Employee Offers. Prior to the Closing Date, SeraNova or one of its Subsidiaries shall have made a written offer of employment or engagement to each employee, independent contractor or consultant working in the SeraNova Business listed on SCHEDULE 7.1 hereto. Such employment offers shall provide that such individual shall commence work for SeraNova or the named Subsidiary on or before the Closing Date. Such employment offers shall also require that such individual shall, prior to the Closing Date, inform SeraNova of his or her intention to accept or decline such offer and, if such individual intends to accept such offer, to resign his or her employment with Intelligroup prior to or as of the Closing Date.
Employee Offers. (a) On or prior to the Closing Date (or, solely with respect to any employee employed on-site at any Leased Real Property that constitutes a Designation Rights Asset (each, a “Selected Employee”), the date on which the lease or sublease for such Leased Real Property is assumed by the applicable Seller and assigned to the Purchaser in accordance with Section 1.5) the Purchaser shall offer employment (on an “at-will” basis) with the Purchaser or one of its Affiliates to such employees of the Sellers or its Affiliates as determined by the Purchaser in its sole and absolute discretion . For each individual who is not a Union Employee, each such offer of employment shall be for a substantially comparable position and at the substantially same hourly wage rate or salary level (excluding performance-based or incentive compensation, bonuses and equity-based compensation, as applicable) in effect immediately prior to the Execution Date; provided, however, that with respect to Transferred Employees who enter into written employment Contracts with the Purchaser at the Closing (the “New Employment Contracts”), the terms of such New Employment Contracts shall govern such Transferred Employee’s employment. In addition, any offer of employment to any such employee of the Sellers who is a party to a written employment Contract with a Seller that entitles such employee to severance upon a termination of employment by such Seller will require, as a condition to the acceptance of such offer of employment, that such employee waive in writing such employee’s right to receive such severance from the Sellers and the Purchaser; provided, however, that the Purchaser shall be entitled to waive such condition if such employee does not agree to provide such waiver. Notwithstanding the foregoing, subject to the CBA, nothing in this Agreement will, after the Closing Date, impose on the Purchaser any obligation to retain any Transferred Employee in its employment or the employment of any of its Affiliates.
(b) Except as described in this Section 6.1, the employment of each Transferred Employee with the Purchaser or any of its Affiliates will commence immediately upon the Closing or, in the case of any Transferred Employee employed on-site at any Leased Real Property that becomes an Assumed Leased Real Property after the Closing Date, the date the lease or sublease for such Leased Real Property is assumed by the applicable Seller and assigned to the Purchaser in accordance with Section 1...
Employee Offers. Before the Closing, the Purchaser may make an offer of employment (“Offer”) to each current employee of WAC set forth on Schedule 6.6(a) (the “WAC Employee Offerees”), with such employment, if accepted, to be effective upon Closing. At or before the Closing, each Employee Offeree shall either accept or reject the Offer, and each such Offer shall automatically terminate upon Closing if not previously accepted.
Employee Offers. Symantec hereby consents to Buyer extending offers of employment to all or any lesser number of Business Employees, such offers (i) to include (a) comparable salary, seniority, and job title terms as the Business Employees currently have with Symantec and (b) comparable benefits to those offered to similarly situated employees of BEA, and (ii) to be contingent upon the Closing. To facilitate such process, Symantec will cooperate with Buyer in identifying those Business Employees that Buyer may wish to hire and will provide Buyer with reasonable access to and the opportunity to meet and interview any Business Employee for the purpose of negotiating offers of employment contingent upon the Closing. Symantec will use its reasonable efforts to retain Business Employees as employees through the Closing Date and assist Buyer in securing the employment, commencing on the Closing Date, of those Business Employees to whom Buyer (or an affiliate designated by Buyer) makes offers of employment. Symantec hereby waives, with respect to the employment by Buyer of such Business Employees who accept offers of employment from Buyer, any claims or rights Symantec may have against Buyer with respect to such offer of employment. Symantec understands and acknowledges that any such Business Employees hired by Buyer shall be treated as "new hires" and Buyer's sole obligation to Symantec or such Business Employees shall be as set forth in the Transition Agreement (as defined below).
Employee Offers. Seller shall provide Buyer with information reasonably requested by Xxxxx with respect to compensation and benefits of the Institutional Employees. Not later than ten (10) Business Days prior to the Closing Date, Buyer shall offer to hire, to be effective as of the Closing Date but contingent on the Closing, the Institutional Employees. Buyer will offer employment to the Institutional Employees on terms and conditions of employment substantially similar in all respects, including compensation and benefits substantially similar in the aggregate, (but not including any equity compensation, deferred compensation or 401(k) plan) to those in effect with Seller immediately prior to the Closing (each, a “Qualified Offer”).
