VENDOR'S EMPLOYEES Sample Clauses

VENDOR'S EMPLOYEES. (a) Vendor shall at all times enforce strict discipline and good order among its employees and shall not employ on the work any unfit person or anyone not skilled in the work assigned to him. (b) Vendor shall be responsible for compliance with all state and federal laws, if applicable, pertaining to wages, hours and benefits for workers employed to carry out the work.
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VENDOR'S EMPLOYEES. Vendor will not disclose Department’s confidential information to its employees unless: (a) they have a need to know the information in connection with their duties with respect to the purpose of performing the contract with the Department; and (b) they are informed of the terms of this Nondisclosure Agreement, are instructed to abide by the terms of this Nondisclosure Agreement, and sign a Certification of Understanding to that effect.
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VENDOR'S EMPLOYEES. Customer acknowledges the relationship of Vendor and its employees is of significant value to Vendor and that Vendor's employees are possessed of specialized training and knowledge regarding Vendor and its proprietary property, imparted to such employees at significant expense to Vendor. Accordingly, Customer agrees that during the term hereof and for a period of eighteen (18) months thereafter, Customer shall not, directly or indirectly, solicit for employment or employ any person who is or within the preceding twelve (12) months has been an employee of Vendor. Vendor shall have, in addition to any other remedies available to it, the right to injunctive relief enjoining any violations of this paragraph 4.7, Customer hereby acknowledging that other remedies are inadequate. At Vendor's sole option, Vendor may waive its right to injunctive relief and its right to exercise any other remedy which might be available to it. In consideration of such waiver, Customer shall thereupon pay Vendor as liquidated damages a fee equal in amount to the total compensation paid by Vendor to the former employee for the twelve (1 2) months next preceding the date of termination of employment of such employee by Vendor.
Sample 1
VENDOR'S EMPLOYEES i. For purposes of this Agreement, all references to “employees” of Vendor shall include Vendor’s employees, agents, representatives and independent contractors and any other person providing the Services hereunder. ii. Vendor’s employees, if any, shall be under Vendor’s direct supervision and control. In addition, Vendor shall comply with, and Vendor shall ensure that each of its employees complies with, all of Disney’s standards, rules, and regulations which may be in effect from time to time and applicable to employees of entities sponsoring attractions or corporate displays at the XXXX DISNEY WORLD® Resort, or any part thereof, including, but not limited to, the rules of conduct and personal appearance standards established by Disney for its own employees. iii. Vendor, and its employees, shall; (a) not insult, use offensive or profane language or gestures toward or in the presence of, or argue with or be discourteous to, any guests of the Premises, or any of Disney’s employees or representatives; (b) not use, possess or be under the influence of alcohol narcotics, drugs or other hallucinatory agents while on Disney’s premises; and (c) otherwise comply with any and all rules and regulations promulgated by Disney from time to time for the protection and safety of Disney’s guests and for their comfort and convenience. iv. Vendor hereby assumes, and releases Disney from, any and all risks to Vendor and its employees in connection with the Services. Accordingly, Disney shall have no obligation whatsoever to compensate Vendor, or its employees, on account of any injuries or property damage which Vendor, or its employees, may sustain as a result of the performance of the Services hereunder, except to the extent such injuries or damage were caused solely by the gross negligence or willful misconduct of Disney, and Vendor hereby waives, on its own behalf and on behalf of any persons claiming by, through or under Vendor, any and all rights of recovery which Vendor, or its employees, may now or hereafter have against Disney on account of any such injury or property damage sustained by Vendor, or its employees, as a result of the performance of the Services. The provisions of this section shall survive the expiration or sooner termination of this Agreement. v. Any persons that assist Vendor in the performance of the Services shall be Vendor’s employees and not the employees of Disney or its parent, related, affiliated or subsidiary companies, and they, as well as ...
Sample 1
VENDOR'S EMPLOYEES. 3.1. Vendor agrees to conduct such through investigations of all employees who provide Services hereunder, in accordance with CCSI guidelines set forth herein, and conduct any additional investigations or interviews deemed reasonably necessary by CCSI. 3.2. Each employee of Vendor who works on Services and who has or will have access to sensitive Information (as defined hereinafter) must have a background check completed for crimes of fraud and breach of trust. If it is determined that any employee has been convicted of either of these crimes, such employee may not work perform work related to the Services. In lieu of such background checks, Vendor may elect to have its employees work in a strictly penless and paperless environment, provided such policy is strictly enforced and communicated clearly to all employees. Under these circumstances, employees shall not be permitted to have access to paper and pens or other writing implements at their work stations, whether in their personal belongings or otherwise. 3.3. Vendor shall promptly replace any employee who fails to comply with the procedures and policies established by CCSI with respect to its Services, including without limitation those pertaining to confidentiality and telemarketing. CCSI shall have the right to require Vendor to replace any employee CCSI shall identify as failing to comply with any of the procedures and policies established pursuant to this Agreement with respect to the Programs. 3.4. Vendor shall ensure that all employees who provide Services shall be advised of the obligations set forth in Article 3 of this Agreement and sign a statement of understanding, in a form satisfactory to CCSI, in which each such employee agrees to be bound by the terms thereof. 3.5. Vendor shall maintain a sufficient number of employees to support all services required to be performed hereunder in compliance with the terms of this Agreement, including, without limitation, information systems support staff and account management staff. Vendor shall use its best efforts not to transfer employees dedicated to provide Services to other unrelated areas to ensure continuity of Services. Vendor shall notify CCSI of any termination of any employee who has violated any legal requirements associated with the provision of Services within 24 hours following the notice of such termination. 3.6. Vendor shall obtain CCSI's written approval, not unreasonably withheld or delayed, prior to launch of the Program, in order t...
Sample 1
VENDOR'S EMPLOYEES. For the duration of the period that any Services are being provided, the employment of any employee of Vendor shall remain with Vendor and shall not pass or otherwise transfer to Purchaser and nothing in the Agreement shall be construed or have effect as constituting any relationship of employer and employee between Purchaser and the employees and/or sub-contractors of Vendor. Vendor agrees that it is performing the Services as an independent contractor and will retain all responsibility for payment of any income tax, national insurance, pension or social security contributions, and any other taxation that may arise from the provision of the Services, and will indemnify Purchaser against all expenses incurred by Purchaser as a result of Purchaser having to pay any tax, income tax or national insurance, pension or social security contributions and/or make any deductions at source in respect of the Services.
Sample 1
VENDOR'S EMPLOYEES. All employees of Vendor shall be considered to be at all times the sole responsibility of Vendor, under Vendor’s sole direction and supervision and not an employee or agent of the City. Vendor shall supply competent and physically capable employees. The City reserves the right to require Vendor to remove any employee it deems careless, incompetent, abusive, obstructive, insubordinate, or otherwise objectionable and whose continued involvement with the Services provided to City by Vendor is not in the best interest of the City.
Sample 1
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Related to VENDOR'S EMPLOYEES

