Common use of Non-U.S. Transferred Employees Clause in Contracts

Non-U.S. Transferred Employees. (a) Subject to Section 7.3 herein, effective as of the Manitowoc Foodservice Employment Date, Manitowoc Foodservice agrees to employ, or cause one of its applicable Affiliates to employ, the Non-U.S. Employees who accept offers of employment from the applicable Affiliate of Manitowoc Foodservice or who otherwise become employees of the applicable Affiliate of Manitowoc Foodservice by operation of law (other than any Eligible Inactive Employee). Where a transfer of employment is necessary, such transfer will be carried out in compliance with applicable transfer laws and regulations, including, without limitation, the European Union Acquired Rights Directive (as amended and as implemented from country to country from time to time) or any such similar transfer law or regulation in other countries that provides for the transfer of employment by operation of law (such transfer laws and regulations collectively, the “Transfer Laws”). Where a transfer of employment is necessary and the Transfer Laws are not applicable, Manitowoc Foodservice agrees that the employment of each Non-U.S. Employee will be transferred to Manitowoc Foodservice or one of its Affiliates by substitution of employer, three-party contract, assignment, subjective novation, or as may otherwise reasonably be required or permitted to obtain the consent of the Non-U.S. Employee to the transfer and to the extent possible without triggering the obligation to pay severance or other termination liabilities. The parties agree to cooperate fully and timely in the transition activities and also to comply (and cause their applicable Affiliates to comply) with the Transfer Laws. (b) In the event that, within thirty (30) days after the Manitowoc Foodservice Employment Date, a Non-U.S. Employee is found not to have transferred to Manitowoc Foodservice or its applicable Affiliate (when such transfer was contemplated by the Separation Agreement or this Agreement), then Manitowoc Foodservice, in consultation with Manitowoc ParentCo, will as soon as practicable, but in any event within ten (10) days that are business days in the relevant jurisdiction of being so requested by Manitowoc ParentCo, make or cause an Affiliate to make to each such Non-U.S. Employee an offer in writing meeting the requirements of Section 8.1(a) to employ him or her effective immediately. As of acceptance of the offer made pursuant to this Section 8.1(b), the employment of the Non-U.S. Employee will terminate with Manitowoc ParentCo or its applicable Affiliate. (c) If within thirty (30) days after the Manitowoc Foodservice Employment Date, any employee of Manitowoc ParentCo or any Manitowoc ParentCo Affiliate (other than a Non-U.S. Employee) is found to have transferred to Manitowoc Foodservice or one of its Affiliates (when such transfer was not contemplated by the Separation Agreement or this Agreement), (i) Manitowoc ParentCo in consultation with Manitowoc Foodservice will as soon as practicable, but in any event within ten (10) days that are business days in the relevant jurisdiction of being so requested by Manitowoc Foodservice, make or cause one of its Affiliates to make to each such person an offer in writing to employ him or her effective immediately and (ii) Manitowoc ParentCo’s offer will be for terms and conditions of employment that are substantially comparable to the corresponding provisions of the employee’s contract of employment as existing immediately prior to the Manitowoc Foodservice Employment Date. As of acceptance of the offer made pursuant to this Section 8.1(c), the employment of the employee will terminate with Manitowoc Foodservice or one of its Affiliates, as applicable. (d) If any Eligible Inactive Employee on a non-U.S. payroll becomes eligible to return to active work status after the Manitowoc Foodservice Employment Date and at a time when he or she would be entitled to reemployment under either applicable law or Manitowoc ParentCo’s policies and procedures in existence immediately prior to the Manitowoc Foodservice Employment Date, Manitowoc Foodservice or one of its Affiliates will immediately take such steps as may be necessary to employ the Eligible Inactive Employee. Such employment will satisfy the requirements of applicable law and Manitowoc ParentCo’s policies and procedures in existence immediately prior to the Manitowoc Foodservice Employment Date. In addition, the termination of the Eligible Inactive Employee from Manitowoc ParentCo or its Affiliate and the employment of such Eligible Inactive Employee by Manitowoc Foodservice or one of its Affiliates will, if possible, be conducted in such a manner as to avoid triggering the obligation to pay the Eligible Inactive Employee severance or other termination liabilities. Any Eligible Inactive Employee who becomes employed by Manitowoc Foodservice or one of its Affiliates pursuant to this Section 8.1(d) will be treated as a Non-U.S. Transferred Employee as of his or her date of hire with Manitowoc Foodservice or one of its Affiliates (which date of hire will be substituted for the “Manitowoc Foodservice Employment Date” as to that Non-U.S. Transferred Employee for all purposes of this Agreement).

