Employment Related Liabilities definition

Employment Related Liabilities means wages, salaries, vacation or holiday pay and related premia, benefits or other payments due under an Employee Benefit Plan, worker’s compensation, and work expense reimbursements arising out of (or deemed to arise out of) the employment relationship between Parent or its Affiliates and the Business Employees prior to the applicable Transfer Date for such Business Employees (e.g., the Closing Date or any applicable Delayed Transfer Date) (including, any relationships with any predecessor of Parent and its Affiliates and the Business Employees); provided (a) such Employment Related Liability must constitute an out of pocket cost to Buyer or any of its Affiliates and (b) an amount shall not be considered an out of pocket cost to Buyer or its Affiliates to the extent funded and able to be discharged through a Parent Plan or a Subsidiary Plan, other than where the funds held by a third party provider to discharge such liability are not released or otherwise made available by the third party to satisfy such liability and Buyer or its Affiliate is liable to fund the liability directly; provided, further, that with respect to an Employment Related Liability that arises under a defined benefit plan or a benefit plan accounted for or required to be accounted for as a defined benefit plan sponsored, maintained, contributed to or otherwise required to be accrued for or paid (including where the obligation to provide benefits on such basis arises in accordance with applicable Law) (i) by any of the Transferred Subsidiaries or (ii) with respect to Continuing Employees (the “DB Plans”), such Employment Related Liability shall be calculated by the Seller’s actuary, Xxxxxx Xxxxxx Xxxxxx, as of December 31, 2017 (or the most recent actuarial valuation available at the applicable Transfer Date), and shall be equal to the Accumulated Benefit Obligation (as defined under US GAAP ASC715) under the DB Plans less the fair market value of the DB Plans’ assets as of December 31, 2017 (or the most recent actuarial valuation available at the applicable Transfer Date). The Accumulated Benefit Obligation calculation shall be performed at the employee level and be based on any DB Plan participants with respect to which Buyer or any of its Affiliates retains or assumes Liability as a result of the transactions contemplated by this Agreement and shall be determined in accordance with the data, actuarial assumptions and methods used in the most recent ASC715 full actuarial valuation ...
Employment Related Liabilities. Section 2.5(g)
Employment Related Liabilities means all Liabilities, including litigation costs, which relate to an Employee, a Terminated Employee or their respective dependents and beneficiaries, in each case relating to, arising out of or resulting from employment by the Existing U S WEST Group or predecessor prior to the Separation Time, including Liabilities under Employee Benefit Plans and Employee Arrangements. Notwithstanding the preceding sentence, the following Liabilities are not Employment Related Liabilities:

Examples of Employment Related Liabilities in a sentence

  • Buyer shall give credit to Continuing Employees in Japan for their respective amounts of accrued paid days/time off under Parent’s or any of its Affiliates’ paid time off plan, and Buyer will be responsible for all of the obligations for accumulated amounts of such Continuing Employees under Parent’s or any of its Affiliates’ paid days/time off plan but without prejudice to the provisions in respect of Employment Related Liabilities under this Agreement.

  • The parties hereto further understand that along with the employment relationships of those German Business Employees, the applicable Asset Seller’s obligations arising from pension and similar commitments to such employees and existing on the Transfer Date will equally transfer to Buyer but without prejudice to the provisions in respect of Employment Related Liabilities under this Agreement.

  • The parties hereto further understand that along with the employment relationships of those German Business Employees, the applicable Asset Seller’s obligations arising from pension and similar commitments to such employees and existing on the Closing Date will equally transfer to Buyer but without prejudice to the provisions in respect of Employment Related Liabilities under this Agreement.

  • For purposes of determining whether the New U S WEST Group or Media Group is responsible for Liabilities involving or arising out of actions relating to more than one Employee or Terminated Employee, the portion of Employment Related Liabilities relating to any single Employee or Terminated Employee shall be in proportion to the total number of Employees and Terminated Employees to which the action relates, whether or not all such Employees or Terminated Employees submit claims.

  • To the extent the services of the French Business Employees are rendered as from the Closing Date, the Buyer or any of its affiliates shall take over all duties, rights, obligations and liabilities relating to the French Business Employees, as an employer but without prejudice to the provisions in respect of Employment Related Liabilities under this Agreement.


