Employment Transfer definition

Employment Transfer shall have the meaning set forth in section 4.06(b)(i) of this Agreement.
Employment Transfer shall have the meaning set forth in section 4.06(b)(i) of this Agreement. Section 1.77 “Employment Transfer Facility” shall have the meaning set forth in section 4.06(b)(i) of this Agreement. Section 1.78 “Encumbrance” shall mean: (i) with respect to the equity interests in the joint venture companies, any voting trust, shareholder agreement, proxy or other similar restriction; and (ii) with respect to any property or asset (including capital stock or other equity interests) any lien, charge, claim, pledge, security interest, conditional sale agreement or other title retention agreement, lease, mortgage, security interest, option or other encumbrance (including the filing of, or agreement to give, any financing statement under the Uniform Commercial Code of any jurisdiction or a similar law relating to security interests in and over personal property). Section 1.79 “Environmental Matters Agreement” shall have the meaning ascribed to such term in section 5.01(a)(i) of this Agreement. Section 1.80 “Excess Interiors Proceeds” shall mean an amount equal to (a) the Initial Sale Proceeds or Adjusted Sale Proceeds, as applicable, in connection with the sale of the Global Interiors & Closures Business, less (b) the lesser of (i) $91 million and (ii) the Net Working Capital associated with the Global Interiors & Closures Business as of the Closing Date (to the extent included as part of the sale), and less (c) any Unrecovered Separation Costs; provided, however, that in no event shall the Excess Interiors Proceeds be less than zero. MRA-9

Examples of Employment Transfer in a sentence

  • Immediately following the applicable Employment Transfer Date, Purchaser shall, or shall cause its Affiliates to, provide a cash retention award to each Transferred Business Employee who held Seller equity compensation awards that were forfeited pursuant to the terms of the applicable Benefit Plans in an amount equal to the fair market value of the portion of such Seller equity compensation awards so forfeited.

  • Such cash retention award shall vest on the same terms and subject to the same conditions as applied to the forfeited Seller equity compensation award immediately prior to the applicable Employment Transfer Date.

  • Effective as of the applicable Employment Transfer Date, the Liability in respect of bonus awards allocable to Transferred Business Employees in respect of the fiscal year in which the applicable Employment Transfer Date occurs under any Benefit Plan that is an annual bonus plan shall be assumed by Purchaser based on the accrual for such Transferred Business Employees as shown on the books and records of Seller Entities as of immediately prior to the applicable Employment Transfer Date.

  • As soon as practicable after the applicable Employment Transfer Date, and in any event within ten (10) Business Days after the amount of the Transferred FSA Balances is determined, Seller shall pay Purchaser the net aggregate amount of the Transferred FSA Balances, if such amount is positive, and Purchaser shall pay Seller the net aggregate amount of the Transferred FSA Balances, if such amount is negative.

  • Buyer will be responsible for providing COBRA coverage to or with respect to any New Employee who incurs a "qualifying event" after the Employment Transfer Date.

  • Each New Employee shall be eligible for coverage as of the later of the Closing Date or the date on which he or she becomes a New Employee (the "Employment Transfer Date") under any medical, dental, vision, prescription drug, life insurance and other welfare benefit plans (within the meaning of section 3(1) of ERISA) maintained by Buyer for its employees ("Buyer's Welfare Plans").

  • The Willtek Group, at its sole cost and expense, shall undertake and assume responsibility for transmitting or delivering the Employment Transfer Letter in the manner prescribed by applicable Law to each of the German Business Employees and other EU Business Employees (the Parties’ respective obligations pursuant to this Section 5.8(c) being referred to as the “Employment Transfer Notice Obligations”).

  • Following the consummation of a Business Transaction or Employment Transfer pursuant to this section 4.06(c)(iii), GM and Delphi shall cooperate and provide each other appropriate documentation evidencing such transaction.

  • Employment, Transfer and Termination.....................................

  • Except as expressly provided herein, (i) each Radio Employee shall have ceased participation in all CBS Benefit Plans as of no later than such employee’s Employment Transfer Date, and (ii) each member of the Radio Group shall have ceased to be a participating company (to the extent applicable) in any CBS Benefit Plan as of no later than the Benefits Transition Date.

Related to Employment Transfer

  • Document Transfer Event As defined in the Pooling and Servicing Agreement.

  • Nonqualifying Termination means a termination of the Executive’s employment (1) by the Company for Cause, (2) by the Executive for any reason other than a Good Reason, (3) as a result of the Executive’s death or (4) by the Company due to the Executive’s absence from his duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Executive’s incapacity due to physical or mental illness.

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

  • Subsequent Transfer Agreement A Subsequent Transfer Agreement substantially in the form of Exhibit Q hereto, executed and delivered by and among the Depositor, DLJMC and the Trustee and acknowledged by the Servicers, as provided in Section 2.01 hereof.

  • Employment Tax means any Tax the liability or responsibility for which is allocated pursuant to the Employee Matters Agreement.

  • 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.

  • Post-Event Transferee shall have the meaning set forth in Section 7(e) hereof.

  • Payment Transaction means an act, initiated by the payer or on his behalf or by the payee, of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the payer and the payee;

  • Subsequent Transfer Instrument: Each Subsequent Transfer Instrument, dated as of a Subsequent Transfer Date, executed by the Trustee and the Depositor substantially in the form attached hereto as Exhibit I, by which Subsequent Loans are transferred to the Trust Fund.

  • Good Reason Termination means a termination of employment or service initiated by the Participant upon or after a Change of Control upon one or more of the following events:

  • Employment Agreement means any employment, severance, retention, termination, indemnification, change in control or similar agreement between the Company or any of its Subsidiaries, on the one hand, and any current or former employee of the Company or any of its Subsidiaries, on the other hand.

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

  • 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.

  • Good Reason means:

  • 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.

  • 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;

  • Employment Law means any provision of this Act or any of the following Acts:

  • 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.

  • Severance Agreement means the Amended and Restated Key Executive Severance Agreement, dated as of the date hereof, between the parties, as it may be amended from time to time, that provides for certain benefits related to termination of the Executive’s employment that are unrelated to a Change of Control.

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

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

  • 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.

  • Change in Control means the occurrence of any of the following events:

  • 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.

  • 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.

  • Termination Upon a Change in Control means a termination of Officer’s employment with Corporation within 12 months following a “Change in Control” that constitutes a Termination Other Than For Cause described in Section 2.1(b).