Employment of Employees. On the Closing Date, NDC shall offer ------------------------ employment to those Employees of the Acquired Business listed on Schedule 2.13 of the PMSI Database Disclosure Memorandum. PMSI agrees to use its commercially reasonable efforts to assist NDC in hiring such Employees and will use its commercially reasonable efforts to make such Employees available to NDC. All such Employees accepting NDC's offer of employment are hereinafter referred to as the "Hired Employees." Except as otherwise provided herein, PMSI shall be responsible for the payment of all earned but unpaid salaries, bonus, vacation pay, sick pay, holiday pay, severance pay and other like obligations and payments to the Employees for all periods ending on or prior to the Closing Date. PMSI shall be responsible for the payment of any amounts due to its Employees (including the Hired Employees) pursuant to the PMSI Benefit Plans as a result of the employment of its Employees, and, in determining bonuses and other similar payments due to Hired Employees for any period ended on or prior to the Closing Date, PMSI shall, if payment thereof will occur after the Closing Date and the applicable performance period has been completed prior to the Closing Date, waive any requirement that such Employees be employees of PMSI on the date such bonuses or other similar payments are paid. PMSI shall be responsible for all incurred but unreported or unpaid medical claims occurring prior to the Closing Date and for the cost associated with any hospital confinement which commences prior to the Closing Date. NDC shall become responsible for all costs and liabilities attributable to Hired Employees accruing on and after the Closing Date; provided, however, that NDC shall not be responsible for (a) liabilities arising under the PMSI Benefit Plans or (b) liabilities associated with any leaves taken prior to the Closing Date in connection with the Family and Medical Leave Act of 1993. Effective on the Closing Date, PMSI shall, and hereby does, release all Hired Employees from any employment and/or confidentiality agreement previously entered into between PMSI and such Hired Employees relating to the Acquired Business to the extent (but only to the extent) necessary for NDC to operate the Acquired Business in the same manner as operated by PMSI prior to the Closing Date.
Employment of Employees. As of the Closing Date, Seller shall terminate from employment and Buyer will offer employment to the employees of the Business listed on Section 11.01 of the Disclosure Letter who remain employed by the Sellers as of the Closing Date (the “Business Employees”). Sellers shall be responsible for the payment of all earned but unpaid salaries, bonus, vacation pay, sick pay, holiday pay, and other like obligations and payments to the Business Employees for all periods ending on or prior to the Financial Effective Time. All Business Employees who accept Buyer’s offer of employment “Transferred Employees” shall be immediately employed on an uninterrupted basis by Buyer as of the Closing Date. Immediately following the Closing Date, Buyer shall be responsible for providing each Transferred Employee who has commenced active employment with Buyer or one of its Affiliates with his or her compensation earned following the Financial Effective Time; provided, however, that compensation earned between the Financial Effective Time and the Closing Date shall be paid in accordance with Section 2.08. Buyer shall also provide each Transferred Employee who has commenced active employment with Buyer or one of its Affiliates with employee benefits that are no less favorable in the aggregate than the employee benefits provided by Buyer and its Affiliates to its similarly situated (based on position, responsibilities and location) employees from time to time; provided that nothing contained herein shall mean that Buyer must offer any benefits under any defined benefit plan or equity compensation plan. Notwithstanding anything in this Section 11.01 to the contrary, with respect to any Business Employee who as of the Closing Date is on military leave, sick leave, maternity leave or short-term disability, except as required by applicable law, Buyer need only offer to employ such Business Employee for the period beginning after such absence if such Business Employee returns to employment in accordance with the terms of such Business Employee’s leave, provided that such Business Employee commences active employment with Buyer no later than six (6) months after the Closing Date. Notwithstanding the foregoing, such six (6) month limitation shall not apply to Business Employees on military leave as long as such Business Employee applies to return to employment within ninety (90) days of release or honorable discharge from armed services. Any Business Employee who is on leave on the Closi...
