Applicable Local Law definition
Examples of Applicable Local Law in a sentence
Any Tax Returns that must be filed in connection with Transfer Taxes shall be prepared by the party primarily or customarily responsible under Applicable Local Law for filing such Tax Returns, and such party shall use its reasonable best efforts to provide such Tax Returns to the other party at least 10 Business Days prior to the date such Tax Returns are due to be filed.
To the Knowledge of Seller, all Foreign Benefit Plans (i) have been established, maintained and administered in compliance in all material respects with their terms and all applicable Laws of any controlling Government Entity and (ii) that are subject to a funding requirement under Applicable Local Law are in material compliance with such requirement.
Personal holidays accrued by Verigy Transferred Employees and other Verigy Employees prior to the applicable Agilent Participation Discontinuance Date shall not transfer to Verigy, to the extent allowable by Applicable Local Law.
Notwithstanding the foregoing, Agilent intends to retain the Liabilities under the Non-United States Plans for all Verigy Employees as of the Separation Date expressly retained under the terms of this Agreement, except to the extent such Liabilities are required under Applicable Local Law or a Local Asset Transfer Agreement to be transferred to and assumed by Verigy or a member of the Verigy Group.
In the event that an Agilent Employee or Verigy Employee transfers his or her employment to the other party before the Distribution Date, such transfer of employment shall not result in a payout or constitute a termination event for purposes of the FTO Policy (except as may be required by Applicable Local Law under any non-United States FTO Policy), and no duplication of benefits shall occur as a result of any such transfer of employment between Agilent and Verigy.
Effective as of the IPO, executive officers, non-employee directors (excluding any Agilent directors serving on the Board of Directors of Verigy) and certain employees worldwide will be granted options to purchase Verigy Ordinary Shares and/or restricted stock to the extent feasible and practical under Applicable Local Law.
To the extent, however, that any such Local Asset Transfer Agreement does not address a particular principle or plan, then the intent of the parties relating to comparable United States matters or issues as reflected in this Agreement shall govern (to the extent permitted by Applicable Local Law).
Neither Verigy, Agilent nor any of their respective Affiliates shall take any actions, whether directly or indirectly, on or after the date of this Agreement that could result in an increase of the amount of Liabilities to be assumed or transferred or assets to be transferred from or in respect of any Non-United States Retirement Plan pursuant to this Agreement, except as may be required under Applicable Local Law.
Except as specified otherwise in this Agreement, nothing in this Agreement shall preclude Verigy, at any time after the Separation Date, from amending, merging, modifying, terminating, eliminating, reducing or otherwise altering, in any respect, any Verigy Plan or any benefit under any Verigy Plan (to the extent permitted by Applicable Local Law); provided, however, that no change to a Verigy Plan prior to the Distribution Date may be announced or implemented without the prior written consent of Agilent.
If there is a required method for calculating Liabilities upon transfer under Applicable Local Law, such Applicable Local Law requirements will be applied.