Offer to Hire. On the Closing Date, Buyer shall make an offer of employment to each Employee, including any employee hired since September 26, 2002. Each such offer of employment will (a) be effective as of the Closing, (b) provide for employment at such Employee's present employment location, (c) be at a salary or hourly wage rate that is no less than the salary or hourly wage rate of each such Employee in effect as of the date hereof or as the same may have been increased since the date hereof in the Ordinary Course of Business, (d) provide for employee benefits for the period beginning on the Closing Date and ending no earlier than December 31, 2002 that are substantially comparable in the aggregate to the employee benefits available to such Employee immediately prior to the Closing Date under the Employee Plans (or, in the case of Transferred Union Employees, provide for the period from the Closing Date to the expiration date of the applicable CBA employee benefits in accordance with the applicable CBA) and (e) be for a position with Buyer comparable to such Employee's position with Seller immediately before the Closing. Unless an Employee declines Buyer's offer of employment, each of the Employees shall be deemed to have accepted Buyer's offer of employment and shall become an employee of Buyer as of the Closing Date. The Employees who accept (or are deemed to accept) employment with Buyer shall be referred to herein as "Transferred Employees." Seller shall be solely responsible for the payment of all wages and other base compensation due to all Employees with respect to their service as such through the close of business on the Closing Date.
Offer to Hire. Buyer and Seller acknowledge that, while Buyer has no obligation to make an offer of employment to any of Seller’s employees, Buyer is making offers of employment to certain of Seller’s employees (the “Employees”) with employment with Buyer effective as of Closing Date. Seller and Stockholder shall exercise reasonable efforts to insure that Employees, to whom Buyer makes employment offers, accept employment with Buyer. Each Employee who accepts Buyer’s offer of employment shall hereinafter be referred to as a “Transferred Employee”.
Offer to Hire. Effective as of the Closing Date Buyer (i) may ------------- offer employment to any employee of BFC employed at BFC's headquarters in Columbus, Ohio who Buyer wishes to hire at comparable positions and rates of pay (provided that (x) Buyer shall not offer employment to any person set forth on Schedule 5.7
(a) (i) and (y)(1) for each position set forth on Schedule 5.7(a)(ii) ------------------ ------------------- under the caption "Positions", Buyer may offer employment only to the persons whose names are set forth under such caption and (2) with respect to positions set forth on such Schedule under the caption "No Eligible Employees", Buyer shall not, without the prior written consent of BFC, offer employment with respect to such position to any employee of BFC) and (ii) shall offer to hire all employees (whether or not on disability or otherwise on leave of absence) primarily involved in the conduct of the Business and who are employed at or report to the Facilities at comparable positions and rates of pay or subject to the terms and conditions of the collective bargaining agreements applicable to any such employees (subject to Section 5.7(e)) (the persons to whom offers may be made pursuant to clause (i) and the persons described in clause (ii), collectively, the "Eligible Employees" and the persons to whom offers are made ------------------ pursuant to clause (i) and the persons described in clause (ii), collectively, the "Offer Employees"). --------------- Eligible Employees shall not include those persons who are former or retired employees of BFC or its affiliates. With respect to an Offer Employee described in clause (i) of Section 5.7(a), unless such person expressly accepts Buyer's offer of employment as of the Closing Date, such person shall be deemed to have declined Buyer's offer of employment and shall not become an employee of Buyer as of the Closing Date. With respect to an Offer Employee described in clause (ii) of Section 5.7(a), unless such person expressly declines Buyer's offer of employment as of the Closing Date, such person shall be deemed to have accepted Buyer's offer of employment and shall become an employee of Buyer as of the Closing Date. Buyer shall be responsible for any obligations or liabilities to the Transferred Employees (as defined below) under the Worker Adjustment and Retraining Notification Act ("WARN") to the extent WARN thresholds are exceeded as a result ---- of actions taken by Buyer after the Closing with respe...
Offer to Hire. Effective as of the Closing Date, Purchaser shall (i) offer to hire, in a comparable position and at the same rate of pay, each active Business Employee who is primarily involved in the conduct of the Business on the day immediately prior to the Closing Date and all those inactive Business Employees who are on approved leave on the Closing Date because of jury duty, family or medical leave, sick leave, vacation or military duty or (ii) pay and discharge all severance obligations (including any WARN (as defined below) liability triggered as a result of Purchaser's failure to offer employment to such Business Employees) owed to the Business Employees set forth in the preceding sentence to which Purchaser does not offer employment. Purchaser shall be responsible for any obligations or Liabilities to the Business Employees under the Worker Adjustment and Retraining Notification Act and any similar state or local "plant closing" law ("WARN") to the extent WARN thresholds are exceeded as a result of actions taken by the Purchaser on or after the Closing Date with respect to the Business Employees. The Sellers shall be responsible for any obligations or Liabilities to the Business Employees under WARN as a result of actions taken by the Sellers prior to the Closing Date.
