Comparable Offer of Employment definition

Comparable Offer of Employment means an offer of employment for a position with the Company, any of its Affiliates, or any Successor (as defined herein) of the Company or its Affiliates that provides for Aggregate Compensation equal to or greater than the Eligible Employee’s Aggregate Compensation immediately preceding the Eligible Employee’s termination date. For purposes of this Section 1.12, and such other Sections of the Plan where the capitalized term “Successor” is used, a Successor of the Company or any of its Affiliates shall include, but shall not be limited to, any entity (or its affiliated entity) involved in or in any way connected with a corporate rearrangement, total or partial merger, acquisition, sale of stock, sale of assets, operation or service of transferred assets, or any other transaction. A Comparable Offer of Employment includes, without limitation, a position that requires the Eligible Employee to transfer to a different work location (without the Eligible Employee’s consent), but only so long as the Eligible Employee’s commuting distance to the new work location is not increased more than fifty (50) miles beyond the commuting distance to his or her current work location (except for travel reasonably required in the performance of the Eligible Employee’s duties).
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Comparable Offer of Employment means:
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Comparable Offer of Employment means an offer of employment for a position with the Company, any of its Affiliates, or any successor of the Company or its Affiliates that provides for Regular Wage Base equal to or greater than the Participant’s Regular Wage Base immediately preceding the Participant’s termination date. A successor of the Company or any of its Affiliates shall include, but shall not be limited to, any entity (or its Affiliate) involved in or in any way connected with a corporate rearrangement, total or partial merger, acquisition, sale of stock, sale of assets or any other transaction. A Comparable Offer of Employment includes, without limitation, a position that requires the Employee to transfer to a different work location, but only so long as the Employee’s commuting distance to the new work location is not increased more than fifty (50) miles beyond the commuting distance to his or her current work location.”
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Examples of Comparable Offer of Employment in a sentence

  • Pursuant to the Stockholders Agreement, the Principal Evergreen Stockholder has agreed to vote all shares of Evergreen Common Stock owned by him or for which he has the right to vote in favor of the approval of this Agreement and the Merger.

  • Each Principal Company Stockholder and the Principal Evergreen Stockholder signs solely in his capacity as the record holder and beneficial owner of such Shares or shares of Evergreen Common Stock and nothing contained herein shall limit or affect any actions taken by such stockholder in his capacity as an officer or director of the Company or Evergreen to the extent specifically permitted by the Merger Agreement.

  • Such shares of Evergreen Common Stock are owned free and clear of all security interests, liens, claims, pledges, options, rights of first refusal, agreements, limitations on voting rights, charges or other encumbrances of any nature whatsoever other than pursuant to this Agreement, except as disclosed to the Company prior to the execution and delivery of this Agreement.

  • Other than pursuant to this Agreement, such stockholder has not appointed or granted any proxy, which appointment or grant is still in effect, with respect to such shares of Evergreen Common Stock.

  • Xxxxxx, Xx., either of whom may act without the joinder of the other, as his or its true and lawful proxy and attorney-in-fact to vote any and all of the shares of Evergreen Common Stock owned by such stockholder at the Evergreen Stockholders Meeting (as defined in the Merger Agreement).

  • Each Principal Company Stockholder and ----------------- the Principal Evergreen Stockholder, severally and not jointly, for the benefit of Evergreen and the Company, respectively, hereby covenants and agrees that, so long as this Agreement is in effect, such stockholder will not transfer record or beneficial ownership of any of the Shares or shares of Evergreen Common Stock, respectively, unless the transferee agrees in writing to be bound by the terms and conditions of this Agreement.

  • Evergreen shall instruct its transfer ------------------------ agent that from and after the Effective Time, upon the presentation for transfer of any shares of Evergreen Common Stock or at the request of any holder thereof, the transfer agent shall issue to the transferee or holder thereof certificates representing that number of shares of Surviving Corporation Common Stock into which such shares of Evergreen Common Stock were converted pursuant to this Agreement.

  • The execution and delivery of this Agreement by Evergreen and the consummation by Evergreen of the transactions contemplated hereby have been duly authorized by the necessary corporate action on the part of Evergreen, subject, in the case of the Merger and issuance of Evergreen Common Stock in the Merger, to the Evergreen Stockholder Approval.

  • In the event of ----------------------------------------- any change in the Shares or Evergreen Common Stock by reason of any stock dividends, splits, mergers, recapitalizations or other changes in the corporate or capital structure of the Company or Evergreen, the number and kind of Shares or Evergreen Common Stock, as applicable, subject to this Agreement shall be appropriately adjusted.

  • Each Principal Company Stockholder -------------------------- and the Principal Evergreen Stockholder, severally and not jointly, for the benefit of Evergreen and the Company, respectively, hereby covenants and agrees that, except as contemplated by this Agreement or the Merger Agreement, such stockholder shall not enter into any voting agreement or grant a proxy or power of attorney with respect to their respective Shares or shares of Evergreen Common Stock which is inconsistent with this Agreement.


