Employment of Employees at Closing Sample Clauses

Employment of Employees at Closing. On the Closing Date Buyer shall (i) offer to employ the Employees, on an at-will basis, at the same compensation levels and on substantially the same other terms and conditions of employment in effect as of the Determination Time; and (ii) except as provided below in this Section 6.3(a) and in the last sentence of Section 6.3(b), assume sponsorship of the Employee Benefit Plans and Benefit Arrangements except for the USI Stock Option Plan. The preceding sentence shall not require that after the Closing Date Buyer continue to employ such Employees, or continue to employ such Employees at the same compensation levels or otherwise on substantially similar terms and conditions of employment, in effect as of the Determination Time provided that the foregoing shall not in any manner impair or otherwise reduce the assumption of liability relating to COBRA and life insurance required to be made pursuant to the preceding sentence. Notwithstanding clause (ii) above Buyer shall not be required to assume or continue sponsorship of the Employee Benefit Plans which provide life, health and medical benefits, including COBRA, if Buyer establishes its own plans (the "Buyer's Plans") and Buyer's Plans assumes all liabilities relating to COBRA and life insurance relating to the Employees and the Other Participants and provides benefits which are substantially similar to the benefits provided in such Employee Benefit Plans (provided that without in any manner impairing or otherwise reducing the assumption of liabilities required to be made pursuant to this sentence, this sentence shall not require Buyer to provide after the Closing Date benefits which are substantially similar). With respect to Employees, solely for the benefit of Sellers and not any Employees, Buyer hereby agrees to indemnify Sellers from any and all termination or severance liability (including, without limitation, any liability related to or arising out of the Worker Adjustment and Retraining Notification Act, 29 U.S.C. 2101 et seq., the continuation coverage rules of Section 4980B of the Internal Revenue Code and part 6 of Subtitle B of Title I of ERISA ("COBRA"), and any similar state and local laws), and Buyer hereby agrees to indemnify Sellers from any liabilities arising out of the Employee Benefit Plans and Benefit Arrangements and COBRA in relation to the Other Participants after the Determination Time. Sellers agree that with respect to COBRA, to the extent that Sellers' insurance carrier will not ...
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Employment of Employees at Closing. On the Closing Date, Buyer will offer to employ substantially all of the employees at comparable compensation levels and on substantially the same terms and conditions of employment in effect as of the Closing Date.
Sample 1
Employment of Employees at Closing. On the Closing Date, Buyer shall continue to employ the Employees (other than the Canadian Employees) of the Companies and their Subsidiaries. Employees not covered by a collective bargaining agreement shall be employed at substantially equivalent (except that in determining any such equivalence, any benefit relating to equity ownership (including stock options) of any entity shall not be taken into
Sample 1

Related to Employment of Employees at Closing

  • Employment of Employee (a) Except as provided in Sections 2(b), 2(c) and 2(d), nothing in this Agreement shall affect any right which Employee may otherwise have to terminate Employee's employment, nor shall anything in this Agreement affect any right which the Company may have to terminate Employee's employment at any time in any lawful manner. (b) In the event of a Potential Change in Control, to be entitled to receive the benefits provided by this Agreement, Employee will not voluntarily leave the employ of the Company, and will continue to perform Employee's regular duties and the services specified in the recitals of this Agreement until the Change in Control Date. Should Employee voluntarily terminate employment prior to the Change in Control Date, this Agreement shall lapse upon such termination and be of no further force or effect. (c) If Employee's employment terminates on or after the Change in Control Date, the Company will provide to Employee the payments and benefits as provided in Sections 3 and 4. (d) If Employee's employment is terminated by the Company prior to the Change in Control Date but on or after a Potential Change in Control Date, then the Company will provide to Employee the payments and benefits as provided in Sections 3 and 4 unless the Company reasonably demonstrates that Employee's termination of employment neither (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change in Control nor (ii) arose in connection with or in anticipation of a Change in Control. Solely for purposes of determining the timing of payments and the provision of benefits in Sections 3 and 4 under the circumstances described in this Section 2(d), Employee's date of termination shall be deemed to be the Change in Control Date.

  • Statement of Employment An employer shall, in the event of termination of employment, provide upon request to the employee who has been terminated a written statement specifying the period of employment and the classification or type of work performed by the employee.

  • End of Employment If the employment of an employee who is eligible for the bonus ends before annual payment of the bonus, then 1/12 of the sum that was last paid to the employee in seniority bonus shall be paid to the employee at the time of the final wage payment for each month for which the employee has earned annual holiday as of the start of the preceding December.

  • Non-Recruitment of Employees During the Restricted Period, Executive will not, directly or indirectly, solicit, recruit or induce any Employee to (i) terminate his or her employment relationship with the Company or any of its Subsidiaries or (ii) work for any other person or entity engaged in the Business.

  • TYPES OF EMPLOYMENT AND TERMINATION OF EMPLOYMENT 15 General 16 Employees on Daily Hire 17 Casual Employees 18 Employer and Employee Duties 19 Apprentices 20 Sham Contracting 21 Termination of Employment 22 Redundancy 23 Payment of Wages and Time Records 24 Superannuation 25 Insurance 26 Insurance – Minimum Cover / Minimum Benefits 27 Insurance – Employer Liability 28 Accident Makeup Pay 29 Compensation of Tools of Trade and Clothes 30 Application of Site Agreements / Inductions and off the job training / Local Labour – Visa Requirements 31 Hours of Work 32 Presenting for Work but Not Required 33 Overtime 34 Call Back

  • Employment of Executive Employer hereby agrees to employ Executive, and Executive hereby agrees to be and remain in the employ of Employer, upon the terms and conditions hereinafter set forth.

  • Condition of Employment The Employee acknowledges that his/her employment and the continuance of that employment with the Company is contingent upon his/her agreement to sign and adhere to the provisions of this Agreement. The Employee further acknowledges that the nature of the Company’s business is such that protection of its proprietary and confidential information is critical to its survival and success.

  • Terms of Employment This Section 2 sets forth the terms and conditions on which the Company agrees to employ Executive during the period (the "Protected Period") beginning on the first day during the Term of this Agreement on which a Change of Control occurs and ending on the second anniversary of that date, or such earlier date as Executive's employment terminates as contemplated by Section 3.

  • Separation of Employment (a) If an employee is discharged he shall be paid in full for all monies owing him on the date of his discharge. If an employee quits the Employer may withhold payment for five (5) calendar days. (b) The Employer shall give a Record of Employment Certificate to any employee who separates from employment for at least seven (7) days for any reason within five (5) days of the last day worked, or terminates.

  • Types of Employment 19.1 Employees under this Agreement may be employed in any one of the following employment categories: (a) full-time employment; (b) regular part-time employment; or (c) casual employment. 19.2 At the time of engagement an Employer will inform each Employee of the terms of their engagement, and in particular whether they are to be full-time, regular part-time or casual.

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