Singapore Employees Sample Clauses

Singapore Employees. (i) On the same date on which the German Employees To Be Transferred By Law are notified pursuant to Section 5.4(b)(ii), Buyer shall make offers of employment to the Business Employees who are employed by Infineon Technologies Asia Pacific Pte Ltd (the “Singapore Seller”) in Singapore and who are listed on Schedule 5.4(e)(i) (the “Singapore Business Employees”). Seller shall cooperate and assist, and shall cause Singapore Seller to cooperate and assist, in facilitating Buyer’s offers. Employment with Buyer or a Buyer Designee of Singapore Business Employees who have accepted Buyer’s offer of employment (together with the Singaporean Substituted Employees, but excluding any such employees for which there was a substitution, the “Singapore Transferred Employees”) shall be effective as of the day following the close of business on the Closing Date.
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Singapore Employees. 14.5.1 BIL shall offer employment to the Singapore Employees with effect from the Effective Time on terms no less favourable than those on which the Singapore Employees are employed by Asia immediately prior to such time.
Sample 1
Singapore Employees. The Buyer shall not be required to make or cause a Buyer Affiliate to make an offer of employment to any Singapore Employee. To the extent that the payment of compensation, severance benefits or government-required termination liabilities to any Singapore Employee is required as a result of the consummation of the transactions contemplated by this Agreement and any deemed transfers of employment, such severance benefits and government-required termination liabilities shall be the sole responsibility of Dictaphone.
Sample 1
Singapore Employees. The parties shall between the date of this Agreement and the Completion Date meet to determine whether the six Singapore-based expatriate European Employees whose names are set out in page 1 of the list in the agreed terms working for BICC Cables Asia-Pacific Pte Ltd (BICCAP) as at the date of this Agreement shall continue to be employed in the Operations in Singapore whether as secondees to BICCAP, on the basis of short term employment with BICCAP, or otherwise. To the extent the parties determine that the said employees shall not be employed in the Operations in Singapore following Completion, or Subsequent completion, or that such employment will not last for more than six months from the Completion Date (or Subsequent Completion Date as the case may be), the Vendor shall be responsible for all Losses incurred in terminating the employment of these Singapore-based expatriate European Employees. SCHEDULE 12
Sample 1
Singapore Employees. The representations and warranties in Section 3.15(h) apply only with respect to Singapore Employees. (i) Section 3.15(h)(i) of the Seller Disclosure Schedule lists each employee benefit plan, program, arrangement, and policy (including, without limitation, any retirement, bonus, retention, incentive, deferred compensation, vacation, equity, severance, change-of-control or fringe benefit plan, program, policy, arrangement or agreement) (each a “Singapore Benefit Plan” and collectively, the “Singapore Benefit Plans”) maintained, sponsored or contributed to by Deutsche Bank, a DB Entity or a Seller with respect to any Business Employees who are paid in Singapore by Deutsche Bank, a DB Entity or a Seller (each such employee, a “Singapore Employee” and collectively, the “Singapore Employees”). Deutsche Bank has made available to Purchaser a true and correct copy of (A) each such Singapore Benefit Plan and (B) the most recent summary plan description for each Singapore Benefit Plan for which a summary plan description is required or available. Except as specifically provided in the foregoing documents made available to Purchaser, there are no amendments to any Singapore Benefit Plan that have been adopted or approved nor has any party undertaken to make any such amendments or to adopt or approve any new Singapore Benefit Plan. To the knowledge of Deutsche Bank, the Singapore Benefit Plans have been managed and administered in all material respects in accordance with all applicable Laws.
Sample 1

Related to Singapore Employees

  • Business Employees Immediately after the date of this Agreement, Buyer shall offer employment to each Business Employee set forth on Schedule 6.6(a). Buyer shall reimburse Seller for severance obligations (if any) arising as a result of the rejection of Buyer’s offer of employment by any Business Employee. Buyer shall cause each offer of employment to a Business Employee pursuant to this Section 6.6(a) to provide for (i) an annual salary or hourly wage rate (as applicable), (ii) annual and long-term bonus and incentive compensation opportunities (other than incentive compensation opportunities related to the transactions contemplated by this Agreement), and (iii) employee benefit plans, programs and arrangements (collectively “Employment Terms”) that are substantially comparable, in the aggregate, to those provided to Buyer’s employees in similar positions. In addition, Buyer may offer employment to the Business Employees set forth on Schedule 6.6(b), on terms to be mutually agreed upon, at the Buyer’s sole discretion. Buyer shall reimburse Seller for severance obligations (as set forth on Schedule 6.6(c)), actually paid by Sellers or Parent, arising as a result of the rejection of Buyer’s offer of employment by any Business Employee or arising as a result of Buyer’s failure to offer employment to any Business Employee if such Business Employee is terminated by Seller within thirty (30) days of the Closing Date. Any Business Employee who accepts Buyer’s offer of employment pursuant to this Agreement shall be a “Transferred Employee.” Nothing herein shall restrict the right of Buyer or a Subsidiary of Buyer to terminate the employment of any Transferred Employee after the Closing Date. Any reimbursement of severance obligations by Buyer to Seller, as set forth above, shall occur within ten (10) days of a reimbursement request from Seller.

