Severance Liability Sample Clauses

Severance Liability. 51 SECTION 8.06. NON-SOLICITATION BY SELLER.....................................52 ARTICLE IX TAX MATTERS SECTION 9.01. BULK SALES.....................................................52 SECTION 9.02. TRANSFER TAXES.................................................52 ARTICLE X
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Severance Liability. Seller agrees to pay and be responsible for all liability, cost or expense for severance and like costs under Seller's severance pay plans, policies or arrangements that arise from or relate to the termination of employment of any Network Employee by Seller prior to and including the Effective Time. Buyer agrees to pay and be responsible for all liability, cost or expense for severance under Buyer's severance pay plans, policies or arrangements that arise from or relate to the termination of any Transferred Employee by Buyer after the Effective Time. Buyer agrees to pay and be responsible for all liability, cost, expense and sanctions resulting from any failure to comply with the WARN Act, and regulations thereunder, that are attributable to actions taken by Buyer on or after the Effective Time.
Severance Liability. Seller shall be responsible for severance benefits payable to Retained Employees. Buyer shall be responsible for any severance benefits payable to the Transferred Employees upon termination of their employment with Buyer or its Affiliates and to employees of the Business to whom Buyer fails to offer employment as required in accordance with Section 5.01. The parties agree that, with respect to each individual (i) who was an employee of the Business immediately prior to the Closing, (ii) whose employment was terminated by Seller in connection with the Closing, (iii) who was offered employment by Buyer in connection with the Closing, (iv) who refused to accept Buyer's employment offer and (v) who subsequently received an award of severance benefits in connection with such termination payable by Seller or its Affiliates (including JLG), Buyer shall not employ such individual prior to the 18-month anniversary of the Closing Date. Any Transferred Employee who is terminated by Buyer within one year following the Closing Date shall receive from Buyer severance benefits equal to 30 days for such Transferred Employee with two or fewer years of service with Seller and Buyer combined or 60 days for such Transferred Employee with more than two years of service with Seller and Buyer combined.
Severance Liability. CCM has no severance pay plan, policy, practice or agreement with any of the Employees and shall have sole responsibility for severance pay, if any, to the Employees for any termination of employment by it on, prior to or following the Date of Closing.
Severance Liability. Seller shall be responsible for severance benefits payable to employees other than the Transferred Employees. Buyer shall be responsible for severance benefits payable to the Transferred Employees upon termination of their employment with Buyer.
Severance Liability. Buyer shall be responsible for and shall provide all severance benefits due to Continuing Employees as a result of the termination of their employment with Buyer on and after the Closing (including as a result of the transactions contemplated by this Agreement).
Severance Liability. Seller shall remain responsible for all severance benefits for Employees that are not Transferred Employees. If the employment of a Transferred Employee is terminated by Purchaser or one of Purchaser’s affiliates before the end of the Continuation Period, then Purchaser or one of Purchaser’s affiliates shall pay severance benefits to such Transferred Employee equal to the applicable severance amount under Seller’s severance policies as set forth in Schedule 6.09, taking into account service credited pursuant to Section 6.06 and service credited to the date of such Transferred Employee’s termination by Purchaser, provided that in no event shall such Transferred Employee receive less than the equivalent of 17.33 weeks of base salary or base wages. If, following a Transferred Employee’s termination of employment during the Continuation Period, 200 or more Transferred Employees remain employed by Purchaser, Seller shall reimburse Purchaser promptly (and in any event within 10 business days after receipt of a request for reimbursement thereof, together with reasonably suitable documentation in respect of such request) for the foregoing severance benefits provided by Purchaser to such Transferred Employee. In addition, for a period of four months following the Closing, Purchaser or one of Purchaser’s affiliates shall provide advance notice if termination is contemplated for any Transferred Employee that is represented by the Guild for the amount of time set forth in Schedule 6.09.
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Severance Liability 

Related to Severance Liability

  • Employee Liabilities All Liabilities with respect to employees which -------------------- relate primarily to the Company Business.

  • Release from Liability Upon the disbursement of the Downpayment, together with the interest earned thereon, in accordance with this Agreement, Escrow Agent shall be relieved and released from any liability hereunder.

