Transferred Employees Clause Samples
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Transferred Employees. Effective as of the Closing Date, Purchaser or one of its Affiliates shall make an offer of employment to each Applicable Employee. Notwithstanding anything herein to the contrary and except as provided in an individual employment Contract with any Applicable Employee or as required by the terms of an Assumed Plan, offers of employment to Applicable Employees whose employment rights are subject to the UAW Collective Bargaining Agreement as of the Closing Date, shall be made in accordance with the applicable terms and conditions of the UAW Collective Bargaining Agreement and Purchaser’s obligations under the Labor Management Relations Act of 1974, as amended. Each offer of employment to an Applicable Employee who is not covered by the UAW Collective Bargaining Agreement shall provide, until at least the first anniversary of the Closing Date, for (i) base salary or hourly wage rates initially at least equal to such Applicable Employee’s base salary or hourly wage rate in effect as of immediately prior to the Closing Date and (ii) employee pension and welfare benefits, Contracts and arrangements that are not less favorable in the aggregate than those listed on Section 4.10 of the Sellers’ Disclosure Schedule, but not including any Retained Plan, equity or equity-based compensation plans or any Benefit Plan that does not comply in all respects with TARP. For the avoidance of doubt, each Applicable Employee on layoff status, leave status or with recall rights as of the Closing Date, shall continue in such status and/or retain such rights after Closing in the Ordinary Course of Business. Each Applicable Employee who accepts employment with Purchaser or one of its Affiliates and commences working for Purchaser or one of its Affiliates shall become a “Transferred Employee.” To the extent such offer of employment by Purchaser or its Affiliates is not accepted, Sellers shall, as soon as practicable following the Closing Date, terminate the employment of all such Applicable Employees. Nothing in this Section 6.17(a) shall prohibit Purchaser or any of its Affiliates from terminating the employment of any Transferred Employee after the Closing Date, subject to the terms and conditions of the UAW Collective Bargaining Agreement. It is understood that the intent of this Section 6.17(a) is to provide a seamless transition from Sellers to Purchaser of any Applicable Employee subject to the UAW Collective Bargaining Agreement. Except for Applicable Employees with non- stand...
Transferred Employees. (a) At least five (5) days prior to (i) the Closing Date with respect to those Stores or Distribution Centers subject to Assumed Real Property Leases to be assigned to the Buyer on the Closing Date or (ii) the expected assignment date with respect to those Stores and Distribution Centers subject to Assumed Real Property Leases to be assigned to the Buyer after the Closing Date in accordance with Section 1.4, the Buyer shall deliver, in writing individually or generally, an offer of employment commencing on the Closing Date or assignment date, as applicable, and contingent upon the Closing or such assignment, on an at-will basis (except to the extent otherwise expressly agreed in a writing signed by the Buyer and such employee), to substantially all of the employees who remain employed by the Seller Group and are employed at the applicable Store or Distribution Center. In addition, the Buyer may deliver such offers of employment to other employees of the Seller Group, including employees employed at the Headquarters Building, at the sole discretion of the Buyer. Offers of employment extended by the Buyer to non-managerial employees in accordance with this Section 7.6(a) shall be for positions with job duties substantially similar to the job duties of the position that the employees held immediately prior to the Closing Date and on at least the same terms and conditions with respect to base salary or hourly wages as those in effect immediately prior to the Closing Date. The Buyer shall extend an offer of employment to employees normally employed at the Stores and Distribution Centers subject to Assumed Real Property Leases who are on an approved leave of absence for workers compensation, disability, military, family illness or parental leave as of the Closing Date or applicable assignment date to at least the same extent, if any, as such employees would be entitled to reemployment under either Applicable Law or the Seller Group’s policies and procedures in existence immediately prior to the Closing Date. The individuals who accept offers of employment extended by the Buyer pursuant to this Section 7.6(a) are hereinafter referred to as the “Transferred Employees.”
(b) The Buyer shall assume and be responsible for the payment of (i) all wages due to the Transferred Employees accrued since the last regular payroll date prior to the Closing Date or assignment date, as applicable, (ii) all amounts due to the Transferred Employees (or to service providers for bene...
Transferred Employees. Contingent upon the full cooperation and compliance in the execution and delivery of all forms and authorizations that are part of the Purchaser’s hiring process, the Purchaser will offer employment to each Business Employee, except as provided in Sections 6.10(a)(i) and (ii). Business Employees who accept such offers are, as of the Closing Date, referred to herein as the “Transferred Employees.” The Purchaser shall provide each Transferred Employee with wages and/or salaries and benefits that are reasonably comparable in the aggregate to those provided to such employees by the Sellers. For purposes of vacation, the Purchaser shall credit each Transferred Employee with his or her past service with the Sellers as credited under the vacation programs of the Sellers immediately prior to the Closing Date.
