Compliance with WARN. Purchaser agrees to provide or cause to be provided any required notice under WARN, and otherwise to comply with WARN with respect to any “plant closing” or “mass layoff” or similar event affecting Transferred Employees and occurring on or after the Closing Date. Purchaser agrees to, and shall cause its Affiliates to, indemnify and hold harmless Seller Parent and the Retained Subsidiaries from and against any and all Losses which Seller Parent and the Retained Subsidiaries may incur in connection with any Action or claim of violation brought against Seller Parent and any of the Retained Subsidiaries under WARN (including with respect to any “plant closing” or “mass layoff”), which relate, in whole or in part, to actions taken by Purchaser or any of its Affiliates following the Closing with regard to any site of employment of the Conveyed Subsidiaries (or their Subsidiaries) or the Purchased Assets or any of their respective operating units within any site where a Transferred Employee is located. On or as soon as reasonably practicable following the Closing Date, Seller Parent shall provide, by termination date and work location, the name or employee identification number of each employee or former employee of Seller Parent or its Affiliates and the Conveyed Subsidiaries who has suffered an “employment loss” under WARN at any site of employment where a Business Employee is located within the ninety (90) days immediately preceding the Closing Date.
Compliance with WARN. With respect to the Transferred Employees, Buyer will timely give all notices required to be given under, and will otherwise comply with, WARN and other similar Laws of any jurisdiction relating to any plant closing or mass layoff or as otherwise required by such Laws. For this purpose, Buyer shall be deemed to have caused a plant closing or mass layoff if the plant closing or mass layoff would not have occurred but for Buyer’s failure to employ the Transferred Employees in accordance with the terms of this Agreement. Buyer shall indemnify and hold Sellers harmless from all losses, claims and liabilities arising out of any real or alleged violation of WARN or any similar Law based on Buyer’s failure to offer employment to, hire or retain any Transferred Employees.
Compliance with WARN. Prior to the Closing Date, no Seller will effectuate a "plant closing" or "mass layoff," as those terms are defined in WARN, affecting any of Sellers' employees and requiring a notice to employees pursuant to WARN, without notification to Purchaser in advance.
Compliance with WARN. With respect to the Employees, the Buyer will have full responsibility under the Worker Adjustment and Retraining Notification Act of 1988, as amended, and any other similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff. For these purposes, a plant closing or a mass layoff will be deemed to have been caused by the Buyer if such plant closing or mass layoff would not have occurred but for the Buyer's failure to employ the Employees in accordance with the terms of this Agreement and/or the Buyer's failure to employ Employees thereafter.
Compliance with WARN. With respect to the Transferred Business Employees, Buyer shall have full responsibility under the WARN Act relating to any plant closing or mass layoff occurring after the Closing Date, subject to Sellers’ obligation to provide Buyer at or prior to the Closing with an accurate list of layoffs, by location, during the ninety (90) day period immediately prior to the Closing.
Compliance with WARN. With respect to all employment losses experienced by the Acquired Employees and all other persons employed by the Buyer which take place on or after the Closing, the Buyer will have full responsibility and all liability under the Worker Adjustment and Retraining Notification Act of 1988 (“WARN”) and all other statutes, ordinances and regulations of any jurisdiction which impose advance notice or other requirements concerning any such employment losses. In the event that any such employment losses are deemed to cause a plant closing, mass layoff or other event requiring advance notice or other actions by the Seller and/or its Affiliates under WARN or other statutes, ordinances or regulations of any jurisdiction (a “Triggering Event”), then the Buyer will have full responsibility and all liability arising from any such Triggering Event. For purposes of this Section 8.4, a Triggering Event will be deemed to have been caused by such employment losses if the Triggering Event would not have occurred but for the employment losses which take place upon or after the Closing, and “employment loss” has the same meaning as defined in WARN and includes any other employment action giving rise to notice or other obligations under other statutes, ordinances and regulations of any jurisdiction.
Compliance with WARN. Purchaser shall cause the Companies or the applicable Subsidiaries to, with respect to the Employees, timely give all notices required to be given under WARN or other similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff occurring on or after the Closing Date.
Compliance with WARN. At least 15 Business Days prior to the Closing Date, GTS shall issue notices as required by WARN to all employees who have not been identified by CIT USA as receiving an offer of employment. GTS shall be liable to all Non-Hired GTS Employees and Purchaser shall be liable to all GTS Hired Employees for termination by Purchaser subsequent to the Closing with regard to WARN or similar statutes or regulations of any jurisdiction relating to any plant closing or mass layoff.
Compliance with WARN. JWS shall give all notices, if any, -------------------- required by the Worker Adjustment and Retraining Notification Act of 1988.
Compliance with WARN. Seller shall be responsible for all liabilities and obligations (including providing any notice required) pursuant to WARN and any other similar state or foreign law applicable to any layoff or plant closing relating to the Business that occurs on or prior to the Closing. Buyer shall be responsible for all liabilities and obligations (including providing any notice requirement) pursuant to WARN and any other similar state or foreign law with respect to events that occur following and as a result of the Closing or with respect to events relating to the Business that occur after the Closing. Buyer shall not take any action after the Closing that would cause any termination of employment of any employees by Seller that occurred before the Closing to constitute a “plant closing” or “mass layoff” under WARN or any similar state or foreign law, or to create any liability to Seller for any employment terminations under applicable Law.
