Non-Represented Employees Sample Clauses

Non-Represented Employees. The following provisions of this Section 6.8(d)(ii) shall apply only to US Transferred Employees whose terms of employment are not governed by a collective bargaining agreement (“Non-Represented Employees”).
Sample 1
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Non-Represented Employees. At or before the Closing Date, Buyer may, at its option, offer employment conditioned upon the Closing to any employee of Seller employed in the Business that is not represented by a collective bargaining organization on such terms and conditions as may be mutually agreed upon by Buyer and such employees. Seller shall use its best efforts to assist Buyer in hiring any such employees with respect to whom Buyer elects to offer employment. Seller shall not take any action, directly or indirectly, to prevent or discourage any such employee from being employed by Buyer as of the Closing Date and shall not solicit, invite, induce or entice any such employee to remain in the employ of Seller or otherwise attempt to retain the services of any such employee, except with the prior written consent of Buyer. Seller agrees to consult with Buyer on any significant oral or written communications or meetings primarily regarding future employment with such employees.
Sample 1
Non-Represented Employees. As of the Closing Date, ------------------------- Buyershall extend to all of Sellers' employees who are not Represented Employees (the "Non-Represented Employees"), and who are Actively Employed, except for ------------------------- those employees listed in Schedule 3.2(g), written offers of employment under substantially the same terms and conditions as to salary, commission structure, if any, benefits, duties and working conditions as those in force prior to the Closing Date;
Sample 1
Non-Represented Employees. For the period from Closing Date through December 31, 2022 (the “Continuation Period”), the Buyer shall provide, or shall cause the Company Entities to continue providing, to each individual who is an Employee (other than the Represented Employees) at the Closing (each, a “Non-Represented Continuing Employee”), subject to the Non-Represented Continuing Employee’s continued employment with the Company Entities: (i) a base salary or hourly wage rate, as applicable, that is at least equal to the base salary or hourly wage rate provided to such Non-Represented Continuing Employee immediately prior to the Closing, (ii) bonus and other incentive compensation opportunities (excluding equity and equity based rights, retention, sale bonus, change in control or other similar special or non-recurring compensation) that are no less favorable in, the aggregate, than those provided to such Non-Represented Continuing Employee immediately prior to the Closing and (iii) employee benefits that are no less favorable, in the aggregate, than those provided to such Non-Represented Continuing Employee immediately prior to the Closing; provided, however, that the requirements set forth in (i), (ii) and (iii) shall not be applicable to any policies, programs, benefits, or plans to the extent not disclosed in the Data Room. Notwithstanding anything to the contrary contained in this Agreement, the Buyer shall cause each Company Entity to pay, in the manner and at the time provided for in the applicable Company Benefit Plan or Material Contract, all bonuses and deferred compensation payments payable to Employees of such Company Entity for services performed on or prior to the Closing Date to the extent included in the calculation of the Closing Amounts or otherwise reflected in the Purchase Price Adjustment in accordance with Section 2.4.
Sample 1
Non-Represented Employees. Core’s non-represented employees in Columbus receive a health care plan, entitled the Core Molding Technologies, Inc. Health Benefit Plan of Columbus Ohio with amendments through April 1, 2005, in which the plan pays 90% of reasonable and customary charges, dental, and vision, as well as prescription coverage and the flexible spending accounts. These employees also receive a maximum of 4 weeks of vacation, approximately 12 holidays per year (the specific number varies depending upon Christmas scheduling), and company provided life insurance at two times base salary. These employees also participate in a defined contribution retirement plan in which the company provides up to 6.5% of the employees base wages depending upon the employee’s age at the end of the plan year. A 401(k) plan, entitled the Core Molding Technologies, Inc 401(k) Retirement Savings Plan as amended, is also offered that includes a company match of 25% on the first 6% of employee contributions.
Sample 1
Non-Represented Employees. Each Business Employee (other than any Inactive Business Employee) who is employed by the Company or any of its Subsidiaries as of immediately prior to the Closing and is not represented by a labor union as of immediately prior to the Closing (each, a “Non-Represented Employee”) shall remain employed with the Company or Buyer or an Affiliate of Buyer at Closing and, upon the Closing, Buyer shall be responsible for providing compensation (including any incentive bonuses, commissions and/or other incentive opportunities) and employee benefits to such Business Employees following the Closing in accordance with this Section 8.1(d). For the avoidance of doubt, this Section 8.1(d) shall not create any right in any Business Employee or any other Person to any continued employment or service with Buyer, the Company or any of their respective Affiliates or alter the “at-will” nature of any such Business Employee or other Person or create any right to any compensation or benefits of any nature or kind whatsoever. All Business Employees (other than any Inactive Business Employees) who as of the date immediately prior to the Closing Date are employed and are not represented by a labor union and/or governed by a Collective Bargaining Agreement, shall be employed by the Buyer following the Closing Date and until (i) December 31, 2020, if the Closing Date occurs on or prior to March 31, 2020, or (ii) the one year anniversary of the Closing Date, if the Closing Date occurs after March 31, 2020 (or, in the case of clauses (i) and (ii), such earlier date on which such Business Employee’s employment with Buyer and its Affiliates terminates for any reason), in each case, on terms and conditions that are no less favorable in the aggregate than the terms and conditions in place for those Business Employees immediately prior to the Closing Date (excluding for this purpose any one-time or otherwise special or non-ordinary course incentive compensation opportunities and any equity-based or equity related compensation, any defined benefit pension plan or post-employment welfare benefits).
Sample 1
Non-Represented Employees 
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Related to Non-Represented Employees

  • Continuing Employees “Continuing Employees” is defined in Section 6.4 of the Agreement.

