Employees; Accrued Vacation, Sick Pay, etc. (a) For purposes of this Section 4.4, all references to employment by an entity include both direct employment by such entity, employment by an affiliate of such entity, or employment through one or more employee leasing or similar arrangements that such entity or its affiliate has entered into with a third party and all references to Plans includes any such Plan provided directly by the applicable entity, by their respective affiliates, or by any such employee leasing company under an agreement with the above.
(b) Seller shall pay any severance costs payable with respect to the termination of employment by Seller, Current Operating Tenant or the Current Manager (as applicable) of any Employee (as defined below in Section 6.29), including Employees who are offered post-Closing employment at the Facility, pursuant to any severance policies or plans or required by law, including the WARN Act (if applicable). Seller shall be solely responsible for WARN Act compliance for all Employees.
(c) Effective as of 11:59 PM on the date immediately preceding the Closing Date, all Employees hired by Post-Closing Manager (the “Hired Employees”) shall cease to be active participants in the Seller Plans in accordance with the terms of the Seller Plans and applicable law, including ERISA. Seller, Current Operating Tenant or the Current Manager, as applicable, shall retain liability for all claims incurred by the Employees (and their enrolled dependents) under the Seller Plans prior to the Closing Date or if later, the date coverage under the Seller Plans ceases in accordance with the terms of such Seller Plans.
(d) Seller shall be responsible for complying with the continuation health care coverage requirements of COBRA with respect to any individual who became a “qualified beneficiary” as of or prior to the Closing Date, including as a result of this transaction. Purchaser shall be responsible for complying with all requirements of COBRA with respect to any Hired Employee (or enrolled dependent) who becomes a “qualified beneficiary” on or after the Closing Date.
(e) Seller shall be responsible for payment of all short- and long-term disability claims of Employees from disabilities arising prior to the Closing Date, to the extent covered by Seller Plans. Purchaser shall be responsible for payment of all short- and long-term disability claims from disabilities of Hired Employees incurred on or after the Closing Date to the extent covered by the Purchaser Plans.
(f) As to any ...
Employees; Accrued Vacation, Sick Pay, etc. (a) At the Closing, Operator shall, at Operator’s expense, continue the employment to at least ninety percent (90%) of the active and full-time employees who perform services for the Facility (collectively, the “Employees”) for at least a thirty (30) day period following the Closing Date (subject to the Operator’s right to terminate an individual for cause) on terms substantially equivalent or better in the aggregate to the compensation and benefit levels provided to such Employees as of the Closing Date.
(b) Seller shall be responsible for complying with the continuation health care coverage requirements of COBRA with respect to any individual who became a “qualified beneficiary” as of or prior to the Closing Date, including as a result of this transaction.
(c) Seller shall pay any severance costs payable with respect to the termination of employment by (or on behalf of) Seller of any Employee, including Employees whose employment is continued by the Operator, pursuant to any severance policies or plans or required by law, including the WARN Act (if applicable).
(d) Seller and Operator shall refrain from taking any action following the Closing with respect to any employees that are terminated or otherwise not retained post-Closing that would subject Purchaser or Operator to liability under the WARN Act and shall fully indemnify Purchaser from any such liability.
