Assumed Employment Liabilities definition

Assumed Employment Liabilities means any and all Liabilities related to the employment of Transferred Employees, whether arising before, on or after the Closing Date, of Seller, its Affiliates or any other Person for whose conduct Seller is or may be held responsible, to the extent resulting from or arising out of the hiring, employment or termination of employment of any Transferred Employees under any Law (including, without limitation, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1990, the Equal Pay Act, the Americans with Disabilities Act of 1990, the Fair Labor Standards Act, and the Worker Adjustment and Retraining Notification Act), policy, agreement, understanding or promise, written or oral, formal or informal, between Seller or its Affiliates and any Transferred Employee. Notwithstanding the foregoing, Assumed Employment Liabilities does not include the Liabilities excluded under Section 2.6(e).
Assumed Employment Liabilities means any liabilities arising out of the employment of the Transition Employees that are assumed by Purchaser pursuant to Section 5.19 hereof.
Assumed Employment Liabilities has the meaning set forth in the Employee Matters Agreement.

Examples of Assumed Employment Liabilities in a sentence

  • From and after the Closing, Sellers shall retain all liabilities of Sellers, other than the Assumed Employment Liabilities, arising under, resulting from or relating to the Seller Plans or Sellers' employment of or termination of the employees of the Business, accruing on or prior to the Closing, including, without limitation, all severance obligations and any liabilities relating to the Non-Compete Agreements.

  • All Liabilities assumed by the Purchaser Group pursuant to the Employee Matters Agreement, including the Assumed Employment Liabilities (as defined therein).


More Definitions of Assumed Employment Liabilities

Assumed Employment Liabilities shall have the meaning set forth in Section 8.4.
Assumed Employment Liabilities shall have the meaning set forth in Section 10.5. “Assumed Liabilities” shall have the meaning set forth in Section 2.5(b).
Assumed Employment Liabilities means, and is limited to, the Employment Liabilities with respect to the Transferred Employees for accrued vacation time that is accrued on the books and records of Seller as of the Closing Date for periods prior to the Closing Date and which has not been paid or satisfied by Seller by the Closing Date ("Accrued Vacation"), but, with respect to each Transferred Employee, not in excess of such Transferred Employee's Maximum Assumed Accrued Vacation (as defined below). For purposes of this definition, an individual Transferred Employee's "Maximum Assumed Accrued Vacation" is an amount equal to the lesser of (i) forty (40) hours of such Transferred Employee's Accrued Vacation or (ii) such Transferred Employee's actual Accrued Vacation as of the Closing Date.
Assumed Employment Liabilities means the following Liabilities of the Seller or any of its Affiliates which will be assumed by the Purchaser pursuant to the Acquisition Agreement:
Assumed Employment Liabilities of any Person means (i) all ------------------------------ obligations and liabilities of such Person or any of its subsidiaries in respect of the Stay Bonuses, (ii) all obligations and liabilities of such Person or any of its subsidiaries relating to the employment by the Company of any Selected Employee of such Person after the Closing Date and (iii) all obligations and liabilities of such Person or any of its subsidiaries relating to the termination of employment of any Selected Employee of such Person after the Closing Date.
Assumed Employment Liabilities has the meaning assigned to that term in Section 7.9(c) of this Agreement.
Assumed Employment Liabilities means all Liabilities (i) with respect to Transferred Employees that arise after the Closing Date or (ii) that are expressly assumed by Buyer pursuant to Article 8.