(i) The Purchaser shall not be required to offer employment to Business Employees who are receiving long-term disability benefits pursuant to a Seller Benefit Plan from either Seller or any of their Affiliates as of the date hereof.
(ii) The Purchaser shall not be required to offer employment to Business Employees who, between the date hereof and the Closing Date, begin to receive long-term disability benefits pursuant to a Seller Benefit Plan from either Seller or any of their Affiliates, except for any Business Employee who, at the time they began to receive such long-term disability benefits from either Seller or any of their Affiliates, was represented by any of the following unions under any of the CBAs with the Sellers: the Technical Control Union (the “TCU”), the United Brotherhood of Boilermakers, Iron Shipbuilders, Blacksmiths Forgers and Helpers (the “Boilermakers”), or the United Brotherhood of Carpenters and Joiners of America Carpenters (the “Carpenters”). For any Business Employee who (A) at the time he or she began to receive such long-term disability benefits from either Seller or any of their Affiliates, was represented by the TCU, the Boilermakers or the ▇▇▇▇▇▇▇▇▇▇ ▇▇der any of the CBAs with the Sellers, and (B) receives a medical release to return to work satisfactory to the Purchaser which, in the Purchaser’s reasonable discretion, substantiates the ability of such Business Employee to perform the functions of such Business Employee’s job immediately before the event that gave rise to the receipt of such long term disability benefits from either Seller or any of their Affiliates, within 12 months of the date on which such Business Employee...
Transferred Employees. Purchaser covenants to Seller, and Seller covenants to Purchaser where applicable, that it will do or cause the following to occur:
(a) Prior to the Closing Date, Purchaser shall offer employment beginning as of the close of business on the Closing Date to all of the Employees (except as provided in Section 8.3(c) above), including Employees on short term disability or other temporary leave of absence at the time of such offer, but not Employees on long term disability leave at the time of such offer, upon terms and conditions described in Sections 9.6(b) and 9.6(c) and subject to the Closing. The position offered by Purchaser to each Employee must be a Comparable Job. To the extent an offer of employment is made and accepted, all Employees shall be terminated by Seller and such Transferred Employees shall become employees-at-will of Purchaser at the base salary, vacation, sick, personal and other paid time off as determined by Purchaser according to Purchaser’s employment policies. Seller shall be responsible for the filing of Forms W-2 with the IRS and all required filings with state tax authorities with respect to wages and benefits paid to each such employee for all periods ending on or prior to the Closing Date.
(b) Prior to Closing, Seller shall be responsible for and pay all salary, compensation and employee benefits (including, without limitation, vacation, sick, personal and other paid time off) and all payroll taxes in connection therewith, for the Employees that was accrued, owed or earned for all periods on or prior to the Closing Date. Purchaser shall be responsible for and pay all salary, compensation and employee benefits (including, without limitation, vacation, sick, personal and other paid time off), and all payroll taxes in connection therewith, for the Transferred Employees that is accrued, owed or earned under Purchaser’s policies and practices for all periods after the Closing Date.
(c) Purchaser shall provide each Transferred Employee with the following:
(i) Immediately following the Closing, each Transferred Employee will be eligible to participate in any qualified profit sharing plan/40l(k) plan or plans of Purchaser or its Affiliates, based on each plan’s eligibility criteria as of the close of business on the Closing Date and shall be credited with the period of years of service recognized under Seller’s 401(k) plan in determining eligibility to participate, vesting and level of matching contributions in such plan or plans;
(ii) ...
Transferred Employees. Employees who transfer from MSG Networks to Spinco between the Distribution Date and the Service Crediting Date will not be eligible for an immediate distribution of their account balance from the MSG Holdings, L.P. Excess Cash Balance Plan, MSG Holdings, L.P. Excess Retirement Plan or the MSG Holdings, L.P. Excess 401(k) Savings Plan; instead, subject to compliance with any applicable requirements of Section 409A of the Code, any such account balance shall be transferred to the Spinco Excess Cash Balance Plan, Spinco Excess Retirement Plan or the Spinco Excess 401(k) Savings Plan on the date of transfer, and MSG Networks shall pay Spinco an amount equal to the vested account balance as of the transfer date within 30 days of such transfer date. Employees who transfer from Spinco to MSG Networks between the Distribution Date and the Service Crediting Date will not be eligible for an immediate distribution of their account balance from the Spinco Excess Cash Balance Plan, Spinco Excess Retirement Plan or the Spinco Excess 401(k) Savings Plan; instead, subject to compliance with any applicable requirements of Section 409A of the Code, any such account balance shall be transferred to the MSG Holdings, L.P. Excess Cash Balance Plan, MSG Holdings, L.P. Excess Retirement Plan or the MSG Holdings, L.P. Excess 401(k) Savings Plan on the date of transfer, and Spinco shall pay MSG Networks an amount equal to the vested account balance as of the transfer date within 30 days of such transfer date.
