Common use of Employee Service Credit Clause in Contracts

Employee Service Credit. The Purchaser (i) shall give, or cause the Company and its Subsidiaries to give, each Retained Employee credit under any benefit plan or personnel policies that cover the Retained Employee after the Closing Date, including any vacation, sick leave and severance policies, for purposes of eligibility, vesting and entitlement to vacation, sick leave and severance benefits for the Retained Employee’s service with the Company and its Affiliates prior to the Closing Date, to the same extent recognized by the Company or its Subsidiaries or any predecessor thereof as of the Closing Date, except to the extent such service credit would result in any duplication of benefit and (ii) shall use commercially reasonable efforts to allow such Retained Employees to participate in each plan providing welfare benefits (including medical, life insurance, long-term disability insurance and long-term care insurance) without regard to preexisting condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Employee by the corresponding Plans immediately prior to the Closing Date, and (iii) if any Welfare Plan is terminated prior to the end of the plan year that includes the Closing Date, the Purchaser shall credit the Retained Employee with any expenses that were covered by such Welfare Plan(s) for purposes of determining deductibles, co-pays and other applicable limits under any similar replacement plans.

Appears in 1 contract

Samples: Unit Purchase Agreement (Fat Brands, Inc)

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Employee Service Credit. The Purchaser (i) shall give, or cause the Company and or its Subsidiaries to give, each Retained Employee credit under any benefit plan or personnel policies that cover the Retained Employee after the Closing Date, including any vacation, sick leave and severance policies, for purposes of eligibility, vesting and entitlement to vacation, sick leave and severance benefits for the Retained Employee’s service with the Company and its Affiliates prior to the Closing Date, to the same extent recognized by the Company or and its Subsidiaries Affiliates or any predecessor thereof as of the Closing Date, except to the extent such service credit would result in any duplication of benefit and (ii) shall use commercially reasonable efforts to allow such Retained Employees to participate in each plan providing welfare benefits (including medical, life insurance, long-term disability insurance and long-term care insurance) without regard to preexisting preexisting-condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Employee by the corresponding Plans immediately prior to the Closing Date, and (iii) if any of the Welfare Plan is Plans are terminated prior to the end of the plan year that includes the Closing Date, the Purchaser shall credit the Retained Employee with any expenses that were covered by such Welfare Plan(s) the Plans for purposes of determining deductibles, co-pays and other applicable limits under any similar replacement plans.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fat Brands, Inc)

Employee Service Credit. The Purchaser (i) shall give, or cause the Company and its Subsidiaries to give, each Retained Employee credit under any benefit plan or personnel policies that cover the Retained Employee after the Closing Date, including any vacation, sick leave and severance policies, for purposes of eligibility, vesting and entitlement to vacation, sick leave and severance benefits for the Retained Employee’s service with the Company and its Affiliates prior to the Closing Date, to the same extent recognized by the Company or its Subsidiaries or any predecessor thereof as of the Closing Date, except to the extent such service credit would result in any duplication of benefit and (ii) shall use commercially reasonable efforts to allow such Retained Employees to participate in each plan providing welfare benefits (including medical, life insurance, long-term disability insurance and long-term care insurance) without regard to preexisting preexisting-condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Employee by the corresponding Plans immediately prior to the Closing Date, and (iii) if any Welfare Plan is terminated prior to the end of the plan year that includes the Closing Date, the Purchaser shall credit the Retained Employee with any expenses that were covered by such Welfare Plan(s) for purposes of determining deductibles, co-pays and other applicable limits under any similar replacement plans.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sparton Corp)

Employee Service Credit. The Purchaser Buyer (i) shall give, or cause the Company Companies and its their respective Subsidiaries to give, each Retained Employee credit under any benefit plan or personnel policies Benefit Plan that cover covers the Retained Employee after the Closing Date, including any vacation, sick leave and severance policies, credit for purposes of eligibility, eligibility for and vesting and entitlement to vacation, sick leave and severance of benefits for the Retained Employee’s service with the Company and its Affiliates any of Companies or their respective Subsidiaries, as applicable, prior to the Closing Date, Date to the same extent recognized by under the Company or its Subsidiaries or any predecessor thereof as of applicable comparable Benefit Plans immediately prior to the Closing Date, except Date and to the extent such service credit would recognition does not result in any a duplication of benefit and benefits, (ii) shall use commercially reasonable efforts to allow such Retained Employees to participate in each plan providing welfare benefits (including medical, dental, vision, life insurance, longshort-term disability, long‑term disability insurance and long-term long‑term care insurance) without regard to preexisting condition preexisting‑condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Employee by the corresponding Benefit Plans immediately prior to the Closing Date, and (iii) if any Welfare Plan is of the Benefit Plans are terminated prior to the end of the plan year that includes the Closing Date, the Purchaser shall use commercially reasonable efforts to credit the Retained Employee with any expenses that were covered by such Welfare Plan(s) the Benefit Plans for purposes of determining deductibles, co-pays co‑pays and other applicable limits under any similar replacement plans.

