Common use of Seller’s Obligations and Liabilities Clause in Contracts

Seller’s Obligations and Liabilities. Seller shall be solely responsible for filing all tax returns with respect to its employment of any Business Employee currently employed in the Business through the Closing Date. Seller shall be solely liable for and obligated to pay, and shall indemnify and hold Purchaser and any Affiliates thereof harmless from, any and all liabilities with respect to Seller’s termination of employment of any Employee currently employed in the Business on or before the Closing Date. Seller shall be responsible for any liability for claims filed with respect to any Employee currently employed in the Business eligible for coverage, reimbursement and/or benefits under the terms of any of the Seller Employee Plans, provided such liability (A) accrued or became payable during the period of such employee’s employment with Seller on or before the Closing Date or (B) arose out of Seller’s termination of such employee’s employment on or before the Closing Date. Additionally, Seller shall be responsible for any liability for accrued benefits under Seller Employee Plans with respect to any Employee employed in the Business on the Closing Date who, as a result of employment with Seller on or before the Closing Date, was a participant in any of the Seller Employee Plans.

Seller’s Obligations and Liabilities. (i) Seller shall be solely responsible for filing all tax returns with respect to its employment of any Business Employee currently employed in the Business Seller employee through the Closing Date. . (ii) Seller shall be solely liable for and obligated to pay, and shall indemnify and hold Purchaser Parent and Sub and any Affiliates thereof harmless from, any and all liabilities with respect to Seller’s 's termination of employment of any Employee currently employed in the Business employee on or before the Closing Date. . (iii) Seller shall be responsible for any liability for claims filed with respect to any Employee currently employed in the Business employee of Seller eligible for coverage, reimbursement and/or benefits under the terms of any of the Seller Seller's Employee Plans, provided such liability (A) accrued or became payable during the period of such employee’s 's employment with Seller on or before the Closing Date or (B) arose out of Seller’s 's termination of such employee’s 's employment on or before the Closing Date. Additionally, Seller shall be responsible for any liability for accrued benefits under Seller Employee Plans with respect to any Prospective New Purchaser Employee employed in the Business on the Closing Date who, as a result of employment with Seller on or before the Closing Date, was a participant in any of the Seller Seller's Employee PlansPlan.

Seller’s Obligations and Liabilities. (i) Seller shall be solely responsible for filing all tax returns with respect to its employment of any Business Employee currently employed in the Business through the Closing Date. . (ii) Seller shall be solely liable for and obligated to pay, and shall indemnify and hold Parent and Purchaser and any Affiliates thereof harmless from, any and all liabilities with respect to Seller’s termination of employment of any Business Employee currently employed in the Business on or before the Closing Date. . (iii) Seller shall be responsible for any liability for claims filed with respect to any Business Employee currently employed in the Business eligible for coverage, reimbursement and/or benefits under the terms of any of the Seller Employee Plans, provided such liability (A) accrued or became payable during the period of such employee’s employment with Seller on or before the Closing Date or (B) arose out of Seller’s termination of such employee’s employment on or before the Closing Date. Additionally, Seller shall be responsible for any liability for accrued benefits under Seller Employee Plans with respect to any Business Employee employed in the Business on the Closing Date who, as a result of employment with Seller on or before the Closing Date, was a participant in any of the Seller Employee Plans.

Seller’s Obligations and Liabilities. (i) Seller shall be solely responsible for filing all tax returns it is required to file with respect to its employment of any Business Employee currently employed in the Business Transferred Employee, including any Key Employee, through the Closing Date. . (i) Seller shall be solely liable for and obligated to pay, and shall indemnify and hold Purchaser and any Affiliates thereof harmless from, any and all liabilities with respect to Seller’s termination of employment of any Employee currently employed in the Business employee on or before the Closing Date. . (ii) Seller shall be responsible for any liability for claims filed with respect to any Employee currently employed in the Business employee of Seller eligible for coverage, reimbursement and/or benefits under the terms of any of the Seller Seller’s Employee Plans, provided such liability (A) accrued or became payable during the period of such employee’s employment with Seller on or before the Closing Date or (B) arose out of Seller’s termination of such employee’s employment on or before the Closing Date. Additionally, Seller shall be responsible for any liability for accrued benefits under Seller Employee Plans with respect to any Employee employed in of the Business on the Closing Date Transferred Employees who, as a result of employment with Seller on or before the Closing Date, was a participant were participants in any of the Seller Seller’s Employee PlansPlan.