Retention of Employees Prior to Closing Sample Clauses

Retention of Employees Prior to Closing. Seller shall expend its reasonable efforts to assist Buyer in securing the employment on the Closing Date of the Seller employees; provided, however, that Seller shall not be required to incur any financial obligation beyond continuing to pay for current employee compensation and benefits prior to the Closing in connection with the foregoing unless otherwise required by this Agreement.
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Retention of Employees Prior to Closing. The Company agrees to use reasonable efforts to (i) retain the Offer Recipients as employees of the Business until the Closing Date, and (ii) assist Purchaser in securing the employment after the Closing Date of the Offer Recipients. The Company shall notify Purchaser promptly if any Offer Recipient terminates employment with the Company after the date of this Agreement but prior to the Closing.
Retention of Employees Prior to Closing. Seller agrees to use reasonable efforts to assist Buyer in securing the employment after the Closing Date of those Employees to whom Buyer (or any affiliate designated by Buyer) makes or intends to make offers of employment pursuant to Section 5.4.1 above. Seller shall not transfer any Employee to employment with Seller outside of the Business prior to the Closing or without the consent of Buyer. Seller shall notify Buyer promptly if notwithstanding the foregoing, any Employee terminates employment with Seller after the date of this Agreement but prior to the Closing.
Retention of Employees Prior to Closing. Seller agrees to use --------------------------------------- reasonable efforts to retain the Employees as employees of the Business until the Closing Date, and to assist Buyer in securing the employment after the Closing Date of those Employees to whom Buyer (or designated by Buyer) makes or intends to make offers of employment under subsection (a) above. Seller shall not transfer any Employee to employment with Seller outside of the Business prior to the Closing or without the consent of Buyer. Seller shall notify Buyer promptly if, notwithstanding the foregoing, any Employee terminates employment or consultancy with Seller after the date of this Agreement but prior to the Closing. Buyer may request Seller to hire additional employees for the Business, in which case Seller will use commercial reasonable efforts to identify and hire such employees.
Retention of Employees Prior to Closing. Seller agrees to use reasonable efforts to retain the Employees identified by Buyer to be retained as employees of the business until the Closing Date, and to assist Buyer in securing the employment after the Effective Date of those Employees to whom Buyer (or designated by Buyer) makes or intends to make offers of employment under Section 8.1(a), including, but not limited to, reasonably assisting Buyer in communicating with each of the Employees. Seller shall not terminate any Employee without the consent of Buyer. Seller shall notify Buyer promptly if, notwithstanding the foregoing, any Key Employee or any Employee material to Seller's business terminates employment with Seller after the date of Effective Date but prior to the Closing. Buyer may request Seller to hire additional employees for the business, in which case Seller will use commercial reasonable efforts to identify and hire such employees.
Retention of Employees Prior to Closing. Subject to Section 3.2.1, the Company agrees to use reasonable efforts to retain the employees of the Company and its Subsidiaries until the Closing Date, and to assist the Surviving Company or Parent in securing the employment after the Closing Date of those employees of the Company and its Subsidiaries to whom the Surviving Company or Parent makes or intends to make offers of employment. The Company shall notify Parent promptly if, notwithstanding the foregoing, any employee with a title of operational director or above terminates employment with the Company or any of its Subsidiaries after the date of this Agreement but prior to the Closing.
Retention of Employees Prior to Closing. Seller agrees that it used its best efforts to retain the Employees as employees of the Business until the Employment Date, and it assisted Buyer in securing the employment as of the Employment Date of those Employees to whom Buyer (or the co-employer or Affiliate designated by Buyer) made offers of employment under subsection (a) above. Seller acknowledges and agrees that it did not transfer any Employee to employment with Seller outside of the Business prior to the Employment Date or without the consent of Buyer. Prior to the Employment Date, Buyer had the right to request Seller to hire additional employees for the Business, in which case Seller agreed to use commercially reasonable efforts to identify and hire such employees.
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Retention of Employees Prior to Closing. New Wave agrees to use commercially reasonable efforts (which shall not require New Wave to provide or become obligated to provide additional compensation) to retain the employees of New Wave and the Subsidiaries until the Closing Date, and to assist the Surviving Corporation or ESI in securing the employment after the Closing Date of those employees of New Wave and the Subsidiaries who the Surviving Corporation or ESI wishes to continue to employ following the Closing. New Wave shall notify ESI promptly if, notwithstanding the foregoing, any officer or key employee or group of employees terminates employment with New Wave or the Subsidiaries after the date of this Agreement but prior to the Closing.
Retention of Employees Prior to Closing. Transferor agrees to use reasonable efforts to retain the Employees as employees of the Business until the Closing Date, and to assist Acquiror in securing the employment after the Closing Date of those Employees to whom Acquiror (or designated by Acquiror) makes or intends to make offers of employment under subsection (a) above. Transferor shall not transfer any Employee to employment with Transferor outside of the Business prior to the Closing or without the consent of Acquiror. Transferor shall notify Acquiror promptly if, notwithstanding the foregoing, any Employee terminates employment with Transferor after the date of this Agreement but prior to the Closing. Acquiror may request Transferor to hire additional employees for the Business, in which case Transferor will use commercially reasonable efforts to identify and hire such employees.

