French Employees Sample Clauses

French Employees. The Vendor and the Purchaser anticipate that, in relation to the French Employees, the Transfer Regulations will apply to the sale and purchase of the Transferring Business under this Agreement so that the contracts of employment of the French Employees will have effect after Completion as if originally made between the relevant Designated Purchaser and the French Employees.
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French Employees. Schedule 1 attached hereto contains certain terms and conditions with respect to employees residing in France. Notwithstanding anything to the contrary anywhere else in this Agreement, Schedule 1 is incorporated herein by reference and shall control in the event of any inconsistency between this Agreement and Schedule 1 solely as they relate to employees residing in France.
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French Employees. 5.4.1 The Seller shall use its best efforts to facilitate the Purchaser in assessing the workforce in Caen, France primarily working in relation to the Operations in view of the contemplated integration into the businesses of the Purchaser. The Parties CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS MARKED WITH “[*]” AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 27 Execution Copy acknowledge that time is of the essence and that the Purchaser will need to be given in accordance with clause 5.6 appropriate access to the relevant information and people for the purpose of this clause 5.4. 5.4.2 The Purchaser shall offer, in consultation with the Seller, as soon as possible after the date hereof but in any event not less than 3 (three) Business Days prior to the Closing Date, [*]; and 5.4.3 The Purchaser shall procure that the offer to be made will be such that (A) the provisions of the new contract shall be, as to the capacity and place in which the French Employee will be employed and as to the other terms and conditions of his or her employment, when considered overall, no less favourable than the corresponding provisions of his or her contract of employment as existing immediately prior to the Closing Date, and (B) it provides that his or her period of continuous service with the Seller’s Group shall be counted as continuous service with the Purchaser’s Group; and 5.4.4 The Seller shall procure that, upon acceptance of the offer made pursuant to clauses 5.4.1 through 5.4.2, as from the Closing Date the relevant member of the Seller’s Group shall [*].
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French Employees. Immediately upon a Put Option Exercise Event, this Section 6.3 shall apply to the Affected French Business Employees without any further action by the parties hereto or their respective Affiliates; provided, that, for the avoidance of doubt, until and unless a Put Option Exercise Event occurs, no Affected French Business Employees shall be deemed to be Transferred French Employees. Schedule 6.3(a) sets forth a preliminary list of the titles and locations of the Affected French Business Employees as of the date hereof. TDCC shall provide to Purchaser a final version of Schedule 6.3(a) on the Closing Date setting forth all of the Affected French Business Employees. With respect to the Affected French Business Employees to be listed in Schedule 6.3(a), the parties hereto acknowledge and agree that after the occurrence of a Put Option Exercise Event, the subsequent transfer of the French Assets pursuant to the French Transfer Agreement shall constitute transfers of the undertakings pursuant to Article L.1224-1 of the French Labor Code and that the parties hereto shall, and shall cause their applicable Affiliates to, comply with the applicable requirements of Article L.1224-1 of the French Labor Code. (a) The following additional defined terms apply to this Section 6.3:
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French Employees. 17.1 The Purchasers or the Purchasers' Group undertakes to take on and continue, in accordance with paragraph 2 of article L 122-12 of the French Labour Code, with effect from the Completion Date, the employment contracts of the French Employees and ZDF and VF shall comply with their obligations under the French legal provisions and otherwise inform and consult with representatives of the French Employees affected by the sale and purchase of the French Business. 17.2 On the Completion Date, the employment of all active French Employees shall transfer to ZDF, including, for the avoidance of doubt, French Employees who are temporarily absent from work for short-term disability, military service, worker's compensation or maternity leave reasons, on terms and conditions which are the same as the terms and conditions under which such French Employees are employed prior to the Effective Date. During the period commencing on the Completion Date and ending on the first anniversary of the closing of the Softbank Agreement, VF shall continue to provide to the French Employees employee benefit plans, programs, policies and arrangements (other than stock option or other plans involving the potential issuance of securities) which in the aggregate are no less favourable than those provided under the French Employee benefit plans, programs, policies and arrangements of ZDF in effect at the Effective Date (if any) and as disclosed in the Disclosure Letter PROVIDED THAT ZDF shall use all reasonable endeavours to assist VF in the continued provision by VF of said benefits during the period including but not limited to assitance in assuming the obligations of VF to any existing plans to ZDF. As part of fulfilling its obligations under Clause 17.2, VNU shall do the following: a. the French Employees shall be given credit under each employee benefit plan, program, policy or arrangement of VF in which the French Employees are eligible to participate for all service with ZDF and any predecessor employer (to the extent such credit was given by ZDF) for purposes of eligibility, vesting, benefit accrual, severance and vacation entitlement; b. VF shall take all such action as is necessary or appropriate in order to ensure that employees of ZDF who accept employment with VF and their spouses and dependent children covered by the group health plans sponsored by ZDF (the "Seller Health Plans") as of the Effective Date become eligible for coverage under a substantially comparable group ...
