Assumed Employee Liabilities definition

Assumed Employee Liabilities shall have the meaning set forth in Section 1.3(c).

Assumed Employee Liabilities means (i) all Liabilities to the extent arising out of or relating to any Seller Benefit Plan or any Employee that are expressly required to be assumed or performed by Purchaser pursuant to Section 5.14(e) (regarding assumed Collective Bargaining Agreements), Section 5.14(h) (regarding vacation), Section 5.14(i) (regarding bonuses) and Section 5.15(b) (regarding severance) or (ii) that transfer automatically to Purchaser under Applicable Law (including where assumption is required in order to effect an automatic transfer of employment under Applicable Law), in each case, whether arising before, on or after the Closing Date.

Assumed Employee Liabilities shall have the meaning ascribed to it in Section 2.2(a).

Examples of Assumed Employee Liabilities in a sentence

• Any costs or expenses incurred with the foregoing shall constitute Lithium Assumed Employee Liabilities.

• Without limiting the generality of Schedule 5.05 of the Separation Agreement, as of and following the Separation Effective Time, the Bromborough Indemnity Deed will remain in full force and effect in accordance with its terms; provided that any and all Liabilities related to or arising under the Bromborough Indemnity Deed shall constitute Lithium Assumed Employee Liabilities.

• Unless as otherwise expressly provided in the Separation and Distribution Agreement, effective as of the Separation Effective Time, all workers’ compensation Liabilities relating to, arising out of, or resulting from any claim by any Lithium Participant that result from an accident or from an occupational disease, regardless of whether incurred before, on or after the Separation Date, shall be assumed by the Company and shall constitute Lithium Assumed Employee Liabilities.

• From and after the Distribution Effective Time, (i) the Company shall retain the Lithium Equity Plan, and all Liabilities thereunder shall constitute Lithium Assumed Employee Liabilities, and (ii) Parent shall retain the Parent Equity Plan, and all Liabilities thereunder shall constitute Parent Retained Employee Liabilities.

• The Buyer does not assume and shall not be liable for any liabilities or obligations of the Seller other than as set forth in Section 2.1. The Seller shall remain responsible for all liabilities and obligations related to the Transferred Antibody Collection Business arising prior to the Closing Date except for the Assumed Employee Liabilities.

More Definitions of Assumed Employee Liabilities

Assumed Employee Liabilities. 2.2(a)(iv) “Backlog” 3.4(a)

Assumed Employee Liabilities means any and all of the following: (i) Liabilities assumed by the Purchaser pursuant to accepted offers of employment made pursuant to Article XII or pursuant to the Key Employment Agreements; and (ii) Liabilities of Seller with respect to the Employees and New Employees reflected on the Final Closing Balance Sheet settled pursuant to Section 5.3 of the Joint Issues and Reverse Earn Out Payment Agreement, but only to the extent of the monetary amount of such Liabilities so reflected and included in the determination of the Net Working Capital. “Assumed Liabilities” - As defined in Section 1.4(a). “Auditor’s Allocation Determination” – As defined in Section 1.7(b). “Xxxx of Sale and Assignment Agreement” - As defined in Section 3.2(a). “Business” has the meaning set forth in the recitals. “Business Day” means any day other than a Saturday or Sunday or other day on which banks in Toronto, Ontario or Chicago, Illinois are authorized or required to be closed.

Assumed Employee Liabilities means any unpaid amounts payable by and any undischarged obligations and liabilities of the Sellers related to the Transferred Employees and transferring to the Purchaser by operation of law in accordance with Chapter 1, Section 10 of the Finnish Act on Employment Contracts (26.1.2001/55, as amended).

Assumed Employee Liabilities means the following Liabilities which will be assumed by the Purchaser pursuant to this Agreement:

Assumed Employee Liabilities means the obligations of Purchasers created by applicable law to provide any benefit to any Transferred Employees.

Assumed Employee Liabilities means, except as otherwise expressly provided in Section 7.12 or Section 7.13, all Assumed Benefits Liabilities and all employment, labor, severance, WARN Act, wage withholding Taxes, employer payroll, social security, and similar Taxes, and any other employment -related Liabilities, commitments, and claims relating to each Transferred Employee arising at any time, to the extent relating to the Business, other than with respect to any Benefit Plan (other than the Assumed Benefits Liabilities).

Assumed Employee Liabilities shall have the meaning set forth in Section 1.2(a)(vii) of this Agreement.