Non-Continuing Employees. Non-continuing classroom teachers replacing an employee for an entire year shall be evaluated using the Comprehensive evaluation by their building supervisor in accordance with this Article. Nothing herein shall imply an obligation by the District to employ a non-continuing contract employee beyond the duration of their contract.
Non-Continuing Employees. Prior to the Closing, the Company shall terminate the employment or engagement of, or shall cause the termination of employment or engagement of, each natural person who is a Non-Continuing Employee, effective as of no later than immediately prior to the Closing. Buyer shall notify the Company of any Employee that will be a Non-Continuing Employee no later than three (3) Business Days prior to the Closing.
Non-Continuing Employees. At the Closing, each then outstanding Unvested Equity Award held by any Non-Continuing Employee shall be cancelled or terminated without the payment of any consideration (other than any required payment for the repurchase of any Unvested Company Capital Stock held by any Non-Continuing Employee, which shall be repurchased by the Company in accordance with Section 6.14(a) pursuant to their existing terms and conditions upon the termination of employment, or consulting or advisory services of the impacted Employee).
Non-Continuing Employees. Caliper shall be solely responsible for all employment and benefit obligations, including COBRA notices, for all Company Personnel who are not or do not become Continuing Employees.
Non-Continuing Employees. Effective as of the First Effective Time, each Company Option that is held by a Non-Continuing Employee and is outstanding as of immediately prior to the First Effective Time shall, by virtue of the First Merger, be immediately cancelled without any consideration therefor.
Non-Continuing Employees. Except for the Executive Severance Obligations, Parent shall assume all monetary and notification obligations, including, but not limited to, all obligations imposed under the WARN Act, the California WARN Act or any similar state or local Laws, payment of accrued vacation, and severance payments associated with the termination of Non-Continuing Employees (collectively, the “Non-Continuing Employee Severance Obligations”). At the Closing, the Company shall provide all Non-Continuing Employees severance agreements which shall provide for the satisfaction of all Non-Continuing Employee Severance Obligations subject to the effectiveness of a release of claims. The Company shall use its commercially reasonable efforts to cause each of the individuals set forth on Schedule 5.14(g) to execute and deliver to the Company a Confirmatory Document.
Non-Continuing Employees. Target shall use good faith efforts to have (i) terminated, effective as of the Closing, the employment of all Persons that are not Continuing Employees (“Non-Continuing Employees”), and (ii) obtained general releases from all Non-Continuing Employees that have entered into written severance agreements with Target.
Non-Continuing Employees. The parties agree that the individuals identified on Schedule 8.7 of the Company Disclosure Letter will not be offered employment with the Surviving Entity. Not later than two (2) business days before the Closing Date, the Company will deliver to the Company a list of the number of Company Options that will be unvested as of the Closing Date held by such persons.
Non-Continuing Employees. Upon the terms and subject to the conditions of this Section 1.5 and elsewhere in this Agreement, at the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company or the holders of shares of Company Capital Stock, each Company Restricted Share (other than Dissenting Shares) that is held, as of immediately prior to the Effective Time, by a Non-Continuing Employee will vest in full and all restrictions, forfeiture conditions and repurchase rights with respect thereto shall lapse, and each such Company Restricted Share will be cancelled and will be converted automatically into the non-transferable right to receive (A) if such Non-Continuing Employee is an Accredited Person, the consideration specified for a share of Company Capital Stock in Section 1.5(b)(i) and (B) if such Non-Continuing Employee is a Non-Accredited Person, the consideration specified for a share of Company Capital Stock in Section 1.5(b)(ii).
Non-Continuing Employees non-continuing employee is a current or new hire, who fills a non-continuing position.