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French Employees. (i) Immediately upon a Put Option Exercise Event, this Section 5.12 shall apply to the Affected French Business Employees without any further action by the parties hereto or their respective Affiliates; provided, that, for the avoidance of doubt, until and unless a Put Option Exercise Event occurs, no Affected French Business Employees shall be deemed to be Transferred French Employees. Seller shall provide to Buyer a list of Affected French Business Employees on the Closing Date setting forth all of the Affected French Business Employees. With respect to the Affected French Business Employees to be listed in Schedule 5.12(a)(i), the parties hereto acknowledge and agree that after the occurrence of a Put Option Exercise Event, the subsequent transfer of the French Securities pursuant to the French Transfer Agreement shall constitute transfers of the undertakings pursuant to Article L. 1224-1 of the French Labor Code and that the parties hereto shall, and shall cause their applicable Affiliates to, comply with the applicable requirements of Article L. 1224-1 of the French Labor Code. (ii) The following additional defined terms apply to this Section 5.12:
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French Employees. 13.32.1 French OpCo represents and warrants that its employees who carry out their duties within the premises of a PropCo leased to it (the “Employees”) are under its sole chain of command relationship and their remuneration is directly paid by it; and 13.32.2 Each French PropCo represents and warrants that there is no employment or other contract between such French PropCo and the Employees and that such French PropCo does not have any control over any of the Employees’ activities, all instructions being exclusively given by French OpCo.
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French Employees. (i) Following the receipt of the French Offer Letter and prior to its acceptance by the French Selling Affiliates, Seller shall have made, or shall have caused the French Selling Affiliates to make, such notifications to and completed such consultations with, the workers’ councils (comités d’entreprise) or equivalent bodies as are required by applicable Law in connection with the transactions contemplated by this Agreement. (ii) Subject to the acceptance of the French Offer Letter and the execution and delivery of the France Purchase Agreements, effective as of the Closing: (A) Purchaser shall, or shall cause a Purchasing Affiliate to, by the effect of Law, or if applicable by specific agreement (and in such case subject to the agreement of each of the concerned French Employees), receive the totality of the French employees dedicated to the Business of the French Selling Affiliates, which employees are included on Section 8.01(a) of the Disclosure Schedule (collectively, the “French Employees”). Any Contracts, Foreign Plans for the benefit of the French Employees, collective bargaining agreements, similar collective instruments and customary practices of the French Selling Affiliates will be transferred in accordance with applicable Law with respect to the French Employees transferred automatically by the effect of Law or by specific agreement with respect to the other French Employees. (B) Except as provided under Sections 8.01(b)(ii) and (c), Purchaser shall be liable for, and shall indemnify, defend and hold harmless the Seller Indemnified Parties from and against, any and all Covered Losses actually suffered by any Seller Indemnified Party resulting from or arising out of the employment agreements relating to the French Employees. (C) In case any French Employee objects to his or her transfer of employment, except as provided under Section 8.01(d), Purchaser shall indemnify, defend and hold harmless the Seller Indemnified Parties from and against any and all Covered Losses actually suffered by any Seller Indemnified Party resulting from or arising out of any such French Employee’s termination of employment, including (1) remuneration and social security payments for up to one (1) year from the transfer date, (2) customary severance payments and legal fees related to the termination procedure and (3) damages in case of successful litigation by or settlement with a French Employee. (D) Purchaser shall, and shall cause any applicable Purchasing Affiliate...
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French Employees. Holdings hereby agrees that Schlumberger France shall not, at any time after July 16, 2003 and prior to the Closing, (i) terminate the employment of the French Eligible Employees without cause or (ii) change any duties, titles, responsibilities, benefits, compensation, location or other material term of employment of the French Employees.
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Related to French Employees

