Xxxxxxx Controls Group Employees definition

Xxxxxxx Controls Group Employees has the meaning set forth in the Employee Matters Agreement.
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Xxxxxxx Controls Group Employees has the meaning set forth in the Employee Matters Agreement. “Xxxxxxx Controls Group Relief” means, without duplication, (i) any Relief of any member of the Xxxxxxx Controls Group as of immediately after the Distribution and (ii) any Relief generated by, or attributable or arising to, any member of the Xxxxxxx Controls Group in a Post-Distribution Period. “Xxxxxxx Controls Return” has the meaning set forth in Section 3.01(a). “Xxxxxxx Controls Separate Return” means any Separate Return of Xxxxxxx Con- trols or any member of the Xxxxxxx Controls Group. “Law” has the meaning set forth in the Separation and Distribution Agreement. “Loss” has the meaning set forth in Section 5.01(b). “Non-Recoverable Transaction Tax Return” has the meaning set forth in Section 3.01(a). “Non-Recoverable Transaction Taxes” has the meaning set forth in Section 2.03(a). “Notified Action” has the meaning set forth in Section 6.03(a). “Old Xxxxxxx Controls” means Xxxxxxx Controls, Inc., a Wisconsin corporation. “Old Xxxxxxx Controls Affiliated Group” has the meaning set forth in the defini- tion of “Old Xxxxxxx Controls Federal Consolidated Income Tax Return.” “Old Xxxxxxx Controls Federal Consolidated Income Tax Return” means any U.S. federal income Tax Return for the affiliated group (as that term is defined in Section 1504 of the Code and the regulations thereunder) of which Old Xxxxxxx Controls is the common parent (the “Old Xxxxxxx Controls Affiliated Group”). “Old Xxxxxxx Controls Internal Contribution” means the contribution of specified assets to an Old Xxxxxxx Controls Internal Controlled pursuant to the Separation and Distribution Agreement and the Separation Step Plan. “Old Xxxxxxx Controls Internal Controlled” means each of Recaro Automotive Mexico S. de X.X. de C.V., Ensamble de Interiors Automotrices S. de X.X. de C.V. and Xxxxxxx Controls Asia Holdings Co. Limited, and their respective successors. “Old Xxxxxxx Controls Internal Controlled Capital Stock” means, with respect to any Old Xxxxxxx Controls Internal Controlled, all classes or series of capital stock of such Old Xxxxxxx Controls Internal Controlled, including (i) any class of common stock, preferred stock
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Examples of Xxxxxxx Controls Group Employees in a sentence

  • The Xxxxxxx Controls Group shall be responsible for any and all Liabilities to, or relating to, Xxxxxxx Controls Group Employees and Former Xxxxxxx Controls Group Employees in respect of severance and unemployment compensation, regardless of whether the event giving rise to the Liability occurred before, at or after the Effective Time.

  • Xxxxxxx Controls shall retain all Liabilities under the Xxxxxxx Controls Retirement Restoration Plan for the Savings Supplemental Accounts of Xxxxxxx Controls Group Employees and Former Employees and for Liabilities under the Xxxxxxx Controls Retirement Restoration Plan for Savings Supplemental Accounts of Adient Group Employees that relate to deferrals prior to or as of the closing of the Merger.

  • From and after the Effective Time, (i) the Xxxxxxx Controls U.S. Savings Plan shall continue to be responsible for Liabilities in respect of Xxxxxxx Controls Group Employees and Former Employees with accounts under such plans, and (ii) no Adient Group Employees shall accrue any benefits under the Xxxxxxx Controls U.S. Savings Plan.

  • Xxxxxxx Controls shall retain all Liabilities under the Xxxxxxx Controls Retiree Welfare Plan for Xxxxxxx Controls Group Employees and Former Xxxxxxx Controls Group Employees.

  • Following the Effective Time, Xxxxxxx Controls shall be responsible for all income tax reporting in respect of Adjusted Xxxxxxx Controls Awards held by Xxxxxxx Controls Group Employees and Former Employees, and Adient shall be responsible for all income tax reporting in respect of Adjusted Xxxxxxx Controls Awards and Adient Awards held by Adient Group Employees.

  • Xxxxxxx Controls shall retain all Liabilities under the Xxxxxxx Controls Executive Deferred Compensation Plan for Xxxxxxx Controls Group Employees and Former Employees and all Liabilities under the Xxxxxxx Controls Executive Deferred Compensation Plan for Adient Group Employees that relate to deferrals prior to or as of the closing of the Merger.

