Continuity of Employees Sample Clauses

Continuity of Employees. The parties intend that there will be continuity of employment with respect to all of the Employees. It is agreed that prior to, or in connection with, the Closing, the Buyer shall take no action to cause the Seller or Manager to terminate the employment of any Employee, and neither the Seller nor the Manager shall be under any obligation to terminate any Employee prior to or on the Closing Date. It is further agreed that on or prior to the Closing Date, the Buyer shall offer employment at the Hotel (or cause its manager to continue employment of), commencing on the Closing Date to all Employees, including those on vacation, leave of absence, disability or layoff, on the same terms and conditions (including, without limitation, compensation, salary, employee benefits, job responsibility and descriptions, location, seniority and deemed length of service) as those provided to such employees by Manager on the day immediately preceding the Closing Date. Those Employees who accept the Buyer’s (or its manager’s) offer of employment and commence (or continue) employment with the Buyer (or its manager) on the Closing Date shall hereafter be referred to as “Transferred Employees.”
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Continuity of Employees. The parties intend that there will be continuity of employment with respect to all of the Employees. It is agreed that prior to, or in connection with, the Closing, Buyer shall take no action to cause Seller or Manager (or any of their respective Affiliates) to terminate the employment of any Employee, and neither Seller nor Manager (nor their Affiliates) shall be under any obligation to terminate any Employee prior to the Closing Date. It is further agreed that on or prior to the Closing Date, Seller shall cause Manager to terminate all Employees at the Hotel, and subject to the qualifications set forth in clauses (A) and (B) below, Buyer shall offer employment at the Hotel (or cause its manager to continue employment of) commencing on the Closing Date to all Employees, including those on vacation, leave of absence, disability or layoff, who were employed at the Hotel on the day immediately preceding the Closing Date, on substantially the same terms and conditions (including, without limitation, compensation, salary, employee benefits, job responsibility and descriptions, location, seniority and deemed length of service) as those provided to such Employees by Manager on the day immediately preceding the Closing Date; provided, however, Buyer shall have no obligation to offer employment to any (A) Employee who fails to satisfy customary and reasonable drug testing, background or immigration status investigations (“Investigations”) administered by a third party engaged by, but not affiliated with, Buyer or Buyer’s manager, or (B) Executive Employee. To the extent that Buyer does not intend to offer employment to one or more Employees on account of such Employee’s failure to satisfy the Investigations set forth in the foregoing clause (A), Buyer shall, on or prior to the date that is five (5) Business Days prior to the Closing Date, provide to Seller (i) the name of each such Employee and (ii) a written statement reasonably detailing such Employee’s failed investigation, together with any supporting documentation in Buyer’s possession or control. Those Employees who accept Buyer’s (or its manager’s) offer of employment and commence (or continue) employment with Buyer (or its manager) on the Closing Date shall hereafter be referred to as “Transferred Employees.”
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Continuity of Employees. The parties intend that the transactions contemplated herein will not, by themselves, result in any interruption of or other material adverse impact on the employment of the Employees through the Closing, and Seller and Buyer will take all reasonable steps in furtherance thereof. It is agreed that prior to and through the Closing, Buyer shall take no action to cause Seller or Manager (or any of their respective Affiliates) to terminate the employment of any Employee, and neither Seller nor Manager (nor their Affiliates) shall be under any obligation to terminate the employment of any Employee prior to or on the Closing Date except as consistent with the terms of Section 3.4(b) hereof. To the extent required by the Management Agreement, Buyer shall be liable for any amounts to which any Employee becomes entitled under any severance policy, plan, agreement, arrangement or program which exists or arises, or may be deemed to exist or arise, accruing and arising on or after the Closing Date, whether under Applicable Law or otherwise and the employer’s share of any employment taxes related thereto (including, but not limited to social security, Medicare, unemployment or other similar taxes or similar obligations). Bxxxx acknowledges and agrees that the employment of those Employees employed as of immediately prior to the Closing pursuant to the Management Agreement shall remain in effect through the Closing under such terms and conditions set forth in the Management Agreement (as the same may be amended or replaced upon or after the Closing as agreed between Buyer and Manager). Buyer’s obligations with respect to the terms and conditions of employment on or after Closing shall be determined in accordance with the Management Agreement.
Sample 1
Continuity of Employees. The parties intend that there will be continuity of employment with respect to all of the Employees. It is agreed that prior to, or in connection with, the Closing, the Buyer shall take no action to cause the Seller or Manager to terminate the employment of any Employee, and neither the Seller nor Manager shall be under any obligation to terminate any Employee prior to or on the Closing Date. It is further agreed that on or prior to the Closing Date, the Buyer shall offer employment at the Hotel (or cause its manager to continue employment of), commencing on the Closing Date to all Employees, including those on vacation, leave of absence, disability or layoff, who were employed at the Hotel on the day immediately preceding the Closing Date, on the same terms and conditions (including without limitation compensation, salary, employee benefits, job responsibility and descriptions, location, seniority and deemed length of service) as those provided to such employees by Manager on the day immediately preceding the Closing Date to the extent necessary to comply with the WARN Act. Those Employees who accept the Buyer’s (or its manager’s) offer of employment and commence (or continue) employment with the Buyer (or its manager) on the Closing Date shall hereafter be referred to as “Transferred Employees.”
Sample 1
Continuity of Employees. The parties intend that there will be continuity of employment with respect to all of the Employees because Manager will continue to manage the Property after the Closing Date. It is agreed that prior to, or in connection with, the Closing, Buyer shall take no action to cause Seller or Manager to terminate the employment of any Employee, and neither Seller nor Manager shall be under any obligation to terminate any Employee prior to or on the Closing Date.
Sample 1
Continuity of Employees. Buyer shall have made arrangements suitable to it for the employment by Buyer of sufficient of the Company's employees to continue the operation of the business of the Company without disruption thereto, and the Shareholders shall use their reasonable best efforts to assist the Buyer in this effort, and such employees shall have executed a Non-Disclosure and Non-Competition Agreement, substantially in the form of Exhibit E attached hereto.
Sample 1