  • Business Employees a) Prior to the Closing, Seller shall update the information provided in Schedule 3.10(a)(i) as of the Closing Date. b) As of the Closing Date, Buyer shall make offers of employment to at least the number of Business Employees of Seller set forth on Schedule 5.4(b) whom shall be specifically identified by Buyer prior to the Closing. The initial term of employment shall be for a period no less than three (3) months, subject to termination for cause, which cause shall be determined by the Buyer or Buyer Designee in its sole discretion. At the end of the initial three (3) month term, the Buyer or Buyer Designee shall have the option to extend employment to those Business Employees as it determines in its sole discretion. To the extent permitted by applicable Law, including data privacy and data protection Laws, Seller agrees to provide Buyer with such information reasonably requested by Buyer to assist it with complying with the terms of this Section 5.4 and to assist Buyer with determining the wages paid to the Transferred Employees (as defined below) with respect to the period beginning on December 29, 2017 and ending on the Closing Date. Without limiting the foregoing, each Party shall comply with all applicable Laws in connection with the transfer of the employees to Buyer or a Buyer Designee, including with respect to notice and other procedural requirements. Any offered Employee who accepts Buyer’s offer of employment and commences employment with Buyer or a Buyer Designee shall be referred to as a “Transferred Employee”. Employment of the Transferred Employees with Buyer or a Buyer Designee shall be effective as of the day following the close of business on the Closing Date. c) Where terms are not dictated by applicable Law, Buyer or a Buyer Designee shall provide, or shall cause to be provided, to Transferred Employees, during their employment with Buyer or a Buyer Designee, at a minimum, the same base salaries or, as applicable, base wage rates, offered by Seller immediately prior to the Closing Date (but taking into account the 2018 salary increases) as set forth on Schedule 3.10(a)(i). Except as expressly set forth in this Section 5.4, no Benefit Plans or assets of any Benefit Plan shall be transferred to Buyer or any Affiliate of Buyer. d) Seller and Buyer intend that the transactions contemplated by this Agreement shall not constitute a severance of employment, under the terms of any Benefit Plan of Seller, of any Transferred Employee prior to or upon the consummation of the transactions contemplated hereby and that such employees will have continuous and uninterrupted employment immediately before and immediately after the Closing Date. Notwithstanding anything to the contrary in this Agreement, Buyer shall provide, at a minimum, severance benefits substantially equivalent to the benefits contained in the plans listed or as described on Schedule 5.4(d) to Transferred Employees whose employment is terminated involuntarily by Buyer on or before December 31, 2017 other than terminations in circumstances that would not require payments of severance benefits under Seller’s severance plan. e) Notwithstanding anything herein to the contrary, nothing in this Agreement shall require Buyer or a Buyer Designee to employ any Business Employees, or to employ any Transferred Employee on anything other than an at-will basis, terminable at any time with or without cause unless required otherwise under applicable Law. Nothing in this Section 5.4, expressed or implied, shall confer upon any employee or former employee of Seller or related entities (including, without limitation, the Transferred Employees) any rights or remedies (including, without limitation, any right to employment or continued employment for any specified period) of any nature or kind whatsoever, under or by reason of this Section 5.4. It is expressly agreed that the provisions of this Section 5.4 are not intended to be for the benefit of or otherwise be enforceable by, any third party, including, without limitation, any Transferred Employees. No provision of this Section 5.4 shall create any rights in any such persons in respect of any benefits that may be provided under any Benefit Plan or any plan or arrangement which may be established or maintained by Buyer, shall be construed to establish, amend, or modify an Benefit Plan or any other benefit plan, program, agreement or arrangement nor shall require Seller, Buyer or any Affiliate of Seller or Buyer to continue or amend any particular benefit plan and any such plan may be amended or terminated in accordance with its terms and applicable Law