Appears in 1 contract

Samples: Securities Purchase Agreement (Arcosa, Inc.)

Employee Service Credit. The Purchaser (i) shall give, or cause the Company and its Subsidiaries to give, each Retained Employee credit under any all benefit plan or personnel policies that cover the Retained Employee after the Closing DateClosing, including any vacation, sick leave and severance policies, for purposes of eligibility, vesting and entitlement to vacation, sick leave and severance benefits for the Retained Employee’s 's service with the Company and its Affiliates prior to the Closing DateClosing, to the same extent recognized by the Company or its Subsidiaries or any predecessor thereof as of the Closing Date, except to the extent such service credit would result in any duplication of benefit and (ii) shall use commercially reasonable efforts to allow such Retained Employees to participate in each plan providing welfare benefits (including medical, life insurance, long-term disability insurance and long-term care insurance) without regard to preexisting condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Employee by the corresponding Plans immediately prior to the Closing DateClosing, and (iii) if coverage for Retained Employees under any Welfare Plan is terminated prior to the end of the plan year that includes the Closing Date, the Purchaser shall credit the Retained Employee with any expenses that were covered by such Welfare Plan(s) for purposes of determining deductibles, co-pays and other applicable limits under any similar replacement plans.

Appears in 1 contract

Samples: Unit Purchase Agreement (Arcosa, Inc.)

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Employee Service Credit. The Purchaser (i) shall give, or cause the Company and its Subsidiaries to give, each Retained Employee credit under any benefit plan or personnel policies that cover the Retained Employee after the Closing Date, including any vacation, sick leave and severance policies, for purposes of eligibility, vesting and entitlement to vacation, sick leave and severance benefits for the Retained Employee’s service with the Company and its Affiliates prior to the Closing Date, to the same extent recognized by the Company or its Subsidiaries or any predecessor thereof as of the Closing Date; provided, except that no such credit shall be provided for purposes of any defined benefit pension plan, for purposes of qualifying for subsidized early retirement benefits or retiree medical benefits or to the extent such service credit it would result in any a duplication of benefit and benefits, (ii) shall use commercially reasonable efforts to allow such Retained Employees to participate in each plan providing welfare benefits (including medical, life insurance, long-term disability insurance and long-term care disability insurance) without regard to preexisting preexisting-condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Employee by the corresponding Plans immediately prior to the Closing Date, and (iii) if any Welfare Plan is terminated prior shall use commercially reasonable efforts to the end of the plan year that includes the Closing Date, the Purchaser shall credit the Retained Employee with any expenses that were covered by such Welfare Plan(s) for purposes of determining deductibles, co-pays and other applicable limits under any similar replacement plansplans if any Welfare Plan is terminated prior to the end of the plan year that includes the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hubbell Inc)

Employee Service Credit. The To the extent the Purchaser establishes any new benefit or compensation plans for Business Employees after the Closing, the Purchaser (i) shall give, or cause the Company and its Subsidiaries Acquired Companies to give, each Retained Business Employee credit under any benefit plan or personnel policies that cover the Retained Business Employee after the Closing Date, including any vacation, sick leave and severance policies, for purposes of eligibility, vesting and entitlement to vacation, sick leave and severance benefits for the Retained Business Employee’s service with any of the Company Acquired Companies and its Affiliates prior to the Closing Date, to the same extent recognized by the Company or its Subsidiaries or any predecessor thereof as of the Closing Date, except to the extent such service credit would result in any duplication of benefit and (ii) shall use commercially reasonable efforts to allow such Retained Business Employees to participate in each plan providing welfare benefits (including medical, life insurance, long-term disability insurance and long-term care insurance) without regard to preexisting condition limitations, waiting periods, evidence of insurability or other exclusions or limitations not imposed on the Retained Business Employee by the corresponding Plans immediately prior to the Closing Date, and (iii) if any Welfare Plan is terminated prior to the end of the plan year that includes the Closing Date, the Purchaser shall credit the Retained Business Employee with any expenses that were covered by such Welfare Plan(s) for purposes of determining deductibles, co-pays co‑pays and other applicable limits under any similar replacement plans.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sonoco Products Co)

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