Former Business Employee definition

Former Business Employee means any individual formerly employed at any time prior to Closing by Seller or any of its Subsidiaries in connection with the operation of the Business.

Former Business Employee means an employee of Seller Parent or its Affiliates who both (A) performed services on behalf of or to the Business as of immediately prior to his or her termination of employment, and (B) would have been considered a Business Employee if his or her employment had not terminated prior to the Closing. The term “Former Business Employee” when followed by “(U.S.)” means a Former Business Employee who was employed in the United States and when followed by “(non-U.S.)” means a Former Business Employee who was employed outside the United States.

Former Business Employee means any individual who had at any time provided services in respect of the SpinCo Business or the SpinCo Assets, but (i) as of the Interim Transfer Date, is no longer actively employed by Parent or any Subsidiary or (ii) is employed by Parent or a Subsidiary, but as of the day immediately prior to the Interim Transfer Date no longer qualified as a Business Employee (and does not otherwise thereafter again become a Business Employee prior to the Effective Time).

Examples of Former Business Employee in a sentence

• Upon any such reinstatement, such Former Business Employee shall become a Transferred Employee, SpinCo shall have the obligations in respect of such Former Business Employee that it has to Transferred Employees generally and Parent and SpinCo shall in good faith take such actions as shall be necessary or appropriate to implement the provisions of this Section 2.3(b) and of the Agreement with regard to such newly characterized Transferred Employee.

• Section 4.10(c) of the Seller Disclosure Letter sets forth, as of the Closing Date, a list of each Former Business Employee who has been terminated involuntarily within the ninety (90) day period prior to the Closing Date, together with such Former Business Employee’s work location.

• No current or former employee of Seller or any of its Affiliates, nor any Business Employee, Former Business Employee or Transferred Employee, including any beneficiary or dependent thereof, or any other Person not a party to this Agreement, shall be entitled to assert any claim against Purchaser, Seller or any of their respective Affiliates under this Article VI.

• Any Former Business Employee who has experienced a qualifying event under the U.S. Consolidated Omnibus Budget Reconciliation Act of 1985, as codified at Section 601 et seq.

• Parent will retain any Parent Liabilities under the Parent Welfare Plans to provide COBRA coverage to any Former Business Employee and any of his or her eligible dependents who incurred a qualifying event under COBRA at or prior to the Interim Transfer Date and who is still eligible to receive such continuing coverage as of or after the Interim Transfer Date.

More Definitions of Former Business Employee

Former Business Employee means any individual who, as of immediately prior to the Closing Date is a former employee of any Seller Business Group Member and who, upon his or her last termination of employment with any Seller Business Group Member, was employed by an Acquired Company or spent more than seventy percent (70%) of his or her working time for Seller and its Subsidiaries on the Business, as evidenced by the records of a Seller Business Group Member.

Former Business Employee means any individual formerly employed at any time prior to Closing by Seller or any of its Subsidiaries and whose employment therewith was primarily related to the Business.

Former Business Employee means all individuals (including common law employees, independent contractors and individual consultants and whether full-time or part-time) who at any time prior to the date hereof have been, but are no longer as of the date hereof, a Business Employee.

Former Business Employee means any Business Employee who has ceased to be an employee of the Transferred Business prior to the Closing or who is not a Transferred Business Employee.

Former Business Employee means each former employee of the Partnership or its Affiliates who, at the time his or her employment with the Partnership or its Affiliates last terminated, was primarily employed in the Business or primarily dedicated to supporting the Business, excluding, in each case, each individual listed on Section 1.1(a)(ii) of the Partnership Disclosure Schedules.

Former Business Employee means each (a) former employee of a Transferred Entity who separated from employment from such Transferred Entity prior to the Closing and is not an Excluded Parent Employee and (b) former employee of Parent or any of its Affiliates (other than the Transferred Entities) who separated from employment with Parent or its applicable Affiliate prior to the Closing and was primarily dedicated to the Business as of immediately prior to his or her separation from employment.

Former Business Employee means (a) each former employee of an Acquired Entity who separated from employment with such Acquired Entity prior to the Closing, and (b) each former employee of any Seller or any of their Affiliates (other than an Acquired Entity) who separated from employment with any such Seller or Affiliate prior to the Closing and was primarily dedicated to the Business as of immediately prior to his or her separation from employment; and provided further that any Former Business Employee who was employed at grade 15 or above within the period beginning on January 1, 2020 and ending on the Signing Date, is listed on Section 1.1(FBE) of the Seller Disclosure Schedule. If requested by Buyer within twenty (20) Business Days following the Signing Date, Sellers shall provide an updated version of Section 1.1(FBE) of the Seller Disclosure Schedule within twenty (20) Business Days following such request, listing (i) any Former Business Employee who was employed at grade 14 or above within the three (3) year period prior to the Signing Date and (ii) each Former Business Employee for whom there exists any unpaid severance or non-qualified retirement benefit or deferred compensation plan obligation or Liability under any Acquired Entity Plan or workers’ compensation policy, along with a description of each such obligation or Liability.