Automatic Transfer Business Employee definition

Automatic Transfer Business Employee means any individual (i) who, as of immediately prior to the Effective Time, is Employed by Seller or a Retained Subsidiary and devotes a majority of his or her working time to performing services on behalf of the Business or a Transferred Subsidiary and (ii) who will transfer to Buyer or its applicable Subsidiary at the Effective Time automatically by operation of law pursuant to the Transfer Regulations.
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Automatic Transfer Business Employee means any Business Employee (other than an Automatic Transfer TSA Employee) who falls within the scope of the Automatic Transfer Regulations and whose employment will automatically transfer to Buyer or one of its Subsidiaries (including a Purchased Subsidiary) pursuant to the Automatic Transfer Regulations in connection with the transactions contemplated by the Transaction Documents, as identified in the Transfer Plan (subject to changes to the Transfer Plan as necessary under Applicable Law).
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Examples of Automatic Transfer Business Employee in a sentence

  • If it is found or alleged by the relevant legal authorities or any Automatic Transfer Business Employee that any Automatic Transfer TSA Employee does not transfer to Buyer or its relevant Subsidiary pursuant to the Transfer Regulations or Applicable Law, Buyer shall (or shall cause its relevant Subsidiary to), make a Qualifying Offer to such Automatic Transfer TSA Employee.

  • If it is found or alleged that any Automatic Transfer Business Employee does not automatically transfer to Buyer or its relevant Subsidiary, Buyer may (or may cause its relevant Subsidiary to) make an offer to such Automatic Transfer Business Employee on the terms set forth in this Article 8.

  • Each of Exxxxxx and Rxxx intend that the Automatic Transfer Regulations will apply to the employment of each Automatic Transfer Business Employee and each Deferred Automatic Transfer Business Employee and the transfer of each such Automatic Transfer Business Employee’s and Deferred Automatic Transfer Business Employee’s employment contract from Exxxxxx and its applicable Subsidiaries to the Emerald Entities, effective as of the Applicable Transfer Time.

  • Each Transferred Entity Employee, each Offer Employee who accepts employment with Purchaser or an Affiliate of Purchaser, and each Automatic Transfer Business Employee shall be referred to herein as a “Transferred Business Employee”.

  • Rxxx, XX NewCo and Exxxxxx shall cooperate in good faith and use commercially reasonable efforts to ensure that no severance is triggered or otherwise becomes due to any Emerald Entity Business Employee, Offer Business Employee, Automatic Transfer Business Employee or Deferred Automatic Transfer Business Employee as a result of the transfers of employment contemplated under ‎Section 7.01 above.

  • In the event an Automatic Transfer Business Employee has a right under applicable Law to reject his or her transfer to Purchaser or its Affiliates and exercises such right in accordance with applicable Law, Purchaser shall promptly notify Seller (no later than two (2) Business Days) following any such rejection of transfer.

  • If it is found or alleged by the relevant legal authorities or any Automatic Transfer Business Employee that any Automatic Transfer Business Employee does not automatically transfer to Buyer or its relevant Subsidiary, Buyer shall (or shall cause its relevant Subsidiary to) make a Qualifying Offer to such Automatic Transfer Business Employee.

Related to Automatic Transfer Business Employee

  • Excluded Employee means an employee as defined in section 3527, subd. (b) of the Government Code (Ralph C. Dills Act) except those excluded employees who are designated managerial pursuant to section 18801.1 of the Government Code.

  • Business Employee means any individual employed by Seller in or in connection with the Business.

  • Transferred Employee has the meaning set forth in Section 6.01(a).

  • Employee Transfer Date means in respect of any particular Transferring Employee the date on which the part of the Services to which they are assigned transfers from the Previous Contractor to the Contractor;

  • Affected employee means an employee who would be affected by the grant or denial of a variance, or any one of the employee’s authorized representatives, such as the collective bargaining agent.