  • Contractor’s Employees Contractor may, in its discretion and at its own expense, employ such assistants as Contractor deems necessary to perform the Services. If any specific employee is designated in Schedule 1 to perform the Services, Contractor may only replace such designated employee with SMUD’s prior written approval, and with a replacement satisfactory to SMUD. SMUD may not control, direct, or supervise Contractor or Contractor’s Representatives in the performance of the Services. Contractor agrees to assume full responsibility for the payment and deduction of all state and federal taxes and benefits from Contractor’s Representatives, including but not limited to any applicable payroll and income taxes, unemployment insurance, disability insurance, retirement, workers’ compensation, pension, or other social security benefits for all persons or entities employed or retained by Contractor in the performance of the Services under this Agreement, and if applicable for all self-employment and other taxes incurred by Contractor in the performance of the Services.

  • Seller's Employees Purchaser will interview and evaluate in accordance with its normal employment procedures those Persons employed as field personnel in the capacity of pumper, foreman, operator, technician, mechanic, superintendent, repairman, utility man, or other similar field classifications by Seller in connection with the Subject Properties and identified by letter of even date herewith from Seller to Purchaser who desire to be considered for employment by Purchaser, and will offer in writing employment to those Persons for whom Purchaser in its sole discretion determines a need. If Purchaser fails to offer such employment to all of such Persons, Purchaser shall not, as a result of such failure, otherwise be in default under this Agreement, but shall be required to reimburse Seller for severance benefits paid by Seller to each such Person not offered employment by Purchaser; provided, that such reimbursement shall not exceed that amount determined by multiplying each such employee's normal weekly wage by twelve (12). Persons offered employment with Purchaser will be offered employment at their current work location with compensation and benefits comparable to those provided to Purchaser's current employees performing similar tasks, or, if none, with compensation and benefits comparable to those provided by Seller Such offers shall be made prior to Closing, but shall be contingent upon the occurrence of Closing and such employment shall not commence until Closing. If any such Person employed by Purchaser is terminated by Purchaser within six (6) months of Closing, Purchaser shall pay such Person a severance benefit equal to the amount determined by multiplying each such employee's normal weekly wage by ten (10). Purchaser shall have no obligation under this Section 13.19 with respect to Persons offered employment by Purchaser pursuant to this Section 13.19 who decline such employment, except that the foregoing provisions shall apply to the extent that such Person accepts employment with Purchaser or any of its Affiliates within twelve (12) months of Closing.