  • Termination Liability If any Pricing Agreement shall be terminated pursuant to Section 7 hereof, the Company shall not then be under any liability to any Underwriter with respect to the Designated Securities covered by such Pricing Agreement except as provided in Section 4(a)(viii) and Section 6 hereof; but, if for any other reason Designated Securities are not delivered by or on behalf of the Company as provided herein, the Company will reimburse the Underwriters through the Representatives for all out-of-pocket expenses approved in writing by the Representatives, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Designated Securities, but the Company shall then be under no further liability to any Underwriter with respect to such Designated Securities except as provided in Section 4(a)(viii) and Section 6 hereof.

  • Compensation and Employers Liability If the Borrower has employees, workers’ compensation insurance in compliance with statutory requirements and employer’s liability insurance, to the extent exposure exists, with a limit of not less than $1,000,000 per accident, per employee and per disease including such other forms of insurance that the Borrower is required by law to provide for the Project, all other states’ endorsement and, to the extent any exposure exists, coverage with respect to the USL&H Act and Xxxxx Act, covering loss resulting from bodily injury, sickness, disability or death of the employees of the Borrower. Deductibles shall be the best commercially available in accordance with prudent industry practice.

  • Workers’ Compensation and Employer’s Liability The General Partner shall cause to be maintained worker's compensation and employer's liability insurance in favor of the Partnership in an amount equal to the greater of (i) the amount required by the State's laws governing such insurance or (ii) $1,000,000.

  • ’ Compensation and Employer’s Liability Insurance Contractor shall comply with Applicable Law with respect to workers’ compensation requirements and other similar requirements where the Work is performed and shall procure and maintain workers’ compensation and employer’s liability policies in accordance with Applicable Law and the requirements of this Agreement. These policies shall include coverage for all states and other applicable jurisdictions, voluntary compensation coverage, and occupational disease. If the Work is to be performed on or near navigable waters, the policies shall include coverage for United States Longshoremen’s and Harbor Workers’ Act, Death on the High Seas Act, the Xxxxx Act, the Outer Continental Shelf Lands Act, and other Applicable Law regarding maritime law. A maritime employer’s liability policy may be used to satisfy applicable parts of this requirement with respect to Work performed on or near navigable waters. If Contractor is not required by Applicable Law to carry workers’ compensation insurance, then Contractor shall provide the types and amounts of insurance which are mutually agreeable to the Parties. Limits: Workers’ Compensation: Statutory Employer’s Liability: U.S.$1,000,000 each accident, U.S.$1,000,000 disease each employee and U.S.$1,000,000 disease policy limit

  • No Further Liability; Release In the event of Executive's termination of employment, payment made and performance by the Company in accordance with this Section 10 shall operate to fully discharge and release the Company and its directors, officers, employees, subsidiaries, affiliates, stockholders, successors, assigns, agents and representatives from any further obligation or liability with respect to Executive's rights under this Agreement. Other than payment and performance under this Section 10, the Company and its directors, officers, employees, subsidiaries, affiliates, stockholders, successors, assigns, agents and representatives shall have no further obligation or liability to Executive or any other person under this Agreement in the event of Executive's termination of employment. The Company shall have the right to condition the payment of any severance or other amounts pursuant to this Section 10 upon the delivery by Executive to the Company of a release in the form satisfactory to the Company releasing any and all claims Executive may have against the Company and its directors, officers, employees, subsidiaries, affiliates, stockholders, successors, assigns, agents and representatives arising out of this Agreement.

  • Advisor’s Liability The Advisor shall have responsibility for the accuracy and completeness (and liability for the lack thereof) of the statements in each Fund’s offering materials (including the prospectus, the statement of additional information, and advertising and sales materials), except for information supplied by the co-administrators or the Trust or another third party for inclusion therein. The Advisor will not be liable for any error of judgment or mistake of law or for any loss suffered by Advisor or by the Trust in connection with the performance of this Agreement, except a loss resulting from a breach of fiduciary duty with respect to the receipt of compensation for services or a loss resulting from willful misfeasance, bad faith or gross negligence on its part in the performance of its duties or from reckless disregard by it of its duties under this Agreement.

  • Exceptions from Liability Without limiting the generality of any other provisions hereof, neither the Custodian nor any Domestic Subcustodian shall be under any duty or obligation to inquire into, nor be liable for:

  • Employers Liability Each Employer’s liability for the payment of benefits under the Plan shall be defined only by the Plan and by the deferral agreements entered into between a Participant and the Employer. An Employer shall have no obligation or liability to a Participant under the Plan except as provided by the Plan and a deferral agreement or agreements. An Employer shall have no liability to Participants employed by other Employers.

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