U.S. WARN Act, Etc. Buyer or its applicable Affiliate (including the Acquired Companies, after the Closing) shall provide any required notice under the Worker Adjustment and Retraining Notification Act (“WARN”) and any other similar applicable U.S. state or local Law and otherwise comply with any such statute with respect to any “plant closing” or “mass layoff’ (as defined in WARN) or similar event affecting New Buyer Employees in the United States and occurring after the Closing. Subject to the following sentence, Buyer or its applicable Affiliate shall indemnify and hold harmless PKI and its Affiliates with respect to any liability arising from Buyer’s or its applicable Affiliate’s failure to comply with WARN or other similar applicable U.S. state or local Law with respect to any employment losses affecting New Buyer Employees in the United States after the Closing. On the Closing Date, PKI shall provide to Buyer a complete and accurate list which includes (i) all “employment losses” within the Business, as that term is defined in WARN, which occurred in the 90 calendar days preceding the Closing Date (including the employing entity, employment site and date of each such employment loss), (ii) any Business Employees who, as of the Closing Date, are furloughed or on temporary layoff (including the employing entity, employment site and date of commencement of such furlough or layoff), and (iii) any Business Employees who as of the Closing Date are working on a schedule of reduced hours by more than 50% (including the employing entity, employment site and date of commencement of such reduction), in each case with respect to persons employed or formerly employed in the United States. PKI and its Affiliates shall provide any required notice under WARN and any other similar applicable U.S. state or local Law and otherwise comply with any such statute with respect to any “plant closing” or “mass layoff” (as defined in WARN) or similar event affecting any employees of the Asset Sellers and occurring prior to or as of the Closing (including as a result of the transactions contemplated by this Agreement). PKI and its Affiliates shall indemnify and hold harmless Buyer and its Affiliates (including the Acquired Companies, after the Closing) with respect to any liability arising from PKI’s or any Asset Sellers’ failure to comply with WARN with respect to any employment losses that occur prior to or as of the Closing (including as a result of the transactions contemplated by this Agreeme...
U.S. WARN Act, Etc. Buyer agrees to provide any required notice under the WARN Act and any other similar applicable U.S. law and to otherwise comply with any such statute with respect to any “plant closing” or “mass layoff’ (as defined in the WARN Act) or similar event affecting employees and occurring on or within 90 days after the Closing Date. Provided that on or before the Closing Date, PKI provides Buyer with a list, by date and location, of employee layoffs implemented by PKI and its subsidiaries with respect to employees of the Business during the ninety (90) day period preceding the Closing Date, Buyer shall indemnify and hold harmless PKI and its subsidiaries with respect to any liability under the WARN Act or other similar applicable U.S. law arising from the actions (or inactions) of Buyer or its Affiliates on or after the Closing Date.
U.S. WARN Act, Etc. Prior to the Closing Date, Seller shall remain liable and responsible for compliance with, as well as any liability which may exist under, WARN, with respect to the termination of any current or former employee of Seller prior to the Closing Date, and Seller shall indemnify and hold harmless Buyer form and against all losses, claims, damages, costs and attorney’s fees arising with respect thereto. From and after the Closing Date, Buyer assumes responsibility for compliance with, as well as an liability which may exist or arise out of WARN on account of any New Buyer Employee terminated after the Closing Date and Buyer shall indemnify and hold harmless Seller from and against all losses, claims, damages, costs and attorney’s fees arising with respect thereto.
U.S. WARN Act, Etc. Buyer agrees to provide any required notice under the WARN Act and any other similar applicable state and local Laws and to otherwise comply with any such statute with respect to any “plant closing” or “mass layoff” (as defined in the WARN Act) affecting employees of the Company and occurring on or within 90 days after the Closing Date. Provided that on or before the Closing Date, Seller has provided Buyer with a list, by date and location, of employee layoffs implemented by Seller and its subsidiaries (including the Company) with respect to employees of the Company during the ninety (90) day period preceding the Closing Date, Buyer shall indemnify and hold harmless Seller and its subsidiaries with respect to any liability under the WARN Act or other similar applicable state, local and foreign Laws arising from the actions (or inactions) of Buyer or its Affiliates on or after the Closing Date.
