Post-Closing Employee Obligations definition

Post-Closing Employee Obligations means all obligations and liabilities, actual or contingent, with respect to Buyer Employees arising from the employment relationship with Buyer, any Affiliate of Buyer or New Manager to employ such Buyer Employees and accruing from and after the Closing, including any and all obligations or liabilities: (i) for Compensation; (ii) for claims or penalties under applicable laws governing employer/employee relations (including the National Labor Relations Act and other labor relations laws, wages, hours and employment standards laws, fair employment practices and anti-
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Post-Closing Employee Obligations means all obligations and liabilities, actual or contingent, with respect to Buyer Employees arising from the employment relationship with Buyer, any Affiliate of Buyer or New Manager to employ such Buyer Employees and accruing from and after the Closing, including any and all obligations or liabilities: (i) for Compensation; (ii) for claims or penalties under applicable laws governing employer/employee relations (including the National Labor Relations Act and other labor relations laws, wages, hours and employment standards laws, fair employment practices and anti-discrimination laws, the Employee Retirement Income Security Act, the Multi-Employer Pension Plan Amendments Act, and the Consolidated Omnibus Budget Reconciliation Act of 1985); and (iii) for any other obligations and liabilities allocated to Buyer pursuant to this Agreement.
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Post-Closing Employee Obligations has the meaning provided in Section 8.4.3.
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Examples of Post-Closing Employee Obligations in a sentence

  • Purchaser shall indemnify, defend and hold the Seller Indemnitees, and each of them, harmless from and against any and all losses, damages, liabilities, taxes and sanctions arising from or relating to (a) any violation (or alleged violation) by Purchaser of any law governing employment matters with respect to Employees occurring on or after the Closing Date, and (b) any claims asserted by any Employees or Existing Manager based upon any Post-Closing Employee Obligations.


More Definitions of Post-Closing Employee Obligations

Post-Closing Employee Obligations means all obligations and liabilities, actual or contingent, with respect to Purchaser Employees arising from the employment relationship with Purchaser, any Affiliate of Purchaser or † Management Company from and after the Closing, including any and all obligations or liabilities: (i) for wages, salaries, accrued vacation, medical insurance, fringe benefits, and payroll taxes; (ii) for workers' compensation claims based on any real or alleged occurrence; (iii) for benefits and employer contributions to Employee Benefit Plans; and (iv) for claims or penalties under applicable laws governing employer/employee relations (including the National Labor Relations Act and other labor relations laws, wages, hours and employment standards laws, fair employment practices and anti-discrimination laws, the WARN Act, the State WARN Act, and any other similar state or local regulations, ERISA and COBRA). The term Post-Closing Employee Obligations expressly excludes any and all statutory or contractual successorship liabilities in connection with any Employee Benefit Plan of any Seller or any Affiliate of Seller other than † Management Company.
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Related to Post-Closing Employee Obligations

  • Employee Obligations means all wages, bonuses, vacation pay, sick time, pension payments, overtime pay, change of control payments, severance pay and any other termination or severance obligations and any other compensation or obligation which may be due by statute, contract or Law relating to the employment of the Employees.

  • Seller Benefit Plans has the meaning set forth in Section 4.10(a).

  • Purchaser Benefit Plans has the meaning set forth in Section 8.7(d).

  • Buyer Benefit Plans has the meaning set forth in Section 6.10(f).

  • Other Benefit Obligations means all obligations, arrangements, or customary practices, whether or not legally enforceable, to provide benefits, other than salary, as compensation for services rendered, to present or former directors, employees, or agents, other than obligations, arrangements, and practices that are Plans. Other Benefit Obligations include consulting agreements under which the compensation paid does not depend upon the amount of service rendered, sabbatical policies, severance payment policies, and fringe benefits within the meaning of IRC Section 132.

  • Seller Benefit Plan means each Employee Benefit Plan sponsored, maintained or contributed to by a Seller or any of its Affiliates or with respect to which a Seller or any of its Affiliates has, or could reasonably be expected to have, any direct or indirect Liability.

  • Transaction Bonuses means any transaction bonuses payable by the Sellers or their Affiliates on or after the Closing to the Transferred Employees.

  • Transferred Employee has the meaning set forth in Section 6.01(a).