  • Restricted Employee means any person who at the Termination Date was employed by the Company in an executive or senior managerial capacity or who could materially damage the interests of the Company or any Group Company if they were involved in any Capacity in any business concern in competition with the Company and with whom the Employee had material contact or dealings during the Restricted Period.

  • Fixed term employee means a person engaged for a specified term or for the duration of a specified task in accordance with section 37(3)(b) of the State Service Act 2000.

  • Transferring Employee means an employee at the airport who timely transfers to the regional authority by the transfer date.

  • Designated Employee means an employee who has been designated by the school to receive complaints of hazing, harassment and bullying pursuant to subdivision 16 V.S.A. 570a(a)(7). The designated employees for each school building are identified in Appendix A of this policy.

  • Non-Key Employee means any Employee who is not a Key Employee.

  • Inactive Employee means an employee who is not actively at work due to approved leave of absence, short-term disability leave or military leave.

  • Affiliated employee means any individual employed by a recipient who receives compensation directly from government assistance or a contract with the District of Columbia government, including any employee of a contractor or subcontractor of a recipient who performs services pursuant to government assistance or a contract. The term “affiliated employee” does not include those individuals who perform only intermittent or incidental services with respect to the government assistance or contract, or who are otherwise employed by the contractor, recipient or subcontractor.

  • U.S. Employee means a person who is an employee of the Company (or of any Subsidiary) for purposes of section 422 of the Code.

  • non-resident taxable person means any person who occasionally undertakes transactions involving supply of goods or services or both, whether as principal or agent or in any other capacity, but who has no fixed place of business or residence in India;

  • Active Employee means a contributing member of the TRS who is employed by a public school and is not entitled to coverage under a plan provided under Insurance Code Chapter 1551 (Texas Em- ployees Group Benefits Act) or 1601 (State University Employees Uniform Insurance Benefits Act).

  • Newly hired employee or “New Hire” means any employee, whether permanent, full-time, or part-time, hired by the Office and who is still employed as of the date of new employee orientation. It also includes all employees who are or have been previously employed by the Office and whose current position has placed them in the bargaining unit represented by CSEA. For those latter employees, for purposes of this article only, the “date of hire” is the date upon which the employees’ employment status changed as such that the employee was placed in the CSEA unit.

  • Substitute employee is a person hired to perform the duties of a position in the temporary absence of the employee who is regularly assigned to that position.

  • Key Employee means any executive-level employee (including, division director and vice president-level positions) as well as any employee who, either alone or in concert with others, develops, invents, programs, or designs any Company Intellectual Property (as defined in the Purchase Agreement).

  • Fixed-term employment means the engagement of an employee on the basis of a written contract of employment for a fixed period:

  • Continuing Employee has the meaning set forth in Section 6.7(a).

  • Excluded Employees shall have the meaning set forth in Section 5.1.2.

  • Protected Employee means any employee of the Company or an Affiliate who was employed by Company or an Affiliate at any time within six (6) months prior to the termination of Grantee’s employment for any reason or any earlier date of an alleged breach by Grantee of the restrictions in Section 17 hereof.

  • Retained Employee does not include any individual who has a direct or an indirect ownership interest of at least five percent (5%) in the profits, equity, capital, or value of the Taxpayer, or a child, grandchild, parent, or spouse, other than a spouse who is legally separated from the individual, of any individual who has direct or indirect ownership interest of at least five percent (5%) of the profits, equity, capital or value of the Company.

  • Male employee means an employed male who is caring for a child borne of his spouse or a child placed with the employee for adoption purposes.

  • Regular Employee is one who works on a full-time or part-time basis on regularly scheduled shifts of a continuing nature:

  • Public employee means an individual holding a position by appointment or employment in the government of this state, in the government of 1 or more of the political subdivisions of this state, in the public school service, in a public or special district, in the service of an authority, commission, or board, or in any other branch of the public service, subject to the following exceptions: