Liabilities assumed or retained by a member of the SWBI Group under this Section 2.3(a) shall be “SWBI Liabilities” for purposes of the Separation and Distribution Agreement.
Employee Liabilities Generally. Except as otherwise expressly provided in this Agreement, (a) effective as of August 1, 2016, a member of the Valvoline Group has assumed or retained Liability for paying, performing, fulfilling and discharging in accordance with their respective terms all Valvoline General Employee Liabilities and shall be obligated to reimburse the members of the Ashland Global Group in accordance with Section 16.01 with respect thereto, and (b) a member of the Ashland Global Group hereby assumes or retains Liability for paying, performing, fulfilling and discharging in accordance with their respective terms all Ashland Global General Employee Liabilities.
Employee Liabilities Generally. Except as otherwise expressly provided in this Agreement, (a) effective as of the Effective Time, ASV has retained Liability for paying, performing, fulfilling and discharging in accordance with their respective terms all ASV General Employee Liabilities and shall be obligated to reimburse the members of the Manitex Group in accordance with this Agreement with respect thereto, and (b) a member of the Manitex Group hereby retains Liability for paying, performing, fulfilling and discharging in accordance with their respective terms all Manitex General Employee Liabilities.
Employee Liabilities Generally. Except as provided in this Agreement, the SVM Group shall be responsible for the Liabilities arising in connection with the employment by the SVM Group or the TG Group of the ServiceMaster Employees before, on and after the completion of the Business Separation and, as of the completion of the Business Separation, the SVM Group shall assume and agree to pay, perform, fulfill and discharge, in accordance with their respective terms all such Liabilities. Except as provided in this Agreement, the TG Group shall be responsible for the Liabilities arising in connection with the employment by the SVM Group or the TG Group of the TruGreen Employees before, on and after the completion of the Business Separation and, as of the completion of the TG Operating Entities Contribution, TruGreen and Controlled shall assume and agree to pay, perform, fulfill and discharge, in accordance with their respective terms all such Liabilities. Notwithstanding the foregoing, to the extent that
