Examples of Employee Seller in a sentence
Effective as of the applicable Transition Date for each Transferred Employee, Seller shall take all actions necessary to transfer the (i) accrued benefit obligations for such Transferred Employee, as well as a proportionate share of assets, if any, whether in a trust or otherwise, related to such obligations and (ii) elections, including beneficiary and distribution elections associated with such Transferred Employee under the Seller SSRP to a nonqualified deferred compensation plan of Purchaser.
Effective with the date an Employee becomes a Transferred Employee, Seller shall pay in full the value of any grandfathered vacation bank to the Transferred US Employee.
With respect to each such Existing Employee, Seller has provided to Buyer such Existing Employee's position with Seller, initial employment date and such Existing Employee's fiscal year 2000 and current salary or hourly wage, bonus or incentive compensation, total taxable compensation, accrued vacation and other employment benefits.
In the event that Buyer exercises its Right of Offset against any Earnout Consideration in satisfaction of any indemnification claim against the non-Key Employee Sellers, the non-Key Employee Sellers and the Key Employees hereby agree that the non-Key Employee Sellers shall proportionately indemnify and reimburse the Key Employees to the extent that Buyer’s claims against each such non-Key Employee Seller have been set off against Earnout Consideration.
Upon AZ’s determination that a Japan Employee is a Business Employee, Seller shall within a reasonable amount of time update the schedules to this Agreement accordingly, including Section 4.08(a) of the Seller Disclosure Schedule.
Prior to the Hire Date, if any, of a Seller Employee, Seller has the right to control and direct the Seller Employees as to the performance of duties and as to the means by which such duties are performed, including the right to terminate the employment of any Seller Employee, provided that Purchaser will not be liable for any costs, expense, liabilities, severance benefits, or WARN Act liability, if any, related to any such terminated Seller Employee.
With respect to any Replacement Shared Service Employee Seller shall, and shall cause its Affiliates to, hire such Replacement Shared Service Employee such that he or she is a Non-OUS Conveyed Company SSE (rather than an OUS Conveyed Company SSE).
With respect to costs associated with any relocation agreements between Seller and an Employee, Seller shall remain liable for all costs incurred prior to the Closing Date and Purchaser shall be liable for any and all costs incurred on or after the Closing Date, subject to Section 2.3(b) hereof and Schedule 2.3(b).
For purposes of this Agreement, the term "Seller Party" means any Seller, any Technology Seller, any Employee Seller or any of the heirs, legal representatives, successors or assigns permitted hereunder of such Person.
The Confidentiality Agreement shall terminate upon execution of this Agreement and the terms and conditions of this Agreement (including the Escrow Agreement and Employee Seller Employment Agreements) shall supersede the rights and obligations of the parties thereunder with respect to any confidential information which may have been exchanged prior to the date of this Agreement.