More Definitions of Comparable Offer of Employment

Comparable Offer of Employment has the meaning set forth in Section 5.7(d)(i)(2). “Confidentiality Agreement” means that certain Non-Disclosure Agreement, dated as of August 7, 2009 by and between the Seller and the Purchaser. “Consent” means any consent, approval, authorization, waiver, Permit, grant, franchise, concession, agreement, license, certificate, exemption, order, registration, declaration, filing, report or notice of, with or to any Person. “Contemplated Transactions” means the transactions contemplated by the Transaction Documents. “Contract” means, with respect to any specified Person, all loan agreements, indentures, letters of credit (including related letter of credit applications and reimbursement obligations), mortgages, security agreements, pledge agreements, deeds of trust, bonds, notes, guarantees, surety obligations, warranties, licenses, franchises, Permits, powers of attorney, purchase or sale orders, leases, and other agreements, contracts, instruments, obligations, commitments, arrangements and understandings, written or oral, to which the specified Person is a party or by which it or any of its properties or assets may be bound or affected. “Control”, “Controlled”, “Controlling” or “under common Control with” with respect to any Person means the possession, directly or indirectly, of the ability or power to direct the management and affairs of such Person, whether through the ownership of voting securities or by Contract, and such ability shall be deemed to exist when any Person holds a majority of the outstanding voting securities of such Person. “Convertible Promissory Notes” means the Convertible Promissory Note and the Convertible Promissory Note (Foreign Borrower) issued by the Seller and ION International S.à x.x., respectively, to the New Lender on October 23, 2009 under the Credit Agreement. “Copyrights” means published and unpublished works of authorship (including without limitation databases and other compilations of information, mask works and semiconductor chip rights, design rights, Software (both source code and object code), flow charts, diagrams, descriptive texts and programs), the copyrights therein and thereto, all registrations and applications therefor, and all renewals, extensions, restorations and reversions thereof. “Credit Agreement” means the Amended and Restated Credit Agreement, dated as of July 3, 2008, among the Seller, ION International S.à x.x., HSBC Bank USA, N.A., ABN Amro Incorporated, Citibank, N.A. and the other lenders a...
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Comparable Offer of Employment means an offer of employment (a) with terms and conditions necessary for Buyer and its Affiliates to satisfy their respective obligations under Section 4.4 and (b) for a comparable position with substantially similar duties and work schedule, and at a work location (including, for the avoidance of doubt, any remote work location arrangement) that is within fifty (50) miles of, in each case, those in effect for such individual immediately prior to the Closing Date.
Sample 1
Comparable Offer of Employment means an offer of employment by the Buyer of Tribune Company’s publishing businesses which includes: (a) substantially the same duties, authority, responsibilities and positions; (b) is located within 50 miles from your then-current principal place of employment; and (c) includes at least the same annual Base Salary and Target Bonus and the dollar amount equivalent of the equity compensation set forth in Section 5(a).
Sample 1
Comparable Offer of Employment has the meaning set forth in Section 5.7(d)(i)(2).
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Comparable Offer of Employment means: (i) that the proposed compensation, severance and benefits, in the aggregate, to be paid by the Company or any successor to the Company in a Change in Control (including, without limitation the purchaser of all or substantially all of the Company’s assets) offering employment are commensurate with the compensation, severance and benefits payable to the Executive pursuant to this Agreement; (ii) the Executive incurs no demotion to his position with the Company from the position the Executive held immediately prior to the Change in Control Date; or (iii) the Executive’s principal place of employment has not changed to any location that is more than fifty (50) miles from his principal place of work immediately prior to the Change in Control Date, without the prior written consent of the Executive.
Sample 1
Comparable Offer of Employment means an offer of employment made to an Eligible Employee upon a Change of Control which satisfies the following requirements:
Sample 1

Related to Comparable Offer of Employment

  • Comparable Employment means employment on terms which provide (a) the same or greater rate of base pay or salary as in effect immediately prior to Executive’s termination, (b) the same, equivalent or higher job title and level of responsibility as Executive had prior to Executive’s termination, (c) equivalent or higher bonus opportunity as the bonus opportunity for the year preceding the year in which the termination occurs, and d) a principal work location that is both (i) no more than forty-five (45) miles from Executive’s principal work location immediately prior to Executive’s termination and (ii) no more than thirty (30) miles farther from Executive’s principal weekday residence than was Executive’s principal work location immediately prior to the termination.

  • Self-employment shall be where a Claimant sets up his/her own business and is responsible for paying his/her tax and National Insurance.

  • Date of Employment means: (i) in the case of an Employee whose employment commenced between the 1st and 15th days inclusive of any month, the 1st day of that calendar month; or (ii) in the case of an Employee whose employment commenced between the 16th and last days inclusive of any month, the 1st day of the following calendar month.