  • Canadian Benefit Plans means all material employee benefit plans of any nature or kind whatsoever that are not Canadian Pension Plans and are maintained or contributed to by any Credit Party having employees in Canada.

  • Employment Liabilities means all claims, demands, actions, proceedings, damages, compensation, tribunal awards, fines, costs (including but not limited to reasonable legal costs), expenses and all other liabilities whatsoever;

  • Continuing Employee has the meaning set forth in Section 6.7(a).

  • Foreign Benefit Arrangement any employee benefit arrangement mandated by non-US law that is maintained or contributed to by any Group Member or any ERISA Affiliate.

  • Accrued Liabilities shall include a pro rata contribution to each Employee Benefit Plan or with respect to each such obligation or arrangement for that portion of a plan year or other applicable period which commences prior to, and ends after, the Closing Date, and Accrued Liabilities for any portion of a plan year or other applicable period shall be determined by multiplying the liability for the entire such year or period by a fraction, the numerator of which is the number of days preceding the Closing Date in such year or period and the denominator of which is the number of days in such year or period, as the case may be.

  • Seller Employee Plan means any plan, program, policy, practice, Contract or other arrangement providing for compensation, severance, termination pay, deferred compensation, performance awards, stock or stock-related awards, fringe benefits or other employee benefits or remuneration of any kind, whether written, unwritten or otherwise, funded or unfunded, including each “employee benefit plan,” within the meaning of Section 3(3) of ERISA (whether or not ERISA is applicable to such plan), that is or has been maintained, contributed to, or required to be contributed to, by the Seller or any Seller Affiliate for the benefit of any Seller Employee, or with respect to which the Seller or any Seller Affiliate has or may have any liability or obligation, except such definition shall not include any Seller Employee Agreement.

  • Newly hired employee or “New Hire” means any employee, whether permanent, full-time, or part-time, hired by the Office and who is still employed as of the date of new employee orientation. It also includes all employees who are or have been previously employed by the Office and whose current position has placed them in the bargaining unit represented by CSEA. For those latter employees, for purposes of this article only, the “date of hire” is the date upon which the employees’ employment status changed as such that the employee was placed in the CSEA unit.

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.

  • Employee Liabilities means all claims, actions, proceedings, orders, demands, complaints, investigations (save for any claims for personal injury which are covered by insurance) and any award, compensation, damages, tribunal awards, fine, loss, order, penalty, disbursement, payment made by way of settlement and costs, expenses and legal costs reasonably incurred in connection with a claim or investigation including in relation to the following: redundancy payments including contractual or enhanced redundancy costs, termination costs and notice payments; unfair, wrongful or constructive dismissal compensation; compensation for discrimination on grounds of sex, race, disability, age, religion or belief, gender reassignment, marriage or civil partnership, pregnancy and maternity or sexual orientation or claims for equal pay; compensation for less favourable treatment of part-time workers or fixed term employees; outstanding debts and unlawful deduction of wages including any PAYE and National Insurance Contributions in relation to payments made by the Customer or the Replacement Supplier to a Transferring Supplier Employee which would have been payable by the Supplier or the Sub-Contractor if such payment should have been made prior to the Service Transfer Date; claims whether in tort, contract or statute or otherwise; any investigation by the Equality and Human Rights Commission or other enforcement, regulatory or supervisory body and of implementing any requirements which may arise from such investigation;

  • Business Employee means any individual employed by Seller in or in connection with the Business.

  • Transferred Employees has the meaning set forth in Section 6.4(a).

  • Accrued Obligations are (i) Executive’s accrued but unpaid salary through the date of termination, (ii) any unreimbursed business expenses incurred by Executive payable in accordance with the Company’s standard expense reimbursement policies, and (iii) benefits owed to Executive under any qualified retirement plan or health and welfare benefit plan in which Executive was a participant in accordance with applicable law and the provisions of such plan.

  • Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).

  • Parent Benefit Plans has the meaning set forth in Section 5.07(b).

  • Final Closing Indebtedness has the meaning set forth in Section 3.3(b).

  • Retained Obligations shall have the meaning set forth in Section 2.6.

  • Ongoing employee means an employee who has been employed for at least one complete standard measurement period.

  • Continuing care retirement community means a residential