Common use of Employee Liabilities Clause in Contracts

Employee Liabilities. Except as expressly provided otherwise in Section 7.3 or in the Transition Services Agreement, Seller shall be responsible for, covenants to pay or otherwise discharge, and shall indemnify and hold harmless, Buyer against any liability, claim or obligation (including reasonable attorney’s fees): (a) relating to or under any Benefit Plan set forth on Section 2.2(c)(i) of the Seller Disclosure Schedules; or (b) to which any Business Employees may be entitled as a result of employment by Knight Ridder or its affiliates, including the Acquired Companies, and their Subsidiaries, as a result of the employment or termination of employment of any current or former Business Employee (including any Acquired Employee) prior to the Closing Date, including any accrued payroll, bonus or incentive compensation, vacation pay, sick pay, termination pay, severance pay, pay-in-lieu-of-notice, notice requirements (including any notice requirements under the Worker Adjustment Retraining and Notification Act), unemployment benefits, or any other benefits (whether or not under the Benefit Plans) except that workers’ compensation benefits shall be the sole obligation of Buyer and not Seller (whether related to claims incurred before, on or after the Closing Date).

Employee Liabilities. Except as expressly provided otherwise in Section 7.3 or in the Transition Services Agreement, Seller shall be responsible for, covenants to pay or otherwise discharge, and shall indemnify and hold harmless, Buyer against any liability, claim or obligation (including reasonable attorney’s fees): (a) relating to or under any Benefit Plan set forth on Section 2.2(c)(i) of the Seller Disclosure Schedules; or (b) to which any Business Employees may be entitled as a result of employment by Knight Ridder or its affiliates, including the Acquired Companies, and their Subsidiaries, as a result of the employment or termination of employment of any current or former Business Employee (including any Acquired Employee) prior to the Closing Date, including any accrued payroll, bonus or incentive compensation, vacation pay, sick pay, termination pay, severance pay, pay-in-lieu-of-notice, notice requirements (including any notice requirements under the Worker Adjustment Retraining and Notification Act), unemployment benefits, or any other benefits (whether or not under the Benefit Plans) except that workers’ compensation benefits shall be the sole obligation of Buyer Buyer, and not Seller (whether related to claims incurred before, on or after the Closing Date).

Employee Liabilities. Except as expressly provided otherwise in Section 7.3 or in the Transition Services Agreement, Seller shall be responsible for, covenants to pay or otherwise discharge, and shall indemnify and hold harmless, Buyer against any liability, claim or obligation (including reasonable attorney’s fees): (a) relating to or under any Benefit Plan set forth on Section 2.2(c)(i) of the Seller Disclosure Schedules; or (b) to which any Business Employees may be entitled as a result of employment by Knight Ridder or its affiliates, including the Acquired Companies, and their Subsidiaries, as a result of the employment or termination of employment of any current or former Business Employee (including any Acquired Employee) prior to the Closing Date, including any accrued payroll, bonus or incentive compensation, vacation pay, sick pay, termination pay, severance pay, pay-in-lieu-of-notice, notice requirements (including any notice requirements under the Worker Adjustment Retraining and Notification Act), unemployment benefits, or any other benefits (whether or not under the Benefit Plans) except that workers’ compensation benefits shall be the sole obligation obligation, of Buyer and not Seller (whether related to claims incurred before, before on or after the Closing Date).