Common use of Certain Employee Agreements Clause in Contracts

Certain Employee Agreements. Subject to Section 7.9, Parent and the Surviving Company and its subsidiaries shall honor, without modification, all contracts, agreements, collective bargaining agreements and commitments of the parties which apply to any current or former employee or current or former director or trustee of the parties hereto; provided, however, that the foregoing shall not prevent Parent or the Surviving Company from enforcing such contracts, agreements, collective bargaining agreements and commitments in accordance with their terms, including, without limitation, any reserved right to amend, modify, suspend, revoke or terminate any such contract, agreement, collective bargaining agreement or commitment. It is the present intention of Parent and the Company that following the Effective Time, there will be no involuntary reductions in force at the Surviving Company or its subsidiaries, but that Parent, the Surviving Company and their respective subsidiaries will continue Parent's and the Company's present strategy of achieving workforce reductions through attrition; however, if any reductions in workforce in respect of employees of Parent and its subsidiaries, including the Surviving Company and its subsidiaries, become necessary, they shall be made on a fair and equitable basis, in light of the circumstances and the objectives to be achieved, giving consideration to previous work history, job experience, qualifications, and business needs without regard to whether employment prior to the Effective Time was with the Company or its subsidiaries or Parent or its subsidiaries, and any employees whose employment is terminated or jobs are eliminated by Parent, the Surviving Company or any of their respective subsidiaries shall be entitled to participate on a fair and equitable basis in the job opportunity and employment placement programs offered by Parent, the Surviving Company or any of their respective subsidiaries. Any workforce reductions carried out following the Effective Time by Parent or the Surviving Company and their respective subsidiaries shall be done in accordance with all applicable collective bargaining agreements, and all laws and regulations governing the employment relationship and termination thereof including, without limitation, the Worker Adjustment and Retraining Notification Act and regulations promulgated thereunder, and any comparable state or local law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Energy East Corp), Agreement and Plan of Merger (Berkshire Energy Resources)

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Certain Employee Agreements. Subject to Section 7.9, Parent shall assume all contracts, agreements and collective bargaining agreements of the Surviving Company and its subsidiaries shall honor, without modification, all contracts, agreements, collective bargaining agreements and commitments of the parties Subsidiaries which apply to any current or former employee or current or former director or trustee of the parties heretoCompany or any of its Subsidiaries; provided, however, that the foregoing shall not prevent Parent or the Surviving Company from enforcing such contracts, agreements, agreements and collective bargaining agreements and commitments in accordance with their terms, including, without limitation, any reserved right to amend, modify, suspend, revoke or terminate any such contract, agreement, agreement or collective bargaining agreement or commitmentagreement. It is the present intention of Parent and the Company that following the Effective Time, Time there will be no involuntary reductions in force at the Surviving Company or its subsidiariesSubsidiaries, but that Parent, the Surviving Company and their respective subsidiaries Parent will continue Parent's and the Company's present strategy of achieving achieve workforce reductions through attrition; however, if any Parent reserves the right to respond as it deems appropriate based on business conditions and regulatory environments. If reductions in workforce in respect of employees of Parent and its subsidiaries, including the Surviving Company and its subsidiaries, Subsidiaries become necessary, they shall be made on a fair and equitable basis, in light of the circumstances and the objectives to be achieved, giving consideration to previous work history, job experience, qualifications, and business needs without regard to whether employment prior to the Effective Time was with the Company or its subsidiaries or Parent or its subsidiariesneeds, and any employees whose employment is terminated or jobs are eliminated by Parent, the Surviving Company or any of their respective subsidiaries Parent shall be entitled to participate on a fair and equitable basis in the job opportunity and employment placement posting programs offered by Parent, the Surviving Company or any of their respective subsidiaries. Any workforce reductions carried out following the Effective Time by Parent or the Surviving Company and their respective subsidiaries shall be done in accordance with all applicable collective bargaining agreements, and all applicable laws and regulations governing the employment relationship and termination thereof including, without limitation, the Worker Adjustment and Retraining Notification Act and regulations promulgated thereunder, and any comparable state or local law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Valley Resources Inc /Ri/), Agreement and Plan of Merger (Southern Union Co)