Transferred Employees. (a) Section 9.03 of the Disclosure Schedule sets forth a complete list of the Employees that Buyer has requested transfer to the employment of Buyer (the “Transferred Employees”). All Transferred Employees shall become full time employees of Buyer at 12:01 a.m. on the day immediately following the Closing Date upon completion of Buyer's on-boarding process, unless specified otherwise in Section 9.03 of the Disclosure Schedule. Those Business Employees who are not listed in Section 9.03 of the Disclosure Schedule shall not be considered Transferred Employees for any purpose under this Agreement.
(b) Each Transferred Employee may be fingerprinted and/or drug tested by Buyer in accordance with Buyer’s employment practices and procedures. Each Transferred Employee shall be employed in a position with similar compensation, duties and responsibilities to those in effect with such Employee's position with the Seller prior to the Closing Date and with the comparable hours of work to other similarly situated employees of the Buyer. Additionally, the annual base salary terms of such offers shall comply with Section 9.04.
(c) Buyer shall have sole responsibility for any activity in connection with advising Employees to whom it offers employment of the details of such employment and answering any questions relating thereto and any subsequent communications relating to the interviewing and hiring by Buyer of the Employees.
(d) As of the Closing Date, the Transferred Employees shall cease active participation in each benefit plan of the Seller, and no additional benefits shall be accrued thereunder for such employees. Seller shall cause any retirement plan assets to be transferred to Buyer.
Transferred Employees. (this applies to employees transferring within the bargaining unit or transferring into or out of a bargaining unit position) name, social security number, date of job transfer, position the employee is transferring from and into, new hire information for those employees new to the bargaining unit.
Transferred Employees. Employees who change jobs through transfers will be placed at the greater of entry for the new job or the rate that maintains his/her current rate of pay, as it does not exceed the six-year increment rate for the job title and band of the new job.
Transferred Employees. (a) Upon consummation of the Closing hereunder, Buyer shall offer employment to each of the employees of the Stations, who are actively employed as of the Closing Date by the Sellers, at a comparable salary, position and place of employment as held by each such employee immediately prior to the Closing Date, and Buyer shall adopt employee benefit plans, policies and arrangements covering such employees substantially similar to the Benefit Plans of Sellers in effect as of the date hereof. Buyer shall also offer employment to each employee of the Station who is temporarily absent from active employment on the Closing Date upon termination of such temporary absence provided such employee is able to perform the essential functions of the position such employee held prior to such absence and any such employee shall be treated as a "Transferred Employee" (as defined herein) from and after the Closing Date.
(b) To the extent such employees accept employment with Buyer (collectively, "Transferred Employees"), such Transferred Employees will be included in Buyer's employee benefit plans and will be subject to Buyer's employment policies, as generally applicable to Buyer's employees who are similarly situated. Buyer agrees that Transferred Employees shall be credited under all of Buyer's applicable employee benefit plans covering such employees with their service at any of the Jupiter/Smit▇ ▇▇▇tions for purposes of determining any period of eligibility to participate or to vest in benefits to the same extent such service was counted under the Benefit Plans of Sellers. Buyer agrees that during the ninety (90) day period immediately following the Closing Date Buyer shall not (i) terminate any Transferred Employee except for termination for good cause, or (ii) adversely change the terms of any Transferred Employee's employment; provided, however, thereafter, subject to applicable laws, Buyer shall have the right, at any time thereafter, to dismiss any or all Transferred Employees at any time thereafter, with or without cause, and to change the terms and conditions of their employment (including compensation and employee benefit plans, policies or arrangements, provided to them).
Transferred Employees. Transferred employees who take another position within the unit shall have a trial period of fifteen (15) days. The trial period may be extended not to exceed an additional five (5) days.
a) Employees who move into another position will have the opportunity within fifteen (15) workdays to return to their previous position providing that position has not been eliminated.
b) The employer may return the employee to their previous position with cause any time during the trial period.
c) During the trial period the employer may consider the former assignment as a temporary position, or a substitute position.
d) Employees may take voluntary layoff if they choose to leave their position. When a vacancy occurs within the classification, active classification members will get first priority, then, classification employees by seniority on layoff. They will be on the recall list by seniority one (1) year. R-15