Employee Payments definition

Employee Payments means any liability that has been reasonably incurred by Project Co arising as a result of termination of this Agreement under collective agreements, employment agreements or under any other agreements with employees of Project Co, including severance (whether accrued or not), vacation pay and sick pay accrued but excluding any Distribution;

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Employee Payments means any change of control bonuses, transaction bonus, retention bonus, phantom equity, profit participation or similar rights, in any case, made or required to be made, to any current or former employee, independent contractor, director, manager or officer of an Acquired Company solely as a result of the Transactions, in all cases, including the employer portion of any payroll and other employment Taxes payable in connection therewith.

Employee Payments means all amounts payable by any Company Party to its current or former officers, directors, managers, employees or service providers in connection with the transactions contemplated hereby pursuant to any Business Agreement, Plan or other arrangement in effect prior to Closing, including, without limitation, amounts payable in connection with the Former Executive Compensation, amounts payable in connection with the Management Payments, any stock appreciation, phantom stock or other equity-based rights, including stay or retention bonuses, sale or transaction bonuses, severance or termination pay or change in control or similar compensatory payments that arise in connection with the transactions contemplated hereby (but excluding severance and termination pay and other payments based on a termination following the Closing), and, in each case, together with the employer portion of payroll Taxes (including social security, Medicare, unemployment or other employer payroll Taxes and determined without regard to any deferrals of such Taxes under the CARES Act or any other Governmental Rule) and any 401(k) match or similar obligations or expenses that are incurred by any Company Party in connection with such obligations, in each case, to the extent not satisfied prior to the Closing. Notwithstanding the foregoing, Employee Payments shall exclude the Excluded Add-on Earnouts.

Examples of Employee Payments in a sentence

The Specified Employee Payments to which Executive would otherwise have been entitled during the six-month period following the date of Executive’s termination of employment shall be accumulated and paid as soon as administratively practicable following the first date of the seventh month following the date of Executive’s termination of employment.
Such Net Present Value shall initially be calculated (the "Employee Payments Calculation") by Western prior to, but as of, the Effective Time assuming (i) there will be no Gross-Up Payments (unless prior to the Effective Date Western, Westar and PNM mutually agree otherwise), and (ii) Western will receive a full tax benefit based on Western's top effective tax rates for Western's tax year in which the Effective Date occurs.
Any severance costs arising out of termination of any Non-Continuing Employee who Parent decides not to extend an offer of employment to, contrary to the good faith advice of the Company, shall be borne by Parent and shall not constitute Closing Employee Payments.
The notice and dispute provisions of Section 3.2(b)(ii) of the Merger Agreement applicable to the Adjustment Calculation (as defined therein) shall also apply to the Employee Payments Calculation.
The Employee Payments Calculation shall be delivered to Parent on or prior to the Cut-Off Date (as defined in the Merger Agreement) and shall have sufficient detail to enable Parent to ascertain whether or not such calculation was made in conformity with the provisions of this Agreement.

More Definitions of Employee Payments

Employee Payments means payments or other distributions required to be made by any Person (other than Parent or one of its current Affiliates) pursuant to any oral or written contracts or other agreements, to any directors, officers, employees or agents of the Company or any of the Subsidiaries pursuant to the terms of such contracts or agreements.

Employee Payments has the meaning set out in Schedule 9 [Compensation on Termination];

Employee Payments means all: (a) bonus amounts, commissions or other incentive compensation amounts that have been or should have been accrued or are earned and unpaid for, or are payable by the Group Companies to their respective directors, managers, officers, employees, agents, consultants or equity holders as of the Closing Date, and specifically the total amount of € 1,050,800 set aside from the Closing Dividend Payments by the Seller and Founders; and (b) severance obligations, retention bonuses, “stay” bonuses and sale bonuses owed by the Group Companies their respective directors, managers, officers, employees, agents and consultants triggered in whole or in part prior to or as a result of the transactions contemplated by this Agreement or the Ancillary Agreements, in each of clauses (a) and (b), including the employer portion of any payroll, social security, unemployment or similar Taxes related thereto.

Employee Payments means all amounts due and payable or which hereafter become due and payable by the Seller to its current or former officers, managers, directors, employees or independent contractors pursuant to any Contract, Employee Benefit Plan or other arrangement in effect prior to or as of the Closing, including amounts payable in connection with (a) any stock appreciation, phantom stock or other equity-based rights, stay or retention bonuses, sale or transaction bonuses, severance or termination pay or change in control or similar compensatory payments, that are triggered in whole or in part prior to, in connection with or as a result of the Transactions, or (b) any ordinary course commission plan or program, in each case, together with the employer portion of payroll and other Taxes incurred in connection with such obligations, in each case, to the extent unpaid as of immediately prior to the Closing, but excluding any amount that may or will become due and payable under the Korean statutory severance plan by the Buyer to the Transferred Employees in accordance with the Employment Transfer Agreements.

Employee Payments means the payments set out in Schedule 8;

Employee Payments means all Salary, Employee Taxes, Cash Incentive Compensation, Equity Incentive Compensation, Termination Expenses, Pension and any Insured Benefits, as well as any benefits in kind, maternity pay, paternity pay, accrued holiday entitlement and holiday pay entitlement, and other emoluments.

Employee Payments has the meaning set forth in Section 5.8.