Census. If the Committee is unable to reach agreement, the parties shall utilize the resolution procedures set forth in Charter Section A8.590-1 et. seq. In addition, the Committee may review other best practices by mutual agreement.
Census. The Borrowers, on a consolidated basis, shall not allow the Patient census for any period of four (4) consecutive weeks for the skilled nursing and hospital Facilities, when taken as a whole, to fall below eighty-seven percent (87%) of the number of licensed available beds in such Facilities taken as a whole (computed in a manner consistent with reporting practices existing on the date of this Agreement); provided that during the period from December 1st to January 1st of each year, the Borrowers shall not allow such census to fall below eighty-six percent (86%).
Census. Prior to the execution of the Merger Agreement, the Company provided to Parent a true and complete census (the “Employee Census”), as of the date provided, of all (i) employees of a SpinCo Group Member, (ii) employees of a Direct Sale Transferred Subsidiary, (iii) Automatically Transferring Tiger Employees, and (iv) Offer Employees, with each individual identified by name (where permitted by Applicable Law), employee identification number, employing entity, location, title and active or inactive status. The Company shall provide to Parent between ten (10) Business Days and fifteen (15) Business Days prior to the Distribution Date an updated version of the Employee Census, which shall be true and complete as of the date provided, and which shall (A) reflect employment terminations and new hires and transfers and (B) identify whether each individual is employed by a Tiger Group Member, is an Automatically Transferring Tiger Employee, or is an Offer Employee (separately identifying whether any such individual is in the Company Corporate Rotational Program). Prior to the Distribution Date the Company may only add individuals to the Employee Census (x) who are hired or transferred in the ordinary course of business consistent with past practice either (I) to replace individuals who were removed from the Employee Census due to employment terminations or (II) as manufacturing or production employees or (y) with the prior written consent of Parent (which consent shall not be unreasonably withheld, conditioned or delayed).
Census. The Company has delivered to Parent a list of all persons who are employees or independent contractors of the Company and performing services as of October 19, 2021, including any employee who is on a leave of absence of any nature, paid or unpaid, authorized or unauthorized, and sets forth for each such individual the following: (i) name; (ii) title or position (including whether full or part time); (iii) exempt or non-exempt status (for employees); (iv) hire date; (v) current base compensation rate for the time periods indicated thereon; and (vi) all commission, bonus or other incentive-based or contingent compensation or remuneration for the time periods indicated thereon. All compensation, including wages, commissions, and bonuses, payable to all employees or independent contractors of the Company for services performed on or prior to the date hereof have been paid or accrued in full. Except as set forth on Schedule 3.21(f), all employees of the Company are “employees at will” and their employment may be terminated for any lawful reason without more than fourteen (14) days’ notice.
Census. With respect to any twelve (12) month period during the Term, Borrower will not allow the average patient census for such 12-month period, on an aggregate basis at all facilities listed in SCHEDULE 4.15 attached hereto and made a part hereof, to fall below ninety percent (90%) of the overall patient occupancy rate at all facilities listed in SCHEDULE 4.15 as of the Closing Date.
Census. With respect to any twelve (12) month period during the Term, Borrower will not allow the average patient census for such 12-month period, for the nursing homes listed on SCHEDULE 4.15 when taken as a whole, to fall below ninety percent (90%) of the aggregate patient census of such nursing homes as of the Closing Date, as reflected on SCHEDULE 4.15