  • Shift Employees Employees who work rotating shift patterns or those who work qualifying shifts shall be entitled, on completion of 12 months employment on shift work, to up to an additional 5 days annual leave, based on the number of qualifying shifts worked. The entitlement will be calculated on the annual leave anniversary date. Qualifying shifts are defined as a shift which involves at least 2 hours work performed outside the hours of 8.00am to 5.00pm, excluding overtime. Number of qualifying shifts per annum Number of days additional leave per annum 121 or more 5 days 96 – 120 4 days 71 – 95 3 days 46 – 70 2 days 21 – 45 1 day

  • Active Employees Active Employees who have not terminated service during the Plan Year and who meet the following requirements (select all that apply; leave blank if no exclusions): a. [ ] The Employee must be at least age (e.g., 55) b. [ ] The value of the sick and/or vacation leave must be at least $ (e.g., $2,000) c. [ ] A contribution will only be made if the total hours is over (e.g., 10) hours d. [ ] A contribution will not be made for hours in excess of (e.g., 40) hours

  • Transferred Employees Effective as of the Closing Date, Purchaser or one of its Affiliates shall make an offer of employment to each Applicable Employee. Notwithstanding anything herein to the contrary and except as provided in an individual employment Contract with any Applicable Employee or as required by the terms of an Assumed Plan, offers of employment to Applicable Employees whose employment rights are subject to the UAW Collective Bargaining Agreement as of the Closing Date, shall be made in accordance with the applicable terms and conditions of the UAW Collective Bargaining Agreement and Purchaser’s obligations under the Labor Management Relations Act of 1974, as amended. Each offer of employment to an Applicable Employee who is not covered by the UAW Collective Bargaining Agreement shall provide, until at least the first anniversary of the Closing Date, for (i) base salary or hourly wage rates initially at least equal to such Applicable Employee’s base salary or hourly wage rate in effect as of immediately prior to the Closing Date and (ii) employee pension and welfare benefits, Contracts and arrangements that are not less favorable in the aggregate than those listed on Section 4.10 of the Sellers’ Disclosure Schedule, but not including any Retained Plan, equity or equity-based compensation plans or any Benefit Plan that does not comply in all respects with TARP. For the avoidance of doubt, each Applicable Employee on layoff status, leave status or with recall rights as of the Closing Date, shall continue in such status and/or retain such rights after Closing in the Ordinary Course of Business. Each Applicable Employee who accepts employment with Purchaser or one of its Affiliates and commences working for Purchaser or one of its Affiliates shall become a “Transferred Employee.” To the extent such offer of employment by Purchaser or its Affiliates is not accepted, Sellers shall, as soon as practicable following the Closing Date, terminate the employment of all such Applicable Employees. Nothing in this Section 6.17(a) shall prohibit Purchaser or any of its Affiliates from terminating the employment of any Transferred Employee after the Closing Date, subject to the terms and conditions of the UAW Collective Bargaining Agreement. It is understood that the intent of this Section 6.17(a) is to provide a seamless transition from Sellers to Purchaser of any Applicable Employee subject to the UAW Collective Bargaining Agreement. Except for Applicable Employees with non- standard individual agreements providing for severance benefits, until at least the first anniversary of the Closing Date, Purchaser further agrees and acknowledges that it shall provide to each Transferred Employee who is not covered by the UAW Collective Bargaining Agreement and whose employment is involuntarily terminated by Purchaser or its Affiliates on or prior to the first anniversary of the Closing Date, severance benefits that are not less favorable than the severance benefits such Transferred Employee would have received under the applicable Benefit Plans listed on Section 4.10 of the Sellers’ Disclosure Schedule. Purchaser or one of its Affiliates shall take all actions necessary such that Transferred Employees shall be credited for their actual and credited service with Sellers and each of their respective Affiliates, for purposes of eligibility, vesting and benefit accrual (except in the case of a defined benefit pension plan sponsored by Purchaser or any of its Affiliates in which Transferred Employees may commence participation after the Closing that is not an Assumed Plan), in any employee benefit plans (excluding equity compensation plans or programs) covering Transferred Employees after the Closing to the same extent as such Transferred Employee was entitled as of immediately prior to the Closing Date to credit for such service under any similar employee benefit plans, programs or arrangements of any of Sellers or any Affiliate of Sellers; provided, however, that such crediting of service shall not operate to duplicate any benefit to any such Transferred Employee or the funding for any such benefit. Such benefits shall not be subject to any exclusion for any pre-existing conditions to the extent such conditions were satisfied by such Transferred Employees under a Parent Employee Benefit Plan as of the Closing Date, and credit shall be provided for any deductible or out-of-pocket amounts paid by such Transferred Employee during the plan year in which the Closing Date occurs.

