Applicable Transfer Time definition

Applicable Transfer Time means, (a) with respect to a Continuing Employee who is either (i) an ▇▇▇▇▇▇▇ Offer Business Employee, (ii) an Aspen Offer Employee, (iii) an ▇▇▇▇▇▇▇ Contributed Subsidiary Business Employee, (iv) an Automatic Transfer Echo Business Employee or (v) an Aspen Employee, the Effective Time, (b) with respect to a Continuing Employee who is a Deferred Transfer Business Employee, in the case (i) the Deferred Transfer Business Employee’s jurisdiction of employment is Malaysia, the effective time of the Deferred Malaysia Closing, (ii) the Deferred Transfer Business Employee’s jurisdiction of employment is Saudi Arabia, the effective time of the Deferred Saudi Closing, (iii) the Deferred Transfer Business Employee’s jurisdiction of employment is Bahrain, the effective time of the Deferred Bahrain Closing, and (iv) the Deferred Transfer Business Employee’s jurisdiction of employment is Abu Dhabi, the effective time of the Deferred Abu Dhabi Closing and (c) with respect to a Continuing Employee who is a Deferred TSA Automatic Transfer Business Employee or a Deferred TSA Non-Automatic Transfer Business Employee, the date such employee ceases to provide services pursuant to the Transition Services Agreement.

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Applicable Transfer Time means, in the case of (i) a TSA Employee or Philippines Employee, 11:59:59 p.m. on the relevant TSA Termination Date and (ii) any other Transferred Employee, the Effective Time.

Applicable Transfer Time means, in the case of (i) a TSA Employee, 11:59:59 p.m. on the relevant TSA Termination Date and (ii) any other Transferred Employee, the Effective Time.

Examples of Applicable Transfer Time in a sentence

Benefits in respect of all welfare plan claims incurred by Transferred Employees at or after the Applicable Transfer Time shall be provided by Buyer and its Affiliates.
Each of ▇▇▇▇▇▇▇, Aspen and Newco intend that the Automatic Transfer Regulations will apply to the employment of each of the Automatic Transfer Echo Business Employees and the Deferred TSA Automatic Transfer Business Employees and the transfer of each such Automatic Transfer Echo Business Employee’s or such Deferred TSA Automatic Transfer Business Employee’s employment contract from ▇▇▇▇▇▇▇ and its applicable Subsidiaries to Newco and its Subsidiaries, effective as of the Applicable Transfer Time.
On or promptly following the Applicable Transfer Time, but in any event no later than five (5) Business Days after the Applicable Transfer Time, Newco shall implement the retention program for the Continuing Echo Business Employees set forth on Section 8.19(a) of the ▇▇▇▇▇▇▇ Disclosure Schedule (including by making all applicable grants thereunder).
Effective as of immediately prior to the Applicable Transfer Time (or such later time as may be required by Applicable Law), ▇▇▇▇▇▇▇ shall, or shall cause its applicable Subsidiary to, terminate the employment of any ▇▇▇▇▇▇▇ Offer Business Employee, any Deferred Transfer Business Employee or any Deferred TSA Non-Automatic Transfer Business Employee, as applicable, who does not accept an offer of employment from Newco or its applicable Subsidiary (or, if applicable, Aspen or its applicable Subsidiary).
For the avoidance of doubt, Buyer shall credit each Transferred Employee with all paid time off accrued and unused by such Transferred Employee through the Applicable Transfer Time, provided that, to the extent required by Applicable Law, all paid time off accrued and unused by such Transferred Employee through the Applicable Transfer Time shall be paid By Buyer to the Transferred Employee.

More Definitions of Applicable Transfer Time

Applicable Transfer Time means, in the case of (i) a TSA Employee, 11:59:59 p.m. on the relevant TSA Termination Date and (ii) any other Transferred Employee, the relevant Effective Time; provided that for a TSA Employee or other Transferred Employee (other than a Purchased Subsidiary Business Employee) who is on short- or long-term disability on the relevant TSA Termination Date (for TSA Employees) or at the relevant Effective Time (for such other Transferred Employees) the “Applicable Transfer Time” shall be the earlier of (x) the date required by Applicable Law or (y) date that such employee returns to employment; provided that such return to employment occurs no later than the end of the Relevant Period (or, if later, the date required by Applicable Law or any applicable collective bargaining agreement or works council agreement).

