WARN Requirements Sample Clauses

WARN Requirements. From the date of this Agreement through the Closing Date, the Company shall not take any action which could be construed to be a plant closing or mass layoff under WARN with respect to any of its offices or operations, including the operation of the Cen- ters, and the Company agrees that any claim, Loss or Action arising from or relating to a violation of its agreements pursuant to this sentence shall be a Retained Liability. From the date of this Agreement through the Closing Date, Buyer shall not take any action which could be construed to be a mass layoff or plant closing under WARN with respect to the operation of the Centers, and Buyer will indemnify the Company pursuant to Section 11.3 hereof from any liabilities under WARN that arise from Buyer not offering employment to employees of the Company who are employed by the Company as of the Closing Date, which liabilities will be liabilities of Buyer and not of the Company. The Company shall be respon- sible for issuing any notices required under WARN, other than those notices relating to Buyer's failure to offer employment to employees of the Company who are employed at the Centers and who are employed by the Company as of the Closing Date, which shall be the responsibility of Buyer. The Company shall deliver to Buyer a copy of the draft notices it is re- quired to issue in accordance with WARN (or any similar law) and this Section 6.2 for Buyer's review and comment at least five business days prior to issuance and will incorporate all reasonable requests of the Buyer.
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WARN Requirements. 36 Article VIII - Conditions to Purchaser's and Holdings' Obligations . 37
WARN Requirements. Star-Xxxx shall be liable for any liability under WARN (or any similar state law) with respect to the termination of the Non-Transferred Employees. If any such notices are required, Star-Xxxx shall deliver to Purchaser a copy of the draft notices to be issued in accordance with WARN (or any similar state law) for Purchaser's review and comment. Purchaser shall be liable for any liability under WARN (or any similar state law) with respect to Purchaser's termination of any Transferred Employee after the Closing Date. For a period of not less than sixty-one days following the Closing, Purchaser agrees not to cause any "employment loss", as such term is defined in WARN affecting more than thirty-two percent of the Transferred Employees.

Related to WARN Requirements

  • Notification Requirements The Borrowers shall timely give to the Agent and each of the Lenders the following notices:

  • Certain Requirements All Substitute Properties shall comply with this Section 2.3.5. To qualify as a Substitute Property, a property must, as of the Substitution Date (in addition to the other criteria set forth in this Section 2.3.5):

  • Encryption Requirements Transfer Agent will not locally store Fund Data on any laptops or mobile devices (e.g., Blackberries, PDAs) managed by Transfer Agent.

  • Margin Requirements The Units are not "margin securities" under the regulations of the Board of Governors of the Federal Reserve System and, accordingly, those regulations generally are not applicable to the Offer.

  • Assumption Requirements Any Assumption permitted under this Agreement shall be performed in accordance with Prudent Servicing Practices. In connection with an Assumption of an assumable Mortgage Loan, the Servicer shall process such Assumption as provided for in the Mortgage Note or the Mortgage Note Assumption Rider and shall verify that:

  • Information Requirements (a) The Company covenants that, if at any time before the end of the Effectiveness Period the Company is not subject to the reporting requirements of the Exchange Act, it will cooperate with any Holder of Registrable Securities and take such further reasonable action as any Holder of Registrable Securities may reasonably request in writing (including, without limitation, making such reasonable representations as any such Holder may reasonably request), all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 and Rule 144A under the Securities Act and customarily taken in connection with sales pursuant to such exemptions. Upon the written request of any Holder of Registrable Securities, the Company shall deliver to such Holder a written statement as to whether it has complied with such filing requirements, unless such a statement has been included in the Company's most recent report filed pursuant to Section 13 or Section 15(d) of Exchange Act. Notwithstanding the foregoing, nothing in this Section 7 shall be deemed to require the Company to register any of its securities (other than the Common Stock) under any section of the Exchange Act.

  • Satisfaction Requirement If any agreement, certificate or other writing, or any action taken or to be taken, is by the terms of this Agreement required to be satisfactory to any Purchaser, to any holder of Notes or to the Required Holder(s), the determination of such satisfaction shall be made by such Purchaser, such holder or the Required Holder(s), as the case may be, in the sole and exclusive judgment (exercised in good faith) of the Person or Persons making such determination.

  • Construction Requirements a) All Life and Safety and applicable Building Codes will be strictly enforced (i.e., tempered glass, fire dampers, exit signs, smoke detectors, alarms, etc.). Prior coordination with the Building Manager is required.

  • Notification Requirement Through and up to the conclusion of the Non-Competition Period, Executive shall give notice to the Company of each new business activity he plans to undertake, at least seven (7) days prior to beginning any such activity. Such notice shall state the name and address of the Person for whom such activity is undertaken and the nature of Executive’s business relationship(s) and position(s) with such Person.

  • Distribution Requirements Subject to the Alternative Election or Spouse Beneficiary provisions below,

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