Offer to Hire. The Buyer shall offer to hire, effective as of the Closing Date, in a comparable position at the same rate of pay, each active employee of the Seller, on the day immediately prior to the Closing Date, and all those inactive employees of the Seller who are on approved leave on such date because of jury duty, family or medical leave, vacation or military duty (such employees who are to be given offers of hire being hereinafter referred to as
Offer to Hire. Buyer shall offer to hire, effective as of the Closing Date, the active employees of the Business in Selma, Alabama on the day immediately prior to the Closing Date, and only those inactive employees on temporary leave for purposes of jury duty, short-term disability, leave pursuant to the Family Medical Leave Act, vacation or annual two-week national military duty (such employees who are to be given offers of hire being hereafter referred to as the “Employees”). Attached as Schedule 11.1 is a schedule designating all Employees and applicable inactive employees of the Business other than employees located in Telford, Tennessee. Seller has no contractual obligations with its Employees for any pre-existing recall rights, reinstatement rights or rights to reemployment of applicable inactive employee of Seller’s Business. Any person who has retired from Seller shall not be considered an inactive employee.
Offer to Hire. Buyer shall offer to hire, effective as of the Closing Date, the active employees of the Business on the day immediately prior to the Closing Date, and only those inactive employees on temporary leave for purposes of jury duty, family and medical leave, vacation or annual two-week national military duty (such employees who are to be given offers of hire being hereafter referred to as the “Employees”). Seller shall deliver to Buyer, at least thirty (30) days prior to the Closing Date, a schedule designating all Employees and all inactive employees of the Business. Notwithstanding the foregoing, Buyer shall honor any pre-existing recall rights, reinstatement rights or rights to reemployment of any inactive employee of Seller’s Business, at the time of Closing. Any person who has retired from Seller shall not be considered an inactive employee. In reliance on Buyer’s agreement to offer to hire as of the Closing Date all of the Employees, Seller has not given WARN notifications to any of the Business facilities.
Offer to Hire. Effective as of the Initial Closing, Louisiana Buyer agrees to make offers of employment to substantially all persons who are employees of Omega and to each other person identified on Schedule 9.08(a), and effective as of the Second Closing, Bango Buyer agrees to make offers of employment to substantially all persons who are employees of Bango Refining (each such employee of Omega or Bango Refining or other person who accepts such Buyer's offer shall be known as a "Transferred Employee"), it being understood that Buyers' offer of employment shall not (except if listed on Schedule 9.08(a)) include any person who is not a Seller dedicated employee of the Business and that Louisiana Buyer's offer shall be directed to employees of Omega and Bango Buyer's offer shall be directed to employees of Bango Refining. Buyers' offer of employment shall be on such continued terms of employment as are substantially comparable in the aggregate to those in place and offered by the applicable Seller immediately prior to the applicable Closing.
Offer to Hire. Purchaser shall offer to hire, effective at the Closing Date, on terms determined by Purchaser, the persons listed below who are employed by Seller in the CapMed Business as of the Closing Date (each a “Transferred Employee.”) The Transferred Employees shall be Ms. Xxxx Xxxxx Zipper, Xx. Xxxxx Xxxxx, Xx. Xxxx Xxxxxx, and Xx. Xxxxxx Xxxxxxxx; provided, that if the Purchaser offers employment to Xxxxxxx Xxxxxx within seven (7) days after the Closing Date, then he shall also be a Transferred Employee. If Purchaser, within one hundred eighty (180) days after the Closing Date, hires to work in the CapMed Business any employee of Seller who was employed in the CapMed Business as of the Closing Date (all of whom are listed on Schedule 9.02(a)) who is not a Transferred Employee, then Purchaser shall reimburse Seller for any severance amount which Seller is obligated to pay to such employee as a result of the termination of such employee’s employment with Seller.
Offer to Hire. Effective as of the Closing, Buyer agrees to make offers of employment to substantially all persons who are employees of Seller and to each other person identified on Schedule 9.08(a), (each such employee of Seller or other person who accepts such Buyer's offer shall be known as a "Transferred Employee"), it being understood that Buyer's offer of employment shall not (except if listed on Schedule 9.08(a)) include any person who is not a Seller dedicated employee of the Business or any person who is listed on Schedule 9.08(a) as not receiving an offer. Buyer's offer of employment shall be on such continued terms of employment as are substantially comparable in the aggregate to those in place and offered by Seller immediately prior to the Closing.
