Employment of the Sellers' Employees. (a) The Sellers shall use their reasonable efforts to retain all of their respective employees, and to maintain in good standing through the Closing all relationships and agreements with employees and independent contractors, in each case from the date hereof through the Closing Date and to cooperate with the Purchaser in hiring the employees offered employment pursuant to Section 6.5(b); provided, however, that the foregoing shall not require that the Sellers offer any compensation or other incentives in addition to the compensation and benefits being provided or required to be provided as of the date of this Agreement.
Employment of the Sellers' Employees. (a) The Purchaser shall offer employment to all those employees currently employed by Seller and employed by Seller as of immediately prior to the Closing and listed on Schedule 5.15(i), at the present rate of cash compensation of such employees as disclosed in Schedule 5.15(i) hereto and as represented and warranted by Seller in Section 5.15 or, in the Purchaser’s sole discretion and judgment in any instance, a better rate of cash compensation as such employees are presently employed under, provided such employees are still employed by the Seller through the Closing Date. The Seller shall continue to bear sole responsibility for the payment of all salaries and other benefits of any kind earned or accrued (whether or not vested or deemed vested at such time) by such employees prior to the Closing Date. The Seller shall terminate all such employees at the Closing Date, and the Purchaser shall engage as of the following Business Day such of those employees who accept the Purchaser’s offer of employment. The Purchaser shall be under no obligation to establish or continue, under the same or different terms or conditions, any employee benefit arrangement for any of the Seller’s employees, whether or not disclosed in Schedule 5.15(i) hereto, or as to which all benefits prior to the termination by Seller are not fully paid or provided for by Seller. The terms of such employment (other than the starting rate of cash compensation) shall be in the Purchaser’s sole discretion. The Seller shall not be responsible for providing any notice that may be required in accordance with 29 U.S.C. 2102.
Employment of the Sellers' Employees. Purchaser shall have the right, but not the obligation, to offer, effective as of the Closing, to hire any or all of Sellers' employees. Those employees to be given offers shall be listed in Section 6.3 of the Purchaser Disclosure Letter, which list shall be completed not later than three (3) Business Days prior to Closing and which list shall be mutually agreed upon by Sellers and Purchaser (the "Transferred Employees"). Sellers shall not unreasonably reject a request by the Purchaser to include an employee on the list comprising Section 6.3 of the Purchaser Disclosure Letter. Except as otherwise set forth in Section 6.3 of the Purchaser Disclosure Letter at such time, salaries of the Transferred Employees shall be on substantially equivalent terms as existed with Sellers as of the date hereof. All offers of employment to the Transferred Employees shall require that such Transferred Employee resign from their employment with Sellers immediately before the Closing (subject to the occurrence of the Closing). Sellers shall be obligated to pay any amounts due such employees relating to their employment by Sellers or the termination of such employment. Purchaser shall provide substantially similar medical benefits, including insurance, subject to applicable waiting periods, to the Transferred Employees that Purchaser provides to its other similarly situated employees.
Employment of the Sellers' Employees. Nothing expressed or implied in this Agreement shall obligate Buyer to offer employment to any employee of the Sellers or their Affiliates as of the Closing Date or provide continued employment or any level of compensation or benefits to any such employee for any period of time following the Closing Date. Each employee of Sellers who is employed by Buyer after the Closing is herein referred to as an "Affected Employee."
Employment of the Sellers' Employees. (a) Effective as of the Closing Date, Purchasers may offer employment in Purchasers' sole discretion to certain of the Employees of Sellers. Such Employees, if any, who accept such offers of employment effective as of the Closing Date shall be referred to herein as the "Transferred Employees".
Employment of the Sellers' Employees. (a) Buyer agrees that it will offer employment to each of the Seller’s present employees (the “Current Employees”) with compensation and benefits that are substantially similar in the aggregate to the compensation and benefits provided by the Sellers to such Current Employees immediately prior to the date of this Agreement; provided, however, that such employment will not commence before the Closing Date. Any such offers of employment will be on an “at will” basis, and will be contingent upon each Current Employee accepting employment with Buyer on such additional terms and conditions as Buyer may determine. Those employees who accept such offers of employment effective as of the Closing Date shall be referred to herein as the “Buyer Employees.” Prior to and through the Closing Date, the Sellers shall be liable for all accrued but unpaid salaries, wages, vacation, sick pay, incentive compensation and/or other Liabilities related to the employment of the Current Employees. Notwithstanding anything contained in this Section 5.3 or elsewhere, (i) the Sellers shall remain responsible for payment of any and all retention, change in control or other similar compensation or benefits which are or may become payable in connection with the consummation of the Contemplated Transactions; (ii) Buyer shall be responsible for payment of any and all Assumed Employee Liabilities; and (iii) Buyer shall be responsible for the payment of compensation, bonus or other payment owed to any Buyer Employee arising after the Closing Date as a result of Buyer’s employment of such Buyer Employee. All Buyer Employees shall, subject to the Closing, become employees of Buyer as of the Closing Date and Buyer shall assume all of the Liabilities for the Buyer Employees arising after the Closing Date. Buyer and Sellers acknowledge and agree that all provisions contained in this Section 5.3 are included for the sole benefit of Buyer and Sellers, and that nothing in this Agreement creates any third-party beneficiary or other right (A) in any other Person, including any employee of Sellers, or (B) to continued employment with Buyer or Sellers.
Employment of the Sellers' Employees. The Buyer shall assume no liability in connection with any employee of the Sellers. No portion of the assets of any employee benefit plan, fund, program or arrangement, written or unwritten, heretofore sponsored or maintained by either of the Sellers (and no amount attributable to any such plan, fund, program or arrangement) shall be transferred to the Buyer, and the Buyer shall not be required to continue any such plan, fund, program or arrangement after the Closing Date.
Employment of the Sellers' Employees. The Seller will use all reasonable efforts to cause the employees listed on Schedule 6.1 to make available their employment services to the Buyer. Buyer commits to offer employment to each of the persons set forth on Schedule 6.1 who continue to be employed by the Seller immediately prior to the Closing Date upon terms and conditions of employment no less favorable than those provided to similarly situated employees of the Buyer and at an equal or greater base salary to that which they currently receive.
Employment of the Sellers' Employees. The Company agrees to employ the Seller's employees as of the Closing Date, which employees' names and addresses are set forth on Schedule 2.4; provided, however, continued employment of the Seller's employees subsequent to the Closing Date shall be in the sole discretion of the Company.
Employment of the Sellers' Employees