  • Transferred Employees Harpoon’s employment of the Transferred Employees shall terminate at 11:59 p.m. Pacific Time on the Series B Closing Date. Prior to or in conjunction with the Series B Closing, Maverick shall in good faith offer employment to the Transferred Employees, pursuant to terms of written offer letters, with such employment to commence on the first Business Day immediately following the Series B Closing Date. In the event that any such Transferred Employee accepts Maverick’s offer of employment either before or after the Series B Closing, Maverick shall be responsible for all Liabilities (including salaries and benefits, including the maintenance of appropriate levels of workers’ compensation insurance) arising out of any such employment from and after the initial date of the Transferred Employee’s employment with Maverick. Harpoon shall be responsible for providing notice and health continuation coverage under COBRA to any Transferred Employee (and his/her qualified beneficiaries) who experiences a qualifying event after the Series B Closing Date. With respect to all confidentiality and invention assignment provisions applicable to Transferred Employees contained in Contracts that Transferred Employees entered into with Harpoon prior to the Series B Closing, Harpoon shall enforce such provisions on behalf of Maverick, at Maverick’s request and expense, to the extent that Maverick cannot enforce such Contracts directly. Effective upon the Series B Closing, Harpoon hereby waives (x) any non-competition or similar provisions and (y) any confidentiality provisions, to the extent restricting disclosure or use of the Transferred Intellectual Property or use of the license set forth in Section 2.2(a), in each case ((x) and (y)) applicable to Transferred Employees contained in Contracts that Transferred Employees entered into with Harpoon prior to the Series B Closing.

  • Affected Employees Affected Employees" shall mean employees of the Seller who are employed by Buyer immediately after the Closing Date.

  • Active Employees At or before the Effective Time, New Ceridian shall, or shall cause its Subsidiaries to, employ or continue to employ each New Ceridian Employee who, at the time such action is taken, is actively employed. Any employment agreement between New Ceridian and such an employee shall (i) supersede any employment agreement between such employee and the Corporation and (ii) release the Media Information Indemnitees from all Liabilities and responsibility with respect to any Employment Related Claims arising prior to the Effective Time or in connection with the transactions contemplated by this Agreement or the Distribution Agreement. Any employment agreement between the Corporation and a New Ceridian Employee shall, as of the Effective Time and subject to any contrary provisions of such agreement, be deemed to be assigned to New Ceridian.

  • Post-Agreement Employment In the event the Executive remains in the employ of the Company or any of its Affiliates following termination of this Agreement, by the expiration of the Term or otherwise, then such employment shall be at will.

  • Former Employees Newco shall have no Liability with respect to (1) Former Employees or (2) as provided in the Transaction Agreement, former employees of JBG or its Affiliates who had a termination event on or prior to the Closing, in each case, regardless of when such Liability arises. Vornado shall retain Liability, if any, with respect to Former

  • Compensation; Employment Agreements; Etc Enter into or amend or renew any employment, consulting, severance or similar agreements or arrangements with any of its directors, officers or employees or those of its subsidiaries or grant any salary or wage increase or increase any employee benefit (including incentive or bonus payments), except (1) for normal individual increases in compensation to employees (other than executive officers or directors) in the ordinary course of business consistent with past practice, (2) for other changes that are required by applicable law and (3) to satisfy Previously Disclosed contractual obligations.

  • Seller's Employees Purchaser will interview and evaluate in accordance with its normal employment procedures those Persons employed as field personnel in the capacity of pumper, foreman, operator, technician, mechanic, superintendent, repairman, utility man, or other similar field classifications by Seller in connection with the Subject Properties and identified by letter of even date herewith from Seller to Purchaser who desire to be considered for employment by Purchaser, and will offer in writing employment to those Persons for whom Purchaser in its sole discretion determines a need. If Purchaser fails to offer such employment to all of such Persons, Purchaser shall not, as a result of such failure, otherwise be in default under this Agreement, but shall be required to reimburse Seller for severance benefits paid by Seller to each such Person not offered employment by Purchaser; provided, that such reimbursement shall not exceed that amount determined by multiplying each such employee's normal weekly wage by twelve (12). Persons offered employment with Purchaser will be offered employment at their current work location with compensation and benefits comparable to those provided to Purchaser's current employees performing similar tasks, or, if none, with compensation and benefits comparable to those provided by Seller Such offers shall be made prior to Closing, but shall be contingent upon the occurrence of Closing and such employment shall not commence until Closing. If any such Person employed by Purchaser is terminated by Purchaser within six (6) months of Closing, Purchaser shall pay such Person a severance benefit equal to the amount determined by multiplying each such employee's normal weekly wage by ten (10). Purchaser shall have no obligation under this Section 13.19 with respect to Persons offered employment by Purchaser pursuant to this Section 13.19 who decline such employment, except that the foregoing provisions shall apply to the extent that such Person accepts employment with Purchaser or any of its Affiliates within twelve (12) months of Closing.

  • 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.

  • Post-Employment Covenants (a) Executive hereby reaffirms and agrees to abide by all confidentiality and nondisclosure obligations, nonsolicitation obligations, noncompetition obligations and any other post-employment obligations to which Executive is subject under any contract or agreement between Executive and the Company as well as the Illinois Trade Secrets Act, any other Illinois statute and Illinois common law.

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