Examples of Assumed Vacation in a sentence
The Purchase Price shall be reduced by the aggregate dollar value of the Assumed Vacation Liabilities, and Purchaser’s assumption of the Assumed Vacation Liabilities shall be contingent upon such Purchase Price reduction being provided to Purchaser.
Seller shall indemnify the Purchaser Indemnified Parties against, be liable to the Purchaser Indemnified Parties for and hold each Purchaser Indemnified Party harmless from, any and all Losses incurred or suffered by each Purchaser Indemnified Party relating to (a) the Seller’s and its Affiliates’ employment or termination of the Transferred Employees, or (b) except for the Assumed Vacation Liabilities, all Liabilities and obligations in respect of Seller Benefit Plans.
Except for the Assumed Vacation Liabilities, Seller or its designated Affiliate shall retain all assets and Liabilities related to the Seller Benefit Plans whether incurred before, on or after the applicable Hiring Dates of the Transferred Employees, and neither Purchaser nor any of its Affiliates shall have any Liability with respect thereto.
Not fewer than five Business Days prior to the anticipated Closing Date, Seller shall deliver to Purchaser a statement setting forth Seller’s good faith estimates of the Closing Payment, the Closing Reimbursement Payment and the Assumed Vacation Liabilities (the “ Estimated Statement”), which shall be accompanied with reasonable supporting documentation for such calculations.
Within forty five (45) days following the Closing Date, Purchaser shall prepare and deliver to Seller a statement (the “ Final Statement”) setting forth Purchaser’s determination of the Closing Payment, the Closing Reimbursement Payment and the Assumed Vacation Liabilities.
Except to the extent otherwise required by applicable Law, Purchaser shall assume (and Seller shall be relieved of) all Liabilities for all accrued but unused vacation benefits of the Transferred Employees (the “ Assumed Vacation Liabilities”), which, for each such Transferred Employee, shall be identified by Seller in the form of Schedule 5.4(a) and included as part of the Estimated Statement delivered pursuant to Section 2.3(c).
Within forty five (45) days following the Closing Date, Purchaser shall prepare and deliver to Seller a statement (the “Final S tatement”) setting forth Purchaser’s determination of the Closing Payment, the Closing Reimbursement Payment and the Assumed Vacation Liabilities.
Not fewer than five Business Days prior to the anticipated Closing Date, Seller shall deliver to Purchaser a statement setting forth Seller’s good faith estimates of the Closing Payment, the Closing Reimbursement Payment and the Assumed Vacation Liabilities (the “Estimated S tatement”), which shall be accompanied with reasonable supporting documentation for such calculations.
Buyer has no obligation whatsoever to employ any such employees or to pay any benefits which any employee has or claims to have by virtue of an employment relationship with Seller, other than the Assumed Vacation Day Pay Obligations.
As of the Closing, Dow shall be relieved of all Assumed Vacation Liabilities, except to the extent otherwise required by applicable Law.