Non-U.S. Transferred Employees. (a) Subject to Section 7.3 3.5 herein, effective as of the Manitowoc Foodservice SpinCo Employment Date, Manitowoc Foodservice SpinCo or Mobility, as the case may be, agrees to employ, or cause one of its their applicable Affiliates to employ, the Non-U.S. Employees who accept offers of employment from the applicable Affiliate of Manitowoc Foodservice SpinCo or Mobility, as the case may be, or who otherwise become employees of the applicable Affiliate of Manitowoc Foodservice SpinCo or Mobility, as the case may be, by operation of law (other than any Eligible Inactive Employee). Where a transfer of employment is necessary, such transfer will be carried out in compliance with applicable transfer laws and regulations, including, without limitation, the European Union Acquired Rights Directive (as amended and as implemented from country to country from time to time) or any such similar transfer law or regulation in other countries that provides for the transfer of employment by operation of law (such transfer laws and regulations collectively, the “Transfer Laws”). Where a transfer of employment is necessary and the Transfer Laws are not applicable, Manitowoc Foodservice SpinCo or Mobility, as the case may be, agrees that the employment of each Non-U.S. Employee will be transferred to Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates by substitution of employer, three-party contract, assignment, subjective novation, or as may otherwise reasonably be required or permitted to obtain the consent of the Non-U.S. Employee to the transfer and to the extent possible without triggering the obligation to pay severance or other termination liabilities. The parties agree to cooperate fully and timely cooperate in the transition activities and also to comply (and cause their applicable Affiliates to comply) with the Transfer Laws. (b) In the event that, within thirty (30) days after the Manitowoc Foodservice SpinCo Employment Date, a Non-U.S. Employee is found not to have transferred to Manitowoc Foodservice SpinCo, Mobility, or its their applicable Affiliate (when such transfer was contemplated by the Separation Agreement or this Agreement), then Manitowoc FoodserviceSpinCo or Mobility, as the case may be, in consultation with Manitowoc ParentCo, Motorola will as soon as practicable, but in any event within ten (10) days that are business days in the relevant jurisdiction of being so requested by Manitowoc ParentCoMotorola, make or cause an Affiliate to make to each such Non-U.S. Employee an offer in writing meeting the requirements of Section 8.1(a3.1(a) to employ him or her effective under a new contract of employment to take effect immediately. As of acceptance of the offer made pursuant to this Section 8.1(b3.1(b), the employment of the Non-U.S. Employee will terminate with Manitowoc ParentCo Motorola or its applicable Affiliate. (c) If within thirty (30) days after the Manitowoc Foodservice SpinCo Employment Date, any employee of Manitowoc ParentCo Motorola or any Manitowoc ParentCo Motorola Affiliate (other than a Non-U.S. Employee) is found to have transferred to Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates (when such transfer was not contemplated by the Separation Agreement or this Agreement), (i) Manitowoc ParentCo Motorola in consultation with Manitowoc Foodservice SpinCo will as soon as practicable, but in any event within ten (10) days that are business days in the relevant jurisdiction of being so requested by Manitowoc FoodserviceSpinCo, make or cause one of its Affiliates to make to each such person an offer in writing to employ him or her effective under a new contract of employment to take effect immediately and (ii) Manitowoc ParentCoMotorola’s offer will be for terms and conditions of employment that are substantially comparable to the corresponding provisions of the employee’s contract of employment as existing immediately prior to the Manitowoc Foodservice SpinCo Employment Date. As of acceptance of the offer made pursuant to this Section 8.1(c3.1(c), the employment of the employee will terminate with Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates, as applicable. (d) If any Eligible Inactive Employee on a non-U.S. payroll becomes eligible to return to active work status after the Manitowoc Foodservice SpinCo Employment Date and at a time when he or she would be entitled to reemployment under either applicable law or Manitowoc ParentCoMotorola’s policies and procedures in existence immediately prior to the Manitowoc Foodservice SpinCo Employment Date, Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates will immediately take such steps as may be necessary to employ the Eligible Inactive Employee. Such employment will satisfy the requirements of applicable law and Manitowoc ParentCoMotorola’s policies and procedures in existence immediately prior to the Manitowoc Foodservice SpinCo Employment Date. In addition, the termination of the Eligible Inactive Employee from Manitowoc ParentCo Motorola or its Affiliate and the employment of such Eligible Inactive Employee by Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates will, will if possible, possible be conducted in such a manner as to avoid triggering the obligation to pay the Eligible Inactive Employee severance or other termination liabilities. Any Eligible Inactive Employee who becomes employed by Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates pursuant to this Section 8.1(d3.1(d) will be treated as a Non-U.S. Transferred Employee as of his or her date of hire with Manitowoc Foodservice SpinCo, Mobility, or one of its their Affiliates (which date of hire will be substituted for the “Manitowoc Foodservice SpinCo Employment Date” as to that Non-U.S. Transferred Employee for all purposes of this Agreement).