  • With respect to claims for workers’ compensation in the U.S., (a) the Adient Group shall be responsible for claims in respect of Adient Group Employees and Former Adient Group Employees, whether occurring before, at, or after the Effective Time, and (b) the Xxxxxxx Controls Group shall be responsible for all claims in respect of Xxxxxxx Controls Group Employees and Former Xxxxxxx Controls Group Employees, whether occurring before, at, or after the Effective Time.

  • References to Xxxxxxx Controls Group Employees, Former Xxxxxxx Controls Group Employees, Adient Group Employees, Former Adient Group Employees, and non-employee directors of either Xxxxxxx Controls or Adient (including Transferred Directors), shall, where the context clearly contemplates, be deemed to refer to their beneficiaries, dependents, survivors, and alternate payees, as applicable.

Related to Xxxxxxx Controls Group Employees

  • Group health benefit plan means any health care plan, subscription contract, evidence of

  • Public employees retirement system means the retirement plan and program

  • Casual Employees are employed on an "on call" basis to cover absences due to sick leave, vacation, or other approved leaves, or to augment staff during peak periods or periods of staff shortage.

  • Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.

  • SpinCo Separate Return means any Tax Return of or including any member of the Spinco Group (including any consolidated, combined, or unitary return) that does not include any member of the Remainco Group.

  • Public employer means the State of Oregon, and the following political subdivisions:

  • the Employment, Skills and Enterprise Scheme means a scheme under section 17A (schemes for assisting persons to obtain employment: “work for your benefit” schemes etc.) of the Jobseekers Act 1995 known by that name and provided pursuant to arrangements made by the Secretary of State that is designed to assist claimants for job-seekers allowance to obtain employment, including self- employment, and which may include for any individual work-related activity (including work experience or job search);

  • SpinCo shall have the meaning set forth in the Preamble.

  • Child welfare services means social services including

  • Public employee means an individual holding a position by appointment or employment in the government of this state, in the government of 1 or more of the political subdivisions of this state, in the public school service, in a public or special district, in the service of an authority, commission, or board, or in any other branch of the public service, subject to the following exceptions:

  • Technical Employees means those employees having special and specific engineering, geological or other professional skills, and whose primary function in Joint Operations is the handling of specific operating conditions and problems for the benefit of the Joint Property.

  • Former Employees means Former Parent Group Employees and Former SpinCo Group Employees.

  • Welfare Plans shall have the meaning set forth in Section 3.2.4.

  • Multiple employer welfare arrangement means a multiple employer welfare arrangement

  • Health benefit plan means a policy, contract, certificate or agreement offered or issued by a health carrier to provide, deliver, arrange for, pay for or reimburse any of the costs of health care services.

  • RemainCo shall have the meaning set forth in the Preamble.

  • Key Employees means Xxxxx Xxxxxxx and Xxxxxxx Xxxxxxx.

  • Welfare Plan means a “welfare plan” as defined in Section 3(1) of ERISA.

  • SpinCo Employee has the meaning set forth in the Employee Matters Agreement.

  • SpinCo Group means (a) prior to the Effective Time, SpinCo and each Person that will be a Subsidiary of SpinCo as of immediately after the Effective Time, including the Transferred Entities, even if, prior to the Effective Time, such Person is not a Subsidiary of SpinCo; and (b) on and after the Effective Time, SpinCo and each Person that is a Subsidiary of SpinCo.

  • Parent Employee Plan means any plan, program, policy, practice, contract, agreement or other arrangement providing for compensation, severance, termination pay, performance awards, stock or stock-related awards, fringe benefits or other employee benefits or remuneration of any kind, whether written or unwritten or otherwise, funded or unfunded, including without limitation, each "EMPLOYEE BENEFIT PLAN," within the meaning of Section 3(3) of ERISA which is maintained, contributed to, or required to be contributed to, by Parent or any Affiliate for the benefit of any Parent Employee;

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Non-U.S. Benefit Plan has the meaning set forth in Section 3.20(a).

  • Transferred Employees has the meaning set forth in Section 6.4(a).

  • relevant employer means any company incorporated or registered under the Companies Act (Cap. 50) or any person registered under the Business Names Registration Act 2014;

  • Xxxx Group means collectively Xxxx Capital Fund V, L.P., Xxxx Capital Fund V-B, L.P., BCIP Associates, BCIP Trust Associates, L.P. and Xxxxxxxx Street Partners.