  • Company Employees Each Party shall not, directly or indirectly solicit for employment, any employee of the other Party who has been directly involved in the performance of this Agreement during the Term and for one year after the earlier of the termination or expiration of this Agreement or the termination of such individual's employment, with the other Party. It shall not be a violation of this provision if any employee responds to a Party's general advertisement of an open position.

  • Rehired Employees Amounts forfeited upon termination of employment because of the failure to meet the applicable vesting requirements shall not be reinstated or re-credited if an individual is subsequently rehired or re-employed by the School Corporation. However, if the board shall have approved a leave of absence of not more than one (1) fiscal year for an employee, such period of leave shall not result in forfeiture provided the employee shall promptly return to employment following the expiration of the period of leave.

  • Month Employees TWELVE (12) MONTH EMPLOYEES WHO HAVE COMPLETED ONE (1) YEAR OF CONTINUOUS SERVICE AND WHO HAVE ACCUMULATED TWENTY-FOUR (24) DAYS OF SICK LEAVE WILL BE AUTOMATICALLY ENROLLED IN THE USLB. Employees meeting the eligibility requirements will be assessed a contribution when enrolled. The initial assessment and subsequent employee contributions will be based upon the needs of the USLB as determined by its governing committee.

  • TIME EMPLOYEES Part-time employee means an employee whose weekly scheduled hours of work on average are less than those established in Article 25 but not less than those prescribed in the Public Service Labour Relations Act.

  • Newly Hired Employees All employees hired to an insurance eligible position must make their benefit elections by their initial effective date of coverage as defined in this Article, Section 5C. Insurance eligible employees will automatically be enrolled in basic life coverage. If employees eligible for a full Employer Contribution do not choose a health plan administrator and a primary care clinic by their initial effective date, and do not waive medical coverage, they will be enrolled in a Benefit Level Two clinic (or Level One, if available) that meets established access standards in the health plan with the largest number of Benefit Level One and Two clinics in the county of the employee’s residence at the beginning of the insurance year. If an employee does not choose a health plan administrator and primary care clinic by their initial effective date, but was previously covered as a dependent immediately prior to their initial effective date, they will be defaulted to the plan administrator and primary care clinic in which they were previously enrolled.

  • FOREIGN EMPLOYEES 1B VISA costs shall not be passed through to the Authorized User under this Contract. Although Authorized Users will not affirm employment for immigration purposes, an Authorized User may be asked to confirm Contractor’s statement of the individual’s employment for immigration purposes. Based on RFQ security requirements the Authorized User may require that all staff must be citizens of the United States, and if so, Authorized User will indicate in the RFQ.

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