U.S. WARN Act, Etc. Buyer agrees to provide any required notice under the WARN Act and any other similar applicable state, local and foreign Laws and to otherwise comply with any such statute with respect to any “plant closing” or “mass layoff” (as defined in the WARN Act) affecting New Buyer Employees and occurring on or within 90 days after the Closing Date. Provided that on or before the Closing Date, GB Ltd. provides Buyer with a list, by date and location, of employee layoffs implemented by GB Ltd. and its subsidiaries (including the Acquired Companies) with respect to employees of the AS&O Business during the ninety (90) day period preceding the Closing Date, Buyer shall indemnify and hold harmless GB Ltd. and its subsidiaries with respect to any liability under the WARN Act or other similar applicable state, local and foreign Laws arising from the actions (or inactions) of Buyer or its Affiliates on or after the Closing Date.
U.S. WARN Act, Etc. Buyer agrees to provide any and all required notices under the Worker Adjustment and Retraining Notification Act (“WARN”) and any other similar applicable Law and to otherwise comply with any such Law with respect to any “plant closing” or “mass layoff’ (as defined in WARN) or similar termination of employment event under applicable Law affecting employees and occurring on or after the Closing Date. Buyer shall indemnify and hold harmless PKI and its Subsidiaries with respect to any liability (including any fees, penalties, and interest) under WARN or other similar applicable Law that any Business Subsidiary may incur or be assessed arising from the actions (or inactions) of Buyer or its Affiliates on or after the Closing Date.
U.S. WARN Act, Etc. On the Closing Date, Seller shall provide to Buyer a list of all employees of Seller and its Affiliates who provided services primarily to the Company and whose employment has terminated within the ninety (90) day period prior to the Closing Date, including a description of the circumstances of such termination. Buyer shall indemnify and hold harmless Seller and its Affiliates with respect to any liability under the Worker Adjustment and Retraining Notification Act of 1988 (the “WARN Act”) or other similar applicable Law arising from Buyer’s (or any of its Affiliates’) termination of any Company Employee on or after the Closing Date other than liability solely arising out of actions or inactions taken in reliance upon incomplete information provided by Seller pursuant to the preceding sentence.
U.S. WARN Act, Etc. Buyer agrees to provide any required notice under the Worker Adjustment and Retraining Notification Act (“WARN”) and any other similar applicable Law and to otherwise comply with any such statute with respect to any “plant closing” or “mass layoff’ (as defined in WARN) or similar event affecting any employees and arising or occurring on or after the Closing Date or arising as a result of the transactions contemplated hereby. Buyer shall indemnify and hold harmless GSI and its subsidiaries and shall assume as and Assumed Liability, any liability under WARN or other similar applicable Law arising from or relating to the actions (or inactions) of Buyer or its Affiliates after the Closing Date, but excluding liabilities triggered by layoffs implemented by any Seller following the Closing Date, which liability shall be the responsibility of GSI. On or before the Closing Date, GSI shall deliver to Buyer a list of any Business Employee layoffs, by location, implemented by GSI in the 90-day period preceding the Closing Date.
U.S. WARN Act, Etc. Buyer agrees to provide any required notice under the Worker Adjustment and Retraining Notification Act (“WARN”) and any other similar applicable law and to otherwise comply with any such statute with respect to any “plant closing” or “mass layoff’ (as defined in WARN) or similar event affecting employees and occurring on or after the Closing Date or arising as a result of the transactions contemplated hereby. Buyer shall indemnify and hold harmless Seller and its Affiliates with respect to any liability under WARN or other similar applicable law arising from the actions (or in actions) of Buyer or its Affiliates on or after the Closing Date or arising as a result of the transactions contemplated hereby.
U.S. WARN Act, Etc. Celestica Oregon agrees to comply with WARN and any other similar applicable law with respect to any “plant closing” or “mass layoff’ (as defined in WARN) or similar event affecting employees. Xxxxxx has, as of the Closing Time, provided the Buyers with a schedule of all employees of Xxxxxx (with respect to the Business) and the Business Subsidiaries whose employment was terminated by Xxxxxx or the Business Subsidiaries, within ninety (90) days of the Closing Time. The Buyers shall, joint and severally, indemnify and hold harmless Xxxxxx and its subsidiaries with respect to any liability under WARN or other similar applicable law arising from the actions (or in actions) of Celestica Oregon or one of the Buyers’ Affiliates on or after the Closing Time or arising as a result of the transactions contemplated hereby.