Certain Employee Agreements. Subject to Section 7.97.10, Parent and the Surviving Company Corporation and its subsidiaries shall honor, without modification, all contracts, agreements, collective bargaining agreements and commitments of the parties which apply to any current or former employee or current or former director or trustee of the parties hereto; provided, however, that the foregoing shall not prevent Parent or the Surviving Company Corporation from enforcing such contracts, agreements, collective bargaining agreements and commitments in accordance with their terms, including, without limitation, any reserved right to amend, modify, suspend, revoke or terminate any such contract, agreement, collective bargaining agreement or commitment. It is the present intention of Parent and the Company that following the Effective Time, there will be no involuntary reductions in force at the Surviving Company Corporation or its subsidiaries, but that Parent, the Surviving Company Corporation and their respective subsidiaries will continue Parent's and the Company's present strategy of achieving workforce reductions through attrition; however, if any reductions in workforce in respect of employees of Parent and its subsidiaries, including the Surviving Company Corporation and its subsidiaries, become necessary, they shall be made on a fair and equitable basis, in light of the circumstances and the objectives to be achieved, giving consideration to previous work history, job experience, qualifications, and business needs without regard to whether employment prior to the Effective Time was with the Company or its subsidiaries or Parent or its subsidiaries, and any employees whose employment is terminated or jobs are eliminated by Parent, the Surviving Company Corporation or any of their respective subsidiaries shall be entitled to participate on a fair and equitable basis in the job opportunity and employment placement programs offered by Parent, the Surviving Company Corporation or any of their respective subsidiaries. Any workforce reductions carried out following the Effective Time by Parent or the Surviving Company Corporation and their respective subsidiaries shall be done in accordance with all applicable collective bargaining agreements, and all laws and regulations governing the employment relationship and termination thereof including, without limitation, the Worker Adjustment and Retraining Notification Act and regulations promulgated thereunder, and any comparable state or local law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CTG Resources Inc), Agreement and Plan of Merger (Energy East Corp)

Certain Employee Agreements. Subject to Section 7.97.10, Parent and the Surviving Company Corporation and its subsidiaries shall honor, without modification, all contracts, agreements, collective bargaining agreements and commitments of the parties prior to the date hereof which apply to any current or former employee or current or former director or trustee of the parties hereto; provided, however, that the foregoing shall not prevent Parent or the Surviving Company Corporation from enforcing such contracts, agreements, collective bargaining agreements and commitments in accordance with their terms, including, without limitation, any reserved right to amend, modify, suspend, revoke or terminate any such contract, agreement, collective bargaining agreement or commitment. It is the present intention of Parent and the Company that following the Effective Time, there will be no involuntary reductions in force at the Surviving Company or its subsidiariesCorporation, but that Parent, the Surviving Company Corporation and their respective subsidiaries will continue Parent's and the Company's present strategy of achieving workforce reductions through attrition; however, if any reductions in workforce in respect of employees of Parent and its subsidiaries, including the Surviving Company and its subsidiaries, become necessary, they shall be made on a fair and equitable basis, in light of the circumstances and the objectives to be achieved, giving consideration to previous work history, job experience, and qualifications, and business needs without regard to whether employment prior to the Effective Time was with the Company or its subsidiaries or Parent or its subsidiaries, and any employees whose employment is terminated or jobs are eliminated by Parent, the Surviving Company Corporation or any of their respective subsidiaries during such period shall be entitled to participate on a fair and equitable basis in the job opportunity and employment placement programs offered by Parent, the Surviving Company Corporation or any of their respective subsidiaries. Any workforce reductions carried out following the Effective Time by Parent or the Surviving Company Corporation and their respective subsidiaries shall be done in accordance with all applicable collective bargaining agreements, and all laws and regulations governing the employment relationship and termination thereof including, without limitation, the Worker Adjustment and Retraining Notification Act and regulations promulgated thereunder, and any comparable state or local law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Energy East Corp)

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Certain Employee Agreements. Subject to Section 7.97.10, Parent and the Surviving Company and its subsidiaries shall honor, without modification, all contracts, agreements, collective bargaining agreements and commitments of the parties prior to the date hereof which apply to any current or former employee or current or former director or trustee of the parties heretohereto and are disclosed in Section 4.10 of the Patriot Co. Disclosure Schedule; provided, however, that the foregoing shall this undertaking is not intended to prevent Parent or the Surviving Company from enforcing such contracts, agreements, collective bargaining agreements and commitments in accordance with their terms, including, without limitation, any reserved right to amend, modify, suspend, revoke or terminate any such contract, agreement, collective bargaining agreement or commitment. It is the present intention Subject to applicable collective bargaining agreements, for a period of Parent and the Company that three years following the Effective Time, there will be no involuntary reductions in force at the Surviving Company or its subsidiaries, but that Parent, the Surviving Company and their respective subsidiaries will continue Parent's and the Company's present strategy of achieving workforce reductions through attrition; however, if any reductions in workforce in respect of employees of Parent and its subsidiaries, including the Surviving Company and its subsidiaries, become necessary, they shall be made on a fair and equitable basis, in light of the circumstances and the objectives to be achieved, giving consideration to previous work history, job experience, and qualifications, and business needs without regard to whether employment em- ployment prior to the Effective Time was with the Company Patriot Co. or its subsidiaries or Parent or its subsidiaries, and any employees whose employment is terminated or jobs are eliminated by Parent, the Surviving Company or any of their respective its subsidiaries during such period shall be entitled to participate on a fair and equitable basis in the job opportunity and employment placement programs offered by Parent, the Surviving Company or any of their respective its subsidiaries. Any workforce reductions carried out following the Effective Time by Parent or the Surviving Company and their respective subsidiaries shall be done in accordance with all applicable collective bargaining agreements, and all laws and regulations governing the employment relationship and termination thereof including, without limitation, the Worker Adjustment and Retraining Notification Act and regulations promulgated thereunder, and any comparable state or local law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Essex County Gas Company)

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