Employment of Transferred Employees. (a) Buyer shall employ the Transferred Employees as of 12:01 a.m. on the Closing Date. The applicable time described in this Section 2.4 is referred to in this Agreement as the “Hire Date.”
(b) In the event that during the Continuation Period, (1) the employment of a Transferred Employee is terminated by Buyer, other than For Cause or other than due to such Transferred Employee’s death or disability, or (2) Buyer fails to provide a Transferred Employee with Base Compensation and benefits that are substantially comparable, in the aggregate, to the Base Compensation and benefits as was in effect immediately prior to the Closing Date and such Transferred Employee resigns his or her employment with Buyer within thirty (30) days following such failure, then Buyer shall be responsible for and shall pay to such Transferred Employee, in a lump sum payment, not later than sixty (60) days following the date of the Transferred Employee’s termination of employment, at least the following severance benefit (the “Severance Benefits”): two weeks of the Employee’s Base Compensation at termination of employment (or if greater, the Employee’s Base Compensation in effect immediately prior to the Closing Date) for each full year of service (pro-rated for partial years), measured from the Transferred Employee’s date of hire reflected in Schedule 1.1; provided, however, that in no event shall such Severance Benefit be less than six (6) weeks of such Base Compensation, and further provided that Buyer’s obligation to pay the Severance Benefits shall be subject to the Transferred Employee first executing Buyer’s standard form release of all claims against Buyer and its Affiliates, with such release to include a release of all claims against Seller and its Affiliates. The costs incurred for the Severance Benefits shall be borne exclusively by Buyer.
(c) During the Continuation Period, Buyer shall provide to the Transferred Employees Base Compensation and benefits that are substantially similar, in the aggregate, to the benefits that were provided to such Transferred Employees by Seller immediately prior to the Closing Date.
Employment of Transferred Employees. (a) As of the Closing Date, Buyer shall employ all employees actively employed by Citizens whose primary duties relate to the Business ("Active Employees") who as of the Closing Date are classified on Citizens' payroll records as 070 employees ("070 Active Employees") and who either are actively at work or are on vacation, bereavement leave, short-term sick leave or any other authorized leave of absence which is scheduled to last not more than thirty (30) business days after the Closing Date at the same wages or salary as were in effect with Citizens immediately prior to the Closing Date. Buyer also shall employ any other 070 Active Employee who is on an authorized leave of absence scheduled to last more than thirty (30) days where there is a legal or contractual right to reinstatement, as of the date, if any, within one (1) year from the Closing Date, on which such employee returns to active work, in compliance with Buyer's return to work policies and practices, at the same wages or salary as were in effect with Citizens immediately prior to the Closing Date. Any such 070 Active Employee employed by Buyer as provided in this Section 10.1(a) is referred to herein as a "Transferred Employee".
(b) Prior to the execution date of this Agreement, Sellers have delivered to Buyer a list of the persons who would have been Transferred Employees had the Closing Date occurred on March 31, 2000, showing the following information for each such person: (i) the name of each employee; (ii) the name of his or her current employer; (iii) his or her current base pay; (iv) his or her hire date, any rehire date (if available) and years of service; (v) his or her then-current position and job title; (vi) whether such employee is subject to a collective bargaining agreement or represented by a labor organization and, if so, the name of the union and local, (vii) whether such employee is on authorized leave of absence scheduled to last more than thirty (30) days with a legal or contractual right to reinstatement and the nature of such leave of absence. Sellers shall update such list as of the end of each calendar quarter occurring between the execution date hereof and the Closing Date, in each case assuming the Closing Date had occurred on such date, and shall deliver such updated lists to Buyer within ten (10) days after the end of each such calendar quarter.
Employment of Transferred Employees. (a) The employment with the IPC Companies of each individual who is an Active Employee as of the Closing Date shall continue immediately after the Closing, and each such individual shall be referred to in this Agreement as a "
Employment of Transferred Employees. All Active Employees of Seller employed in the Business, and all Active Employees of Seller and its Affiliates who are associated with the Business, on the Closing Date (hereinafter collectively referred to as "Transferred Employees") shall be employed by (or become the responsibility of, as applicable) Buyer as of the Closing Date in the same or comparable positions, and at the same or comparable total compensation (including base pay and bonus (exclusive of any retention bonus)), as were in effect on the Closing Date, except as otherwise provided in this Agreement. The term "Transferred Employees" shall include only those individuals described in the preceding sentence who are identified as such on Schedule 11.
Employment of Transferred Employees. 47 11.1.1 Assumption of Collective Bargaining Agreement Obligations............................48 11.1.2 Assumption of Employment and Other Agreements........................................48 11.1.3 Recognition of Transferred Employee Service..........................................48 11.1.4 Assumption of Obligation to Pay Bonuses..............................................48
Employment of Transferred Employees. 45 8.1.1 Assumption of Labor Contract Obligations.............46 8.1.2
Employment of Transferred Employees. The Parent hereby agrees to employ on the Closing Date all Transferred Employees in accordance with such terms and conditions as have been offered by the Parent; provided, however, that all “at-will” employees shall continue as such, and nothing in this Agreement shall limit the Parent’s right to terminate any Transferred Employee at any time or alter any terms or conditions of employment.
Employment of Transferred Employees. 57 Section 6.2
Employment of Transferred Employees. 6.10.1.1 On the Closing Date, Seller shall make available for employment, and Buyer shall offer to employ, all Active Employees. The Active Employees who accept such offers shall become "Transferred Employees" as of the Closing Date. Except for any limitation imposed by a collective bargaining agreement, the Parties agree that the employment relationship between the Transferred Employees and the Buyer shall be at will, that it shall be a new employment relationship and that the Buyer is not intended to be, and is not, successor to the Seller in any legal sense with respect to the employment relationships existing prior to the Closing Date between such Transferring Employees and the Seller.
6.10.1.2 The employment offers referenced in Section 6.
10.1.1 above shall be at a wage or salary level, whichever is applicable, that is equivalent to the wage or salary level, whichever is applicable, of each such employee immediately prior to the Closing Date. Each such offer of employment shall also include employee benefit plans, programs and policies that are substantially comparable in the aggregate to the employee benefits of each such employee immediately prior to the Closing Date (the "Prior Employee Benefits"), except that coverage to Transferred INTECH CABLE, INC.
Employment of Transferred Employees. Those Transferred Employees whose name on Schedule 5.1 bears an asterisk shall have accepted employment with DIGITAL, conditioned upon the occurrence of the Closing, pursuant to an offer of employment extended by DIGITAL in satisfaction of its obligations under Article V.
