Common use of Assignment and Transfer of Employees Clause in Contracts

Assignment and Transfer of Employees. Effective no later than immediately prior to the Operational Separation Date and except as otherwise required by applicable Law or agreed by the Parties, (i) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Spinco Group as of the Operational Separation Date (including any such individual who is not actively working as of the Operational Separation Date as a result of an illness, injury or approved leave of absence (or leave of absence otherwise taken in accordance with applicable Law) (collectively, the “Spinco Group Employees”)) is employed by a member of the Spinco Group as of the Operational Separation Date, and (ii) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Parent Group as of the Operational Separation Date (including any such individual who is not actively working as of the Operational Separation Date as a result of an illness, injury or approved leave of absence (or leave of absence otherwise taken in accordance with applicable Law)) and any other individual employed by the Parent Group as of the Operational Separation Date who is not a Spinco Group Employee (collectively, the “Parent Group Employees”) is employed by a member of the Parent Group as of the Operational Separation Date. Each of the Parties agrees to execute, and to seek to have the applicable Employees execute, such documentation, if any, as may be necessary to reflect such assignment and/or transfer.

Assignment and Transfer of Employees. Effective no later than immediately prior to the Operational Separation Date and except Except as otherwise required by applicable Law or agreed to by the Parties, (i) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Spinco SpinCo Group as of immediately after the Operational Separation Date Effective Time (including any such individual who is not actively working as of the Operational Separation Date Effective Time as a result of an illness, injury or an approved leave of absence (or leave of absence otherwise taken in accordance with applicable Lawabsence) (collectively, the “Spinco SpinCo Group Employees”)) is employed by a member of the Spinco SpinCo Group as of immediately prior to the Operational Separation DateEffective Time, and (ii) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Parent Group as of immediately after the Operational Separation Date Effective Time (including any such individual who is not actively working as of the Operational Separation Date Effective Time as a result of an illness, injury or an approved leave of absence (or leave of absence otherwise taken in accordance with applicable Law)absence) and any other individual employed by the Parent Group as of the Operational Separation Date Effective Time who is not a Spinco SpinCo Group Employee (collectively, the “Parent Group Employees”) is employed by a member of the Parent Group as of immediately prior to the Operational Separation DateEffective Time. Each of the Parties agrees to execute, and to seek to have the applicable Employees execute, such documentation, if any, as may be necessary to reflect such assignment and/or transfer.

Assignment and Transfer of Employees. Effective as of no later than immediately prior to the Operational Separation Date Effective Time and except as otherwise required by applicable Law or agreed by the Parties, (ia) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Spinco SpinCo Group as of immediately after the Operational Separation Date Effective Time (including any such individual who is not actively working as of the Operational Separation Date Effective Time as a result of an illness, injury or approved leave of absence (approved by the Parent Human Resources department or leave of absence otherwise taken in accordance with applicable Law, but excluding any individual on leave for long-term disability as of the Effective Time) (collectively, the “Spinco Group SpinCo Employees”)) is employed by a member of the Spinco SpinCo Group as of immediately after the Operational Separation Date, Effective Time and (iib) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Parent Group as of immediately after the Operational Separation Date Effective Time (including any such individual who is not actively working as of the Operational Separation Date Effective Time as a result of an illness, injury or approved leave of absence (approved by the Parent Human Resources department or leave of absence otherwise taken in accordance with applicable Law)Law and any individual on leave for long-term disability as of the Effective Time) and any other individual employed by the Parent Group as of the Operational Separation Date Effective Time who is not a Spinco Group SpinCo Employee (collectively, the “Parent Group Employees”) is employed by a member of the Parent Group as of immediately after the Operational Separation DateEffective Time. Each of the Parties agrees to execute, and to seek to have the applicable Employees execute, such documentation, if any, as may be necessary to reflect such assignment and/or transfer.

Assignment and Transfer of Employees. Effective no later than immediately prior to the Operational Separation Date and except as otherwise required by applicable Law or agreed by the Parties, (i) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Spinco UpstreamCo Group as of the Operational Separation Date (including any such individual who is not actively working as of the Operational Separation Date as a result of an illness, injury or approved leave of absence (or leave of absence otherwise taken in accordance with applicable Law) (collectively, the “Spinco UpstreamCo Group Employees”)) is employed by a member of the Spinco UpstreamCo Group as of the Operational Separation Date, and (ii) the applicable member of the Parent Group shall have taken such actions as are necessary to ensure that each individual who is intended to be an employee of the Parent Group as of the Operational Separation Date (including any such individual who is not actively working as of the Operational Separation Date as a result of an illness, injury or approved leave of absence (or leave of absence otherwise taken in accordance with applicable Law)) and any other individual employed by the Parent Group as of the Operational Separation Date who is not a Spinco an UpstreamCo Group Employee (collectively, the “Parent Group Employees”) is employed by a member of the Parent Group as of the Operational Separation Date. Each of the Parties agrees to execute, and to seek to have the applicable Employees execute, such documentation, if any, as may be necessary to reflect such assignment and/or transfer.