Active Business Employee means a Business Employee who, as of the date immediately prior to the Closing Date, (i) (A) actively performs work on behalf of Seller or (B) is not actively performing work on behalf of Seller due to vacation, holiday, illness or injury (other than an employee receiving workers’ compensation benefits or on an approved leave of absence, including FMLA or military leave), jury duty, or bereavement leave in accordance with applicable policies of Seller, or (ii) is covered by a Collective Bargaining Agreement. For the avoidance of doubt, any Business Employee who is a part-time employee will be considered an “Active Business Employee” and any Business Employee who was working under Seller’s Modified Duty Program and has returned to regular duty as of the date immediately prior to the Closing Date will be considered an “Active Business Employee”.
Active Business Employee means a Business Employee who, as of the date immediately prior to the Closing Date, (i) actively performs work on behalf of Seller or (ii) is not actively performing work on behalf of Seller due to vacation, holiday, illness or injury (other than an employee receiving workers’ compensation benefits or on an approved leave of absence, including FMLA or military leave), jury duty, or bereavement leave in accordance with applicable policies of Seller.
Active Business Employee means any Business Employee other than an Inactive Business Employee.
Examples of Active Business Employee in a sentence
Each Active Business Employee who accepts employment with Buyer shall become a Transferred Employee effective on the first day immediately following the Closing Date and shall terminate his or her employment with Seller as of the Closing Date.
Notwithstanding the foregoing, after the Assumed PTO for a Hired Employee is used by such Hired Employee, such Hired Active Business Employee will accrue paid time off and leave in accordance with the Purchaser PTO Policies as may be modified from time to time.
Except as set forth in Section 6.7 below with respect to COBRA, the Purchaser will have no severance or other obligations with respect to anyone who is/was an employee of a Seller on the day immediately preceding the Closing Date but who does not become a Hired Active Business Employee, either due to declining an offer of employment made by Purchaser or due to not receiving an offer of employment from Purchaser.
Each Active Business Employee who accepts employment with Buyer shall become a Transferred Employee effective on the Closing Date and shall terminate his or her employment with Seller as of the day immediately prior to the Closing Date.
Buyer shall assume and honor all vacation days accrued under the vacation policies of the Sellers, the Companies and the Subsidiaries but not yet taken by each transferring Active Business Employee as of the Closing Date.
More Definitions of Active Business Employee
Active Business Employee means a Business Employee who, as of the date immediately prior to the Closing Date, (i) actively performs work on behalf of CCBC United or (ii) is not actively performing work on behalf of CCBC United due to vacation, holiday, illness or injury (other than an employee receiving workers’ compensation benefits or on an approved leave of absence, including FMLA or military leave), jury duty, or bereavement leave in accordance with applicable policies of CCBC United. For the avoidance of doubt, any Business Employee who is a part-time employee will be considered an “Active Business Employee”.
Active Business Employee means a Business Employee who, as of the date immediately prior to the Closing Date, (i) (A) actively performs work on behalf of Seller or (B) is not actively performing work on behalf of Seller due to vacation, holiday, illness or injury (other than an employee receiving workers’ compensation benefits or on an approved leave of absence, including FMLA or military leave), jury duty, or bereavement leave in accordance with applicable policies of Seller, or (ii) is covered by the Collective Bargaining Agreement. For the avoidance of doubt, any Business Employee who is a part- time employee will be considered an “Active Business Employee” and any Business Employee who was working under Seller’s Modified Duty Program and has returned to regular duty as of the date immediately prior to the Closing Date will be considered an “Active Business Employee”.
Active Business Employee means a Business Employee who, as of the date immediately prior to the Closing Date, (i) actively performs work on behalf of CCR or (ii) is not actively performing work on behalf of CCR due to vacation, holiday, illness or injury (other than an employee receiving workers’ compensation benefits or on an approved leave of absence, including FMLA or military leave), jury duty, or bereavement leave in accordance with applicable policies of CCR. For the avoidance of doubt, any Business Employee who is a part-time employee will be considered an “Active Business Employee” and any Business Employee who was working under CCR’s Modified Duty Program and has returned to regular duty as of the date immediately prior to the Closing Date will be considered an “Active Business Employee”.