More Definitions of Employment Related Liabilities

Employment Related Liabilities means all Liabilities arising out of the Arena Operator’s or any other person’s (including, without limitation, any Revenue Contractor’s, contractors, or subcontractor’s) labor and employment-related activities (such as, by way of illustration, screening, testing, investigating, interviewing, hiring, training, supervising, discharging, and paying all personnel necessary to maintain and operate the Project, employment discrimination, wage & hour disputes, civil rights, unfair labor practices, OSHA and ADA compliance. For avoidance of doubt, Employment-Related Liabilities shall constitute Arena Operator-Indemnified Liabilities without regard to any fault, negligence, misconduct, action or inaction on the part of the Arena Operator.
Employment Related Liabilities means those liabilities related to the employees of the University due to applicable wage and hour laws, vacations, sick leave and other employee benefits.
Employment Related Liabilities means all Liabilities arising out of the Hotel Operator's or any other person’s (including, without limitation, any Revenue Contractor’s, contractors, or subcontractor’s) labor and employment-related activities (such as, by way of illustration, screening, testing, investigating, interviewing, hiring, training, supervising, discharging, and paying all personnel necessary to maintain and operate the Hotel, employment discrimination, wage & hour disputes, civil rights, unfair labor practices, OSHA and ADA compliance. For avoidance of doubt, Employment-Related Liabilities shall constitute Hotel
Employment Related Liabilities means wages, salaries, vacation or holiday pay and related premia, benefits or other payments due under an Employee Benefit Plan, worker’s compensation, and work expense reimbursements arising out of (or deemed to arise out of) the employment relationship between Parent or its Affiliates and the Business Employees prior to the applicable Transfer Date for such Business Employees (e.g., the Closing Date or any applicable Delayed Transfer Date) (including any relationships with any predecessor of Parent and its Affiliates and the Business Employees), but excluding the Netherlands Pension Liability; provided (a) such Employment Related Liability must constitute an out of pocket cost to Buyer or any of its Affiliates and(b) an amount shall not be considered an out of pocket cost to Buyer or its Affiliates to the extent funded and able to be discharged through a Parent Plan or a Subsidiary Plan, other than where the funds held by a third party provider to discharge such liability are not released or otherwise made available by the third party to satisfy such liability and Buyer or its Affiliate is liable to fund the liability directly; provided, further, that with respect to an Employment Related Liability that arises under a defined benefit plan or a benefit plan accounted for or required to be accounted for as a defined benefit plan sponsored, maintained, contributed to or otherwise required to be accrued for or paid (including where the obligation to provide benefits on such basis arises in accordance with applicable Law) (i) by any of the Transferred Subsidiaries or (ii) with respect to Continuing Employees (the “DB Plans”), such Employment Related Liability shall be calculated by the Seller’s actuary, Willis Towers Watson, as of December 31, 2017 (or the most recent actuarial valuation available at the applicable Transfer Date), and shall be equal to the Accumulated Benefit Obligation (as defined under US GAAP ASC715) under the DB Plans less the fair market value of the DB Plans’ assets as of December 31, 2017 (or the most recent actuarial valuation available at the applicable Transfer Date). The Accumulated Benefit Obligation calculation shall be performed at the employee level and be based on any DB Plan participants with respect to which Buyer or any of its Affiliates retains or assumes Liability as a result of the transactions contemplated by this Agreement and shall be determined in accordance with the data, actuarial assumptions and methods used in t...
Employment Related Liabilities means employee compensation/salaries, accrued commissions, accrued payroll taxes, accrued 401(k), other payroll withholding and accrued bonuses. For the avoidance of doubt, accrued vacation shall not be included within the meaning of the term Employment-Related Liabilities.
Employment Related Liabilities means wages, salaries, vacation or holiday pay and related premia, benefits or other payments due under an Employee Benefit Plan, worker’s compensation, and work expense reimbursements arising out of (or deemed to arise out of) the employment relationship between Parent or its Affiliates and the Business Employees prior to the applicable Transfer Date for such Business Employees (e.g., the Closing Date or any applicable Delayed Transfer Date) (including, any relationships with any predecessor of Parent and its Affiliates and the Business Employees); provided
Employment Related Liabilities means any liability or obligation relating to or arising out of the employment or the termination of employment by MAST or its Affiliates of any current employee or consultant of MAST or its Affiliates (including members of the Team), including any and all liabilities or obligations relating to wages, remuneration, compensation, carried interest, management or incentive fee participation, profit sharing, unreimbursed expenses, benefits, severance, pensions, sabbatical, vacation, personal days, floating holidays or other paid-time-off, working time related benefits, time savings accounts, end of career indemnities, social security and related costs.