Employment of Employees. Purchaser currently expects to employ, at its option, certain of the employees of Seller. Seller agrees to take no action which would interfere with such employment by Purchaser, and shall take all action required by law or otherwise to release them from agreements with Seller that may prohibit their employment with Purchaser and to cause the valid termination of employment at the Closing Date of such employees by Seller who are to be employed by Purchaser following the Closing Date. Seller further agrees that Purchaser shall not assume any responsibility for, and Seller shall indemnify Purchaser from and against, any liability arising from any termination of employment of those employees of Seller whom Purchaser does not employ after the Closing Date, or as to whom Purchaser gives Seller notice that Purchaser will not continue their employment, such notice to be given on or prior to the Closing Date. Seller further agree that Purchaser shall not be liable for, and Seller shall indemnify Purchaser from and against any liability in respect of any employees of Seller for any acts or omissions relating to the employment of such employees or to the business of Seller arising on or prior to the Closing Date, regardless of whether the employees of Seller are subsequently employed by Purchaser. Nothing in this Agreement is intended to confer upon any employee of Seller any rights or remedies, including, without limitation, any rights of employment of any nature or kind whatsoever.
Employment of Employees. 12.1 a. Except as specifically limited by this Agreement, the Employers shall have entire freedom of selectivity in hiring and may discharge any employees for any cause that they may deem sufficient.
Employment of Employees. On the date of Closing, the Buyer shall offer employment to substantially all of the salaried and non-salaried employees of the Seller who are employed in the operation of the Store. The employment offered by the Buyer shall be "at will," and the Buyer shall be under no obligation to continue such employment following the date of Closing. The Seller shall terminate the employment of all of its salaried and non-salaried employees who are employed in the operation of the Store as of the close of business on the date of Closing, and the Seller shall be responsible for all wages, salaries, and other benefits, if any, due and owing to such Employees for all periods ending on or prior to the date of Closing. Additionally, the Buyer shall cause all Store managers who become employed by the Buyer to be covered, commencing on the first day of such employment, under the Buyer's health and medical welfare and benefit plans without any waiting period, with a waiver of pre-existing conditions, and otherwise on the same terms as such insurance coverages are provided generally to the employees of the Buyer.
Employment of Employees. 52 11.2 Seller's Benefit Plans................................................... 52 11.3
Employment of Employees. 8 8. Assignment.......................................................... 8 9. No Third-Party Beneficiaries........................................ 9 10. Expenses............................................................ 9 11.
Employment of Employees. Purchaser shall have no obligation to ------------------------ employ or to offer employment to any of the employees of Seller. Seller shall be responsible for the payment of all wages, commissions, severance pay, accrued but unpaid wages, vacation pay, sick pay, and holiday pay to the employees of Seller, up to and including the date Seller terminates the employment of such employees. Seller shall be responsible for the payment of any amounts due to its employees pursuant to any benefit plans of Seller as a result of the employment of its employees.
Employment of Employees. (a) Purchaser shall extend offers of employment, as of the Closing Date, to such employees of the Branch Office listed in Schedule 7.1(a) attached hereto and incorporated herein, which schedule shall include the names of each employee, their date of employment, salary, type of health plan coverage, including single or family coverage, number of dependents and portion of premium paid by employee, and any applicable severance plan as may be employed by Seller at the Branch Office as of the Closing Date (including, without limitation, those employees who on the Closing Date are on family and medical leave, military leave, or personal or pregnancy leave and who elect to return to work not later than one (1) year following the Closing Date; individually and collectively the "Leave Employees" herein) for positions entailing responsibilities in effect at Seller as of the Closing Date, and for a base salary not less than that paid by Seller as of the Closing Date. Employees accepting employment with Purchaser, including but not limited to the Leave Employees, are referred to herein individually and collectively as the "Transferred Employees." In the event that Purchaser shall transfer (except in a comparable position and for comparable compensation to an office not more than 35 miles from the Branch Office at which the Transferred Employee is employed as of the Closing Date, or at the request of the Transferred Employee), terminate employment of, or reduce the base salary of, a Transferred Employee (the "Terminated Employee") between the Closing Date and the date which is one (1) year from the Closing Date, other than for
Employment of Employees. Upon the employment of any newly hired or re-hired employee, the Employer agrees to notify the Union in writing within ten (10) days thereafter of such employment, fur nishing the Union with the following information: The employee’s name, residence address, social security number, classification, location of employment, and date of employment. When requested by the Employer to do so, the Union agrees to provide the Employer with suitable forms for this purpose.