  • Scope of employment means performance by an employee acting in good faith within the duties of the employee’s office or employment or of tasks lawfully assigned by a competent authority including the operation or use of an agency vehicle or equipment with actual or implied consent of the supervisor of the employee, but shall not include corruption or fraud;

  • self-employment route means assistance in pursuing self-employed earner’s employment whilst participating in—

  • Employment Termination means the effective date of: (i) Executive’s voluntary termination of employment with the Company with Good Reason, or (ii) the termination of Executive’s employment by the Company without Good Cause.

  • Length of Employment means the period of time since an employee last became a full-time or part-time employee in a permanent or term position for purposes of calculating all entitlements pursuant to this Agreement including, but not limited to, vacation, bonus vacation and pre-retirement leave and “Length of Service” shall have a similar meaning. Conversion from full-time or part-time status to casual status shall be considered a break in service and no period of casual employment or prior full-time or part-time employment in a permanent or term position shall be included in an employee’s length of employment or length of service even when a casual employee subsequently becomes a full-time or part-time employee.

  • Comparable Employee means as defined in Regulation 5(4) of the AWR being an employee of the Hirer who:

  • Period of Employment shall include any extension thereof pursuant to the preceding sentence. Provision of notice that the Period of Employment shall not be extended or further extended, as the case may be, shall not constitute a breach of this Agreement and shall not constitute “Good Reason” for purposes of this Agreement. Notwithstanding the foregoing, the Period of Employment is subject to earlier termination as provided below in this Agreement.

  • contract of employment means a contract of service or apprenticeship, whether express or implied, and (if it is express) whether oral or in writing;

  • Involuntary Termination of Employment means the Termination of Service by the Company or Subsidiary other than a termination for Cause, or termination of employment by a Participant Employee for Good Reason.

  • Employment outcome means, with respect to an eligible individual, entering, advancing in, or retaining full-time or part-time competitive integrated employment as defined in 34 CFR §361.5(c) (9) (including customized employment, self-employment, telecommuting, or business ownership), or supported employment as defined in 34 CFR §361.5(c) (53), that is consistent with an individual's unique strengths, resources, priorities, concerns, abilities, capabilities, interests, and informed choice. (Note: As specified in federal rule, a designated State unit may continue services to individuals with uncompensated employment goals on their approved individualized plans for employment prior to the effective date of the final federal regulations until June 30, 2017, unless a longer period of time is required based on the needs of the individual with the disability, as documented in the individual's service record.)

  • Termination of Employment means that the Executive ceases to be employed by the Company for any reason, voluntary or involuntary, other than by reason of a leave of absence approved by the Company.

  • Employment means any occupation, vocation or employment, or any form of vocational or educational training. Provided, however, that "employment" shall not, for the purposes of this article, include membership in any law enforcement agency.

  • Supported employment means the ongoing supports to participants who, because of their disabilities, need intensive ongoing support to obtain and maintain an individual job in competitive or customized employment, or self-employment, in an integrated work setting in the general workforce at or above the state’s minimum wage or at or above the customary wage and level of benefits paid by the employer for the same or similar work performed by individuals without disabilities. The outcome of this service is sustained paid employment at or above the minimum wage in an integrated setting in the general workforce in a job that meets personal and career goals. Supported employment services can be provided through many different service models.

  • Employment Business means as per the Employment Agencies Xxx 0000 and the Conduct of Employment Agencies and Employment Businesses Regulations 2003, an Employment Business is a business that offers contracts of employment to temporary workers, whose services are then temporarily offered on secondment to Framework Public Bodies.

  • Qualifying Termination of Employment means a Participant’s Termination of Employment (i) by the Company without Cause or (ii) by the Participant with or without Good Reason or by reason of Retirement.

  • employment zone means an area within Great Britain designated for the purposes of section 60 of the Welfare Reform and Pensions Act 1999 and an “employment zone programme” means a programme established for such an area or areas designed to assist claimants for a jobseeker’s allowance to obtain sustainable employment;

  • Prior Employment Agreement has the meaning set forth in the recitals hereto.

  • Employment Termination Date means, with respect to a Participant, the first day upon which the Participant no longer has an employment or service relationship with the Company or any Related Company.

  • Term of Employment means the period specified in Section 2 below.

  • Suitable employment or "suitable job" means employment or a job:

  • Active Employment means you must be actively at work for the Sponsor:

  • Employment Term has the meaning specified in Section 2.

  • Covered employment means employment in a covered position.

  • Competitive employment means work in the competitive labor market that is performed on a full-time or part-time basis in an integrated setting and for which the client is compensated at or above the minimum wage, but not less than the customary wage and level of benefits paid by the employer for the same or similar work performed by individuals who are not disabled.