WARN Act and Other Notices. Parent shall, or shall cause the Parent Subsidiaries to, provide any required notice under and to otherwise comply with, and to assume all Liabilities relating to, the Worker Adjustment and Retraining Notification Act, or any similar Laws (collectively, “WARN”) with respect to any event affecting the WRECO Employees on or after the Closing Date (including as a result of the Transactions). Weyerhaeuser shall, or shall cause the Weyerhaeuser Subsidiaries to, provide any required notice under and to otherwise comply with, and to retain all Liabilities relating to, WARN with respect to any event affecting the WRECO Employees on or prior to the Closing Date. In addition, Weyerhaeuser shall notify Parent of any “employment loss” (as defined in WARN) experienced by any REB Employee during the 90-day period prior to the Closing Date. Parent shall not, and shall cause the Parent Subsidiaries not to, take any action after the Effective Time that would cause any termination of employment of any employees by Weyerhaeuser or any Weyerhaeuser Subsidiary that occurs on or before the Effective Time to constitute a “plant closing” or a “mass layoff” or a “group termination” under WARN or create any Liability or penalty to Weyerhaeuser or any Weyerhaeuser Subsidiary for any employment terminations under applicable Law.
WARN Act and Other Notices. The Spinco Group shall provide any required notice under the Worker Adjustment and Retraining Notification Act and any similar foreign, state, local or other applicable Law (collectively, “WARN”) and otherwise comply with any such requirement with respect to any “plant closing” or “mass layoff” (as defined in WARN) or similar event, in each case, occurring after the Distribution Time and affecting Spinco Employees. The Spinco Group shall indemnify and hold harmless the Pluto Indemnitees against any such Liabilities relating to WARN with respect to any events occurring after the Distribution Time, in accordance with Article IV of the Separation Agreement.
WARN Act and Other Notices. The Company shall provide any required notice under the Worker Adjustment and Retraining Notification Act (“WARN”) and any similar foreign, state, local or other applicable Law and otherwise to comply with any such requirement with respect to any “plant closing” or “mass layoff” (as defined in WARN) or similar event occurring on or after the Employee Transfer Date and affecting Company Employees. The Company shall indemnify and hold harmless the members of the Lilly Group against any such Liabilities relating to WARN and any similar state or other applicable Law with respect to any events occurring on or after the Employee Transfer Date. Lilly and the Company shall share, or cause to be shared, information that is reasonably necessary or appropriate in order for the Company to comply with its obligation under this Section 4.6.
WARN Act and Other Notices. Versum shall provide any required notice under the Worker Adjustment and Retraining Notification Act (“WARN”) and any similar foreign, state, local or other applicable Law and otherwise to comply with any such requirement with respect to any “plant closing” or “mass layoff” (as defined in WARN) or similar event occurring on or after the Separation Time and affecting Versum Employees. Versum shall indemnify and hold harmless the members of the Air Products Group against any such Liabilities relating to WARN and any similar state or other applicable Law with respect to the Distribution and any events occurring on or after the Separation Time.
WARN Act and Other Notices. The Company shall provide any required notice under the Worker Adjustment and Retraining Notification Act (“WARN”) and any similar foreign, state, local or other applicable Law and otherwise to comply with any such requirement with respect to any “plant closing” or “mass layoff” (as defined in WARN) or similar event occurring on or after the Employee Transfer Date and affecting Company Employees. The Company shall indemnify and hold harmless the members of the Pfizer Group against any such Liabilities relating to WARN and any similar state or other applicable Law with respect to any events occurring on or after the Employee Transfer Date.
WARN Act and Other Notices. Seller shall be liable for the provision of notice or payment in lieu of notice and any applicable penalties under the Worker Adjustment and Retraining Notification Act (“WARN”), any similar Applicable Law, or any similar provision in a collective bargaining agreement related to terminations for which the required initial provision of notice occurs on or before the Closing Date. Seller and Seller’s Affiliates shall take all actions necessary as it relates to notice and consultation requirements that arise on or before the Closing Date. Buyer shall be liable for the provision of notice or payment in lieu of notice and any applicable penalties under WARN, any similar Applicable Law, or any similar provision in a collective bargaining agreement related to terminations for which the required initial provision of notice occurs after the Closing Date. Buyer and Buyer’s Affiliates shall take all actions necessary as it relates to notice and consultation requirements that arise after the Closing Date. Prior to the Closing, Seller shall provide Buyer a schedule which shall, as of the Closing Date, set forth a list of each Purchased Subsidiary Employee whose employment has been terminated involuntarily within the 90-day period immediately preceding the Closing Date, together with such former employee’s work location.
WARN Act and Other Notices. Purchaser agrees to provide, or to cause its Affiliates to provide, any required notice under the Worker Adjustment and Retraining Notification Act (together with any similar Federal, state or local Law of the United States, the “WARN Act”) and to otherwise comply with the WARN Act with respect to any “plant closing” or “mass layoff” (as defined in the WARN Act) or group termination or similar event affecting Employees (including as a result of the consummation of the transactions contemplated by this Agreement) and occurring on or within 90 days after the Closing Date. Purchaser shall assume liability for, and shall fully indemnify and hold harmless Seller and its Affiliates with respect to, any Liability incurred by Seller or any of its Affiliates pursuant to the WARN Act in connection with any Employee, employed as of the Closing Date, to the extent such liability arises from actions of Purchaser or any of its Affiliates on or after the Effective Time, including with respect to the actions described in the immediately preceding sentence. Seller agrees to provide, or to cause its Affiliates to provide, any required notice under the WARN Act and to otherwise comply with the WARN Act with respect to any “plant closing” or “mass layoff” (as defined in the WARN Act) or group termination or similar event affecting employees of the Company or any Company Subsidiary and occurring prior to the Closing Date. Seller shall assume liability for, and shall fully indemnify and hold harmless Purchaser and its Affiliates with respect to, any Liability incurred by Purchaser or any of its Affiliates pursuant to the WARN Act or any similar applicable Law in connection with any employee of the Company or any Company Subsidiary, to the extent such liability arises from actions of Seller or any of its Affiliates prior to the Effective Time. Seller agrees, upon Purchaser’s request, to cooperate with Purchaser , or to cause its Affiliates to cooperate with Purchaser, with respect to any “plant closing” or “mass layoff” or group termination or similar event which is anticipated to occur within 90 days following the Closing Date.
WARN Act and Other Notices. No later than the Closing, Parent shall provide Purchaser with a complete and accurate list of any “employment loss” (as defined in WARN) experienced by any Former NA Employee during the 90-day period prior to the Closing Date, providing the date of and reason for such employment loss and the affected employee’s employment site under the WARN Act. Purchaser shall not, and shall cause the Purchaser Subsidiaries not to, take any action after the Closing that would cause any termination of employment of any Former NA Employees by Parent or any Parent Subsidiary that occurs on or before the Closing to constitute a “plant closing” or a “mass layoff” or a “group termination” under WARN or create any Liability or penalty to Parent or any Parent Subsidiary for any employment terminations of Former NA Employees under applicable Law.
WARN Act and Other Notices. From and after the Closing, the Purchaser shall cause the applicable Holding Companies or Company Subsidiaries during the ninety (90)-day period following the Closing to provide, any required notice under the WARN Act and to otherwise comply with the WARN Act and such other Law with respect to any “plant closing” or “mass layoff” (as defined in the WARN Act) or group termination or similar event affecting Company Continuing Employees and occurring on or after the Closing Date.
WARN Act and Other Notices. The Seller shall provide, or shall cause an Affiliate to provide, any required notice under the Worker Adjustment and Retraining Notification Act of 1988 or any similar state or local Law (collectively, the “WARN Act”) with respect to terminations of Seller Business Employees’ employment (or other acts covered by the WARN Act) occurring concurrently with or prior to the Closing. The Buyer shall provide, or shall cause an Affiliate to provide, any required notice under the WARN Act with respect to terminations of Transferred Employees’ employment (or other acts covered by the WARN Act) occurring after their commencement of employment with the Buyer and its Affiliates. On the Closing Date, the Seller shall provide to the Buyer a list of all employees who were terminated, furloughed or working on a reduced work schedule in the 90-day period prior to the Closing, including the action taken, the date of the action, the reason for the action and the employee’s work location and department/classification. The Seller shall retain the Liability for, and indemnify and hold harmless the Buyer and its Affiliates with respect to, any Liability incurred by the Buyer or any of its Affiliates pursuant to the WARN Act, in connection with any Seller Business Employee, to the extent such Liability arises from the Seller’s actions or inactions on or prior to the Closing Date.