  • CONTRACT EMPLOYEES Contained in Annexure D.

  • Business Employees a) Prior to the Closing, Seller shall update the information provided in Schedule 3.10(a)(i) as of the Closing Date. b) As of the Closing Date, Buyer shall make offers of employment to at least the number of Business Employees of Seller set forth on Schedule 5.4(b) whom shall be specifically identified by Buyer prior to the Closing. The initial term of employment shall be for a period no less than three (3) months, subject to termination for cause, which cause shall be determined by the Buyer or Buyer Designee in its sole discretion. At the end of the initial three (3) month term, the Buyer or Buyer Designee shall have the option to extend employment to those Business Employees as it determines in its sole discretion. To the extent permitted by applicable Law, including data privacy and data protection Laws, Seller agrees to provide Buyer with such information reasonably requested by Buyer to assist it with complying with the terms of this Section 5.4 and to assist Buyer with determining the wages paid to the Transferred Employees (as defined below) with respect to the period beginning on December 29, 2017 and ending on the Closing Date. Without limiting the foregoing, each Party shall comply with all applicable Laws in connection with the transfer of the employees to Buyer or a Buyer Designee, including with respect to notice and other procedural requirements. Any offered Employee who accepts Buyer’s offer of employment and commences employment with Buyer or a Buyer Designee shall be referred to as a “Transferred Employee”. Employment of the Transferred Employees with Buyer or a Buyer Designee shall be effective as of the day following the close of business on the Closing Date. c) Where terms are not dictated by applicable Law, Buyer or a Buyer Designee shall provide, or shall cause to be provided, to Transferred Employees, during their employment with Buyer or a Buyer Designee, at a minimum, the same base salaries or, as applicable, base wage rates, offered by Seller immediately prior to the Closing Date (but taking into account the 2018 salary increases) as set forth on Schedule 3.10(a)(i). Except as expressly set forth in this Section 5.4, no Benefit Plans or assets of any Benefit Plan shall be transferred to Buyer or any Affiliate of Buyer. d) Seller and Buyer intend that the transactions contemplated by this Agreement shall not constitute a severance of employment, under the terms of any Benefit Plan of Seller, of any Transferred Employee prior to or upon the consummation of the transactions contemplated hereby and that such employees will have continuous and uninterrupted employment immediately before and immediately after the Closing Date. Notwithstanding anything to the contrary in this Agreement, Buyer shall provide, at a minimum, severance benefits substantially equivalent to the benefits contained in the plans listed or as described on Schedule 5.4(d) to Transferred Employees whose employment is terminated involuntarily by Buyer on or before December 31, 2017 other than terminations in circumstances that would not require payments of severance benefits under Seller’s severance plan. e) Notwithstanding anything herein to the contrary, nothing in this Agreement shall require Buyer or a Buyer Designee to employ any Business Employees, or to employ any Transferred Employee on anything other than an at-will basis, terminable at any time with or without cause unless required otherwise under applicable Law. Nothing in this Section 5.4, expressed or implied, shall confer upon any employee or former employee of Seller or related entities (including, without limitation, the Transferred Employees) any rights or remedies (including, without limitation, any right to employment or continued employment for any specified period) of any nature or kind whatsoever, under or by reason of this Section 5.4. It is expressly agreed that the provisions of this Section 5.4 are not intended to be for the benefit of or otherwise be enforceable by, any third party, including, without limitation, any Transferred Employees. No provision of this Section 5.4 shall create any rights in any such persons in respect of any benefits that may be provided under any Benefit Plan or any plan or arrangement which may be established or maintained by Buyer, shall be construed to establish, amend, or modify an Benefit Plan or any other benefit plan, program, agreement or arrangement nor shall require Seller, Buyer or any Affiliate of Seller or Buyer to continue or amend any particular benefit plan and any such plan may be amended or terminated in accordance with its terms and applicable Law