Employee Offers. With respect to the employees of the Company, Parent may, at its discretion, retain or offer continued employment with the Company or Parent after the Closing. Each employee of the Company who remains an employee of the Company after the Closing shall be eligible to receive salaries, benefits (severance and otherwise) and equity awards consistent with Parent’s applicable human resources policies. Parent’s offer of employment shall be subject to and in compliance with Parent’s standard human resources policies and procedures and will be contingent upon such persons executing standard employment related documentation and acknowledging that they continue to be bound by, and that Parent is a beneficiary of, any confidentiality and inventions assignment agreements between such person and the Company.
Employee Offers. Parent will make employment offers to all employees of the Company, provided that Parent's offer of employment shall be subject to and in compliance with Parent's standard human * TEXT OMITTED AND FILED SEPARATELY. CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. SECTIONS 200.80(b)(4) 200.83 AND 240.24b-2 resources policies and procedures and will be contingent upon such persons executing standard employment related documentation and acknowledging that they continue to be bound by and Parent is a beneficiary of any confidentiality and inventions assignment agreements between such person and the Company. Parent agrees that following the Closing such employees shall be eligible to receive salary and employee benefits consistent with Parent's standard employment practices, provided that the offer of employment to all employees shall be for a salary mutually determined by the Company and Parent.
Employee Offers. Acquiror shall, promptly after the date of this Agreement, make offers of employment to the employees of Target set forth on Schedule 9.11 hereto. The terms of these offers will specify that such employment shall commence immediately after the Effective Time, and shall include cash compensation, long-term equity incentives and benefits consistent with those received by similarly situated employees of Acquiror, and shall include non-compete (to the extent legally permissible under applicable Law), non-solicit, confidentiality and proprietary information and invention agreements. The offers of employment shall be voidable by Acquiror if not accepted within 15 days after being made. Nothing in the Agreement, expressed or implied, is intended or shall be construed to constitute an offer of employment, to any individual employee of any Target Company, or a right of any such person to continued employment with the Surviving Corporation or with Acquiror following the Closing.
Employee Offers. On a date or dates to be mutually agreed upon by Purchaser and Seller, which shall be no later than the tenth (10th) Business Day after the date Seller delivers Schedule 8.1 to Purchaser, Purchaser will extend an offer of employment to each employee of Seller listed on Schedule 8.1 (each, an “Offered Employee”), which schedule will provide with respect to each Offered Employee his or her current position/title, base salary, benefits and time of service.. Each such offer shall provide for employment by Purchaser effective only as of and after the Closing Date and at a job responsibility level and title that is substantially similar to or higher than such Offered Employee’s employment with Seller for the year prior to the date of the offer. Effective only as of the Closing and after the Closing Date, Purchaser will hire each Offered Employee who accepts the offer of employment extended to such individual by Purchaser (each, a “Transferred Employee”). Notwithstanding the foregoing, any Offered Employee who is, at the time an offer of employment is required under this Section 8.1 to be made, on a Seller’s (or a Subsidiary’s thereof) approved leave of absence from work, shall not become an employee of Purchaser (and shall not be considered a Transferred Employee) unless and until such employee becomes eligible to return to active employment within one year after the Closing Date in accordance with Seller’s human resource policies and applicable Laws and actually commences employment with Purchaser.
Employee Offers. Parent will confirm “at will” employment to all employees of the Company, and to those consultants listed on Schedule 7.9(a)(i); provided, however, that Parent’s offer of employment shall be subject to and in compliance with Parent’s standard human resources policies and procedures and may be contingent upon such persons executing standard employment related documentation and acknowledging that they continue to be bound by and Parent is a beneficiary of any confidentiality and inventions assignment agreements between such person and the Company. Parent agrees that employees following the Closing shall be eligible to receive salary and employee benefits (such as medical benefits, bonuses and participation in Parent’s 401(k) Plan) consistent with Parent’s standard employment practices, provided that the offer of employment to all employees, and the consultants listed on Schedule 7.9(a)(i), shall be for a salary mutually determined by the Company and Parent. Parent agrees that from and after the Closing it will provide Parent’s standard employee benefit package (the “Post-Closing Benefits”) to all of the Company’s employees who are offered and accept employment with Parent. Nothing in this Agreement shall limit Parent’s right to terminate any employee or to amend or terminate any of the Post-Closing Benefits at any time. Those employees identified by Parent and listed on Schedule 7.9(a)(i) (“Key Employees”) shall be required to accept employment with Parent or the Surviving Corporation as a condition to the Closing. Prior to the Effective Time, the Company shall grant additional Company Options to purchase an aggregate of 2,000,000 shares of Company Common to those employees who shall remain employed by Parent or the Surviving Corporation in the amounts opposite each employee’s name on Schedule 7.9(a)(ii) hereto, such Company Options to be in accordance with the Company’s standard four (4) year vesting schedule with a one-year cliff, unless otherwise specified on Schedule 7.9(a)(ii); provided, however, Parent shall have the right to amend Schedule 7.9(a)(ii) after consulting with the Company prior to the Effective Time if any employee listed therein refuses his or her offer of employment.