Applicable Transfer Time means, (a) with respect to a Continuing Employee who is either (i) an Emerson Offer Business Employee, (ii) an Aspen Offer Employee, (iii) an Emerson Contributed Subsidiary Business Employee, (iv) an Automatic Transfer Echo Business Employee or (v) an Aspen Employee, the Effective Time, (b) with respect to a Continuing Employee who is a Deferred Transfer Business Employee, in the case (i) the Deferred Transfer Business Employee’s jurisdiction of employment is Malaysia, the effective time of the Deferred Malaysia Closing, (ii) the Deferred Transfer Business Employee’s jurisdiction of employment is Saudi Arabia, the effective time of the Deferred Saudi Closing, (iii) the Deferred Transfer Business Employee’s jurisdiction of employment is Bahrain, the effective time of the Deferred Bahrain Closing, and (iv) the Deferred Transfer Business Employee’s jurisdiction of employment is Abu Dhabi, the effective time of the Deferred Abu Dhabi Closing and (c) with respect to a Continuing Employee who is a Deferred TSA Automatic Transfer Business Employee or a Deferred TSA Non-Automatic Transfer Business Employee, the date such employee ceases to provide services pursuant to the Transition Services Agreement.

Applicable Transfer Time means (a) the Closing Date or (b) with respect to any Delayed Transfer Employees, the date such Acquired Business Employee’s employment transfers to the Purchaser or its Affiliate (including an Acquired Subsidiary).

Applicable Transfer Time means, in the case of any Transferred US Business Employee, Active Canadian Business Employee or Inactive Canadian Business Employee, who becomes a Transferred Employee, the time such employee becomes an employee of Buyer or its designated Affiliate pursuant to Section 7.4(a) or Section 7.4(b), as applicable.

Applicable Transfer Time means (a) with respect to a Transferred Employee that is any of (i) an Offer Business Employee (other than an Inactive US Business Employee), (ii) a Purchased Subsidiary Business Employee or (iii) an Automatic Transfer Business Employee, the Effective Time, (b) with respect to an Inactive US Business Employee, the date on which such Inactive US Business Employee commences employment with Buyer or its applicable Affiliate following his or her return to active employment with Seller or any Retained Subsidiary following the Effective Time (subject to the requirements of Section 7.4), (c) with respect to a Non-Automatic Transfer TSA Employee, the date on which such Non-Automatic Transfer TSA Employee commences employment with Buyer or its applicable Affiliate following the Effective Time (subject to the requirements of Section 7.4) and (d) with respect to an Automatic Transfer TSA Employee, 11:59:59 pm (local time) on the applicable TSA Termination Date.

Applicable Transfer Time means, (a) with respect to an Employee of Trimble who is a Business Employee other than any Brazil Employee, the Effective Time and (b) with respect to any Brazil Employee, the effective time of the Deferred Brazil Closing. “Beneficial Ownership Certification” means a certification regarding beneficial ownership as required by the Beneficial Ownership Regulation. “Beneficial Ownership Regulation” means 31 C.F.R. § 1010.230. “Brazil Business” means the Business to the extent conducted within Brazil as conducted through Trimble Brazil on or prior to the Deferred Brazil Closing Date. “Brazil Employees” means those Business Employees who are employees of Trimble Brazil and are primarily engaged in the Brazil Business and registered under the OneAg division BA as well as those employees of Trimble Brazil listed on Schedule 1.1-TBE. “Business” means the products and services (including development, design, manufacture, sale, processing, testing, packaging, labeling, handling, distribution, marketing, promotion, commercialization, support and servicing of products, software and services) comprising ▇▇▇▇▇▇▇’▇ Agriculture business (including the provision of GNSS, guidance and autonomy Technology related to such activities), as such business is conducted by Trimble and its Subsidiaries immediately prior to the Closing.