  • Transferred Employees Harpoon’s employment of the Transferred Employees shall terminate at 11:59 p.m. Pacific Time on the Series B Closing Date. Prior to or in conjunction with the Series B Closing, Maverick shall in good faith offer employment to the Transferred Employees, pursuant to terms of written offer letters, with such employment to commence on the first Business Day immediately following the Series B Closing Date. In the event that any such Transferred Employee accepts Maverick’s offer of employment either before or after the Series B Closing, Maverick shall be responsible for all Liabilities (including salaries and benefits, including the maintenance of appropriate levels of workers’ compensation insurance) arising out of any such employment from and after the initial date of the Transferred Employee’s employment with Maverick. Harpoon shall be responsible for providing notice and health continuation coverage under COBRA to any Transferred Employee (and his/her qualified beneficiaries) who experiences a qualifying event after the Series B Closing Date. With respect to all confidentiality and invention assignment provisions applicable to Transferred Employees contained in Contracts that Transferred Employees entered into with Harpoon prior to the Series B Closing, Harpoon shall enforce such provisions on behalf of Maverick, at Maverick’s request and expense, to the extent that Maverick cannot enforce such Contracts directly. Effective upon the Series B Closing, Harpoon hereby waives (x) any non-competition or similar provisions and (y) any confidentiality provisions, to the extent restricting disclosure or use of the Transferred Intellectual Property or use of the license set forth in Section 2.2(a), in each case ((x) and (y)) applicable to Transferred Employees contained in Contracts that Transferred Employees entered into with Harpoon prior to the Series B Closing.

  • Active Employees At or before the Effective Time, New Ceridian shall, or shall cause its Subsidiaries to, employ or continue to employ each New Ceridian Employee who, at the time such action is taken, is actively employed. Any employment agreement between New Ceridian and such an employee shall (i) supersede any employment agreement between such employee and the Corporation and (ii) release the Media Information Indemnitees from all Liabilities and responsibility with respect to any Employment Related Claims arising prior to the Effective Time or in connection with the transactions contemplated by this Agreement or the Distribution Agreement. Any employment agreement between the Corporation and a New Ceridian Employee shall, as of the Effective Time and subject to any contrary provisions of such agreement, be deemed to be assigned to New Ceridian.

  • Company Employees Each Party shall not, directly or indirectly solicit for employment, any employee of the other Party who has been directly involved in the performance of this Agreement during the Term and for one year after the earlier of the termination or expiration of this Agreement or the termination of such individual's employment, with the other Party. It shall not be a violation of this provision if any employee responds to a Party's general advertisement of an open position.

  • Eligible Employees All Employees shall be Eligible Employees, except:

  • Former Employees Newco shall have no Liability with respect to (1) Former Employees or (2) as provided in the Transaction Agreement, former employees of JBG or its Affiliates who had a termination event on or prior to the Closing, in each case, regardless of when such Liability arises. Vornado shall retain Liability, if any, with respect to Former

  • Other Employees Except as may be required in the performance of Employee’s duties hereunder, Employee shall not cause or induce, or attempt to cause or induce, any person now or hereafter employed by the Company or any of its affiliates to terminate such employment. This obligation shall remain in effect while Employee is employed by the Company and for a period of one (1) year thereafter.

  • Continuing Employees “Continuing Employees” is defined in Section 6.4 of the Agreement.

  • Key Employees The Adviser is not aware that (i) any of its executives, key employees or significant group of employees plans to terminate employment with the Adviser or (ii) any such executive or key employee is subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar agreement that would be violated by either the Adviser’s present or proposed business activities, except, in each case, as would not reasonably be expected, individually or in the aggregate, to have an Adviser Material Adverse Effect.

  • Affected Employees Affected Employees" shall mean employees of the Seller who are employed by Buyer immediately after the Closing Date.

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