  • Transferred Employees Effective as of the Closing Date, Purchaser or one of its Affiliates shall make an offer of employment to each Applicable Employee. Notwithstanding anything herein to the contrary and except as provided in an individual employment Contract with any Applicable Employee or as required by the terms of an Assumed Plan, offers of employment to Applicable Employees whose employment rights are subject to the UAW Collective Bargaining Agreement as of the Closing Date, shall be made in accordance with the applicable terms and conditions of the UAW Collective Bargaining Agreement and Purchaser’s obligations under the Labor Management Relations Act of 1974, as amended. Each offer of employment to an Applicable Employee who is not covered by the UAW Collective Bargaining Agreement shall provide, until at least the first anniversary of the Closing Date, for (i) base salary or hourly wage rates initially at least equal to such Applicable Employee’s base salary or hourly wage rate in effect as of immediately prior to the Closing Date and (ii) employee pension and welfare benefits, Contracts and arrangements that are not less favorable in the aggregate than those listed on Section 4.10 of the Sellers’ Disclosure Schedule, but not including any Retained Plan, equity or equity-based compensation plans or any Benefit Plan that does not comply in all respects with TARP. For the avoidance of doubt, each Applicable Employee on layoff status, leave status or with recall rights as of the Closing Date, shall continue in such status and/or retain such rights after Closing in the Ordinary Course of Business. Each Applicable Employee who accepts employment with Purchaser or one of its Affiliates and commences working for Purchaser or one of its Affiliates shall become a “Transferred Employee.” To the extent such offer of employment by Purchaser or its Affiliates is not accepted, Sellers shall, as soon as practicable following the Closing Date, terminate the employment of all such Applicable Employees. Nothing in this Section 6.17(a) shall prohibit Purchaser or any of its Affiliates from terminating the employment of any Transferred Employee after the Closing Date, subject to the terms and conditions of the UAW Collective Bargaining Agreement. It is understood that the intent of this Section 6.17(a) is to provide a seamless transition from Sellers to Purchaser of any Applicable Employee subject to the UAW Collective Bargaining Agreement. Except for Applicable Employees with non- standard individual agreements providing for severance benefits, until at least the first anniversary of the Closing Date, Purchaser further agrees and acknowledges that it shall provide to each Transferred Employee who is not covered by the UAW Collective Bargaining Agreement and whose employment is involuntarily terminated by Purchaser or its Affiliates on or prior to the first anniversary of the Closing Date, severance benefits that are not less favorable than the severance benefits such Transferred Employee would have received under the applicable Benefit Plans listed on Section 4.10 of the Sellers’ Disclosure Schedule. Purchaser or one of its Affiliates shall take all actions necessary such that Transferred Employees shall be credited for their actual and credited service with Sellers and each of their respective Affiliates, for purposes of eligibility, vesting and benefit accrual (except in the case of a defined benefit pension plan sponsored by Purchaser or any of its Affiliates in which Transferred Employees may commence participation after the Closing that is not an Assumed Plan), in any employee benefit plans (excluding equity compensation plans or programs) covering Transferred Employees after the Closing to the same extent as such Transferred Employee was entitled as of immediately prior to the Closing Date to credit for such service under any similar employee benefit plans, programs or arrangements of any of Sellers or any Affiliate of Sellers; provided, however, that such crediting of service shall not operate to duplicate any benefit to any such Transferred Employee or the funding for any such benefit. Such benefits shall not be subject to any exclusion for any pre-existing conditions to the extent such conditions were satisfied by such Transferred Employees under a Parent Employee Benefit Plan as of the Closing Date, and credit shall be provided for any deductible or out-of-pocket amounts paid by such Transferred Employee during the plan year in which the Closing Date occurs.

  • Shift Employees Employees who work rotating shift patterns or those who work qualifying shifts shall be entitled, on completion of 12 months employment on shift work, to up to an additional 5 days annual leave, based on the number of qualifying shifts worked. The entitlement will be calculated on the annual leave anniversary date. Qualifying shifts are defined as a shift which involves at least 2 hours work performed outside the hours of 8.00am to 5.00pm, excluding overtime. Number of qualifying shifts per annum Number of days additional leave per annum 121 or more 5 days 96 – 120 4 days 71 – 95 3 days 46 – 70 2 days 21 – 45 1 day

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

  • 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.

  • Former Employees All Employees terminating service with the Employer during the Plan Year and who have satisfied the eligibility requirements based on the terms of the Employer's accumulated benefits plans checked below (select all that apply; leave blank if no exclusions): a. [ ] The Former Employee must be at least age (e.g., 55) b. [ ] The value of the sick and/or vacation leave must be at least $ (e.g., $2,000) c. [ ] A contribution will only be made if the total hours is over (e.g., 10) hours d. [ ] A contribution will not be made for hours in excess of (e.g., 40) hours

  • Newly Hired Employees All employees hired to an insurance eligible position must make their benefit elections by their initial effective date of coverage as defined in this Article, Section 5C. Insurance eligible employees will automatically be enrolled in basic life coverage. If employees eligible for a full Employer Contribution do not choose a health plan administrator and a primary care clinic by their initial effective date, and do not waive medical coverage, they will be enrolled in a Benefit Level Two clinic (or Level One, if available) that meets established access standards in the health plan with the largest number of Benefit Level One and Two clinics in the county of the employee’s residence at the beginning of the insurance year. If an employee does not choose a health plan administrator and primary care clinic by their initial effective date, but was previously covered as a dependent immediately prior to their initial effective date, they will be defaulted to the plan administrator and primary care clinic in which they were previously enrolled.

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