Related to Retention of Employees Prior to Closing

  • Notification of Employees A. Written notice of layoff shall be given to an employee or sent by mail to the last known mailing address at least fourteen (14) calendar days prior to the effective date of the layoff. Notices of layoff shall be served on employees personally at work whenever practicable. B. It is the intent of the parties that the number of layoff notices initially issued shall be limited to the number of positions by which the work force is intended to be reduced. Additional notices shall be issued as other employees become subject to layoff as a result of employees exercising reduction rights under Section 5. C. The notice of layoff shall include the reason for the layoff, the proposed effective date of the layoff, the employee's hire date, the employee's layoff points, a list of classes in the employee's occupational series within the layoff unit, the employee's rights under Sections 5. and 6. and the right of the employee to advise the County of any objection to the content of the layoff notice prior to the proposed effective date of the layoff.

  • Termination of Employees Agent may in its discretion stop using any Retained Employee at any time during the Sale, subject to the conditions provided for herein. In the event that Agent desires to cease using any Retained Employee, Agent shall notify Merchant at least seven (7) days prior thereto, so that Merchant may coordinate the termination of such employee; provided, however, that, in the event that Agent determines to cease using an employee “for cause” (which shall consist of dishonesty, fraud or breach of employee duties), the seven (7) day notice period shall not apply, provided further, however, that Agent shall immediately notify Merchant of the basis for such “cause” so that Merchant can arrange for termination of such employee. From and after the date of this Agreement and until the Sale Termination Date, Merchant shall not transfer or dismiss Retained Employees except “for cause” without Agent’s prior consent. Notwithstanding the foregoing, Agent shall not have the right to terminate the actual employment of any Retained Employee, but rather may only cease using such employee in the Sale and paying any Expenses with respect to such employee.

  • Condition of Employment The Employee acknowledges that his/her employment and the continuance of that employment with the Company is contingent upon his/her agreement to sign and adhere to the provisions of this Agreement. The Employee further acknowledges that the nature of the Company’s business is such that protection of its proprietary and confidential information is critical to its survival and success.

  • Statement of Employment An employer shall, in the event of termination of employment, provide upon request to the employee who has been terminated a written statement specifying the period of employment and the classification or type of work performed by the employee.

  • Hiring of Employees Company and Shareholders shall cooperate with all requests made by Pentegra for the purpose of allowing Pentegra to hire those non-dentist employees of Company designated by Pentegra, such employment to be effective as of the Closing Date. Notwithstanding the above, Company and Shareholders shall remain liable under any Company Plans for any claims incurred by any employees or their spouses or dependents, and for all compensation, bonuses, benefits and other such items and other liabilities related to Company's employees incurred by Company prior to the Closing Date.

  • Transfer of Employees At least three (3) regular work days' notice shall be given to the Union and the employees before workers are transferred from one reporting headquarters to another reporting headquarters. Upon failure to give three (3) days' notice, as stated above, the Employer shall pay one (1) additional day's subsistence for each day notice is not given, as defined in paragraph 5.2 to the existing shop headquarters. Where such penalty is applicable, it shall be based upon the headquarters from which the employee is being transferred. The notice of transfer required by this Section to be given to the Union shall be in writing to the Local Union's Business Office. The postmark date of such letter shall govern compliance. If the transfer is the result of the employee's request made through his/her Xxxxxxx or if no Xxxxxxx is available, the Business Representative, the reimbursement shall be waived.

  • Abandonment of Employment Where an employee absents him/herself from work for a continuous period exceeding three working days without the consent of the employer and without notification to the employer, and without good cause, he/she shall be deemed to have terminated his/her employment without notice.

  • Removal of Employees City may request Contractor immediately remove from assignment to the City any employee found unfit to perform duties at the City. Contractor shall comply with all such requests.

  • PROTECTION OF EMPLOYEES Any Employee who in good faith reports a suspected or actual violation of law, regulation, University policy or procedure, or ethical or professional standards, will be protected from retaliation as a result of such reporting, regardless of whether or not, after investigation, a violation is found to have occurred.

  • Termination of Employment; Change in Control (i) For purposes of the grant hereunder, any transfer of employment by the Optionee among the Corporation and the Subsidiaries shall not be considered a termination of employment. Except as set forth below in this Section 4(c)(i), if the Optionee's employment with the Corporation shall terminate for any reason, (a) the Option (to the extent then vested) may be exercised at any time within ninety (90) days after such termination (but not beyond the Term of the Option) and (b) the Option, to the extent not then vested, shall immediately expire upon such termination. Notwithstanding the foregoing, (a) if the Optionee's employment with the Corporation is terminated for Cause (as defined in the last Section hereof), the Option, whether or not then vested, shall be automatically terminated as of the date of such termination of employment, (b) if the Optionee's employment terminates by reason of Retirement, the termination of the Optionee's employment by the Company other than for Cause, or the termination of the Optionee's employment by the Optionee for Good Reason (as defined in the last Section hereof), the Option shall remain exercisable for three years from the date of such termination of employment (but not beyond the Term of the Option) and (c) if the Optionee dies or becomes Disabled (A) while employed by the Corporation or (B) within 90 days after the termination of his or her employment (other than a termination described in clause (a) or (b) of this sentence), the Option may be exercised at any time within one year after the Optionee's death or Disability (but not beyond the Term of the Option). (ii) If the Optionee's employment terminates by reason of death, Disability, Retirement, the termination of the Optionee's employment by the Company other than for Cause, or the termination of the Optionee's employment by the Optionee for Good Reason, the Option shall become fully and immediately vested and exercisable. In the event of a Change in Control (as defined in the last Section hereof), the Option shall immediately become fully vested and exercisable.

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