Related to Continuity of Employees

  • Continuity of Employment This Option shall not be exercisable by the Grantee in any part unless at all times beginning with the date of grant and ending no more than three (3) months prior to the date of exercise, the Grantee has, except for military service leave, sick leave or other bona fide leave of absence (such as temporary employment by the United States Government) been in the continuous employ of the Company or a parent or subsidiary thereof, except that such period of three (3) months shall be one (1) year following any termination of the Grantee's employment by reason of his permanent and total disability.

  • Continuity of Services A. The Contractor recognizes that the service(s) to be performed under this Contract are vital to the State and must be continued without interruption and that, upon Contract expiration, a successor, either the State or another contractor, may continue them. The Contractor agrees to:

  • Termination of Employees Agent may in its discretion stop using any Retained Employee at any time during the Sale, subject to the conditions provided for herein. In the event that Agent desires to cease using any Retained Employee, Agent shall notify Merchant at least seven (7) days prior thereto, so that Merchant may coordinate the termination of such employee; provided, however, that, in the event that Agent determines to cease using an employee “for cause” (which shall consist of dishonesty, fraud or breach of employee duties), the seven (7) day notice period shall not apply, provided further, however, that Agent shall immediately notify Merchant of the basis for such “cause” so that Merchant can arrange for termination of such employee. From and after the date of this Agreement and until the Sale Termination Date, Merchant shall not transfer or dismiss Retained Employees except “for cause” without Agent’s prior consent. Notwithstanding the foregoing, Agent shall not have the right to terminate the actual employment of any Retained Employee, but rather may only cease using such employee in the Sale and paying any Expenses with respect to such employee.

  • Property of Employer Officer agrees that, upon the termination of Officer’s employment with Employer, Officer will immediately surrender to Employer all property, equipment, funds, lists, books, records and other materials of Employer or its controlled subsidiaries or affiliates in the possession of or provided to Officer, provided, however, Officer shall be entitled to retain individualized bound volumes of transaction documents in which Officer provided services.

  • Commencement of Employment 2.1 The Employment will start on 28 April 2003 (the “Commencement Date”). The Employment will continue until termination in accordance with the provisions of this agreement.

  • Non-Recruitment of Employees During the Restricted Period, Executive will not, directly or indirectly, solicit, recruit or induce any Employee to (i) terminate his or her employment relationship with the Company or any of its Subsidiaries or (ii) work for any other person or entity engaged in the Business.

  • Disability of Employee a. Employee shall be considered disabled if, due to illness or injury, either physical or mental, Employee is unable to perform Employee's customary duties as an employee of Company for more than thirty (30) days in the aggregate out of a period of twelve (12)

  • Compensation of Employees Compensate its employees for services rendered at an hourly rate at least equal to the minimum hourly rate prescribed by any applicable federal or state law or regulation.

  • Hiring of Employees Company and Shareholders shall cooperate with all requests made by Pentegra for the purpose of allowing Pentegra to hire those non-dentist employees of Company designated by Pentegra, such employment to be effective as of the Closing Date. Notwithstanding the above, Company and Shareholders shall remain liable under any Company Plans for any claims incurred by any employees or their spouses or dependents, and for all compensation, bonuses, benefits and other such items and other liabilities related to Company's employees incurred by Company prior to the Closing Date.

  • Contract of Employment 4.1 The employment status of Employees shall be as agreed between the Parties and recorded in writing.

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