Active Business Employee means a Business Employee who, as of the date immediately prior to the Closing Date, (i) actively performs work on behalf of the CCBCC Parties or (ii) is not actively performing work on behalf of the CCBCC Parties due to vacation, holiday, illness or injury (other than an employee receiving workers’ compensation benefits or on an approved leave of absence, including FMLA or military leave), jury duty, or bereavement leave in accordance with applicable policies of the CCBCC Parties. For the avoidance of doubt, any Business Employee who is a part-time employee will be considered an “Active Business Employee”.
Active Business Employee means any Business Employee who, on the Closing Date, is actively employed by Seller or who is on short-term disability leave, authorized leave of absence, leave required by Applicable Law, military service or lay-off with recall rights as of the Closing Date (such inactive employees shall be offered employment by the Company as of the date they return to active employment), but shall exclude any other inactive or former employee including any Person who has been on long-term disability leave or unauthorized leave of absence or who has terminated his or her employment, retired or died on or before the Closing Date. For 12 months following the Closing Date, each such offer by the Company shall provide for (i) a base salary (or base wages) and annualized cash bonus opportunity, in the aggregate, no less favorable than the base salary (or base wages) and annualized cash bonus opportunity provided to such employee immediately prior to the Closing, and (ii) benefits that are substantially comparable in the aggregate to the benefits provided to such employee immediately prior to the Closing, other than equity compensation and severance arrangements (such offer, a “Qualifying Offer”). The Business Employees who accept and commence employment with the Company are hereinafter collectively referred to as the “Transferred Employees.” Seller will not take, and will cause each of its subsidiaries not to take, any action which would impede, hinder, interfere or otherwise compete with the Company’s effort to hire any Transferred Employees. The Company shall not assume responsibility for any Transferred Employee until such employee commences employment with the Company. Those active Business Employees who receive and reject such offer of employment, and all current or former directors, independent contractors, and all other employees of Seller and its Subsidiaries, other than Business Employees, are referred to herein as “Excluded Employees.”
Active Business Employee means each Business Employee who is not inactive as of the Closing Date by reason of sickness, disability or medical leave, military leave or other permitted leave of absence.
Active Business Employee has the meaning set forth in Section 9.01(a). “Affiliate” means, with respect to any specified Person, any other Person that, at the time of determination (including, for the avoidance of doubt, any future Affiliate of any Person that would be considered an “Affiliate” under this definition as of the applicable time of determination), directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such specified Person. For purposes of this definition, “control” means, with respect to any Person, the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise and, for the avoidance of doubt, after the Closing (a) none of Seller or any of its Affiliates shall be deemed an Affiliate of any Transferred Entity and (b) Buyer shall be deemed an Affiliate of each of the Transferred Entities. “Agreement” means this Stock and Asset Purchase Agreement, dated as of January 8, 2024, between the Seller and the Buyer, including the Disclosure Letter, the Schedules, the Annexes and the Exhibits attached hereto, and all amendments to this agreement made in accordance with Section 14.08. “Ancillary Agreements” means the Bill of Sale, the Intellectual Property Assignment Agreement, the Transition Services Agreement, the Vendor Loan Note Instrument, the Equalisation Deed, the Local Transfer Agreements and any other agreements, instruments or documents required to be delivered at or in connection with the Closing or any Deferred India Closing, in each case, including all exhibits, schedules and annexes thereto. “Antitrust Laws” means any Laws applicable to the Buyer, any Selling Party or any Transferred Entity under any applicable jurisdiction that are designed to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade, including, if applicable, the HSR Act. “Asset Sellers” means the Affiliates of the Seller listed on Annex C. “Assumed Employee Plan” means each Employee Plan (i) sponsored or maintained by any Transferred Entity as of the Closing Date, (ii) that the Buyer or any of its Affiliates has explicitly agreed to assume or retain pursuant to Article IX, or (iii) that the Buyer or any of its Affiliates is required to assume, contribute to or retain under applicable Law or any applicable collective bargaining agreement. “Assumed Foreign Employee Plan” means each Ass...