Employees; Benefits Sample Clauses

Employees; Benefits. (a) From and after the Effective Time, Parent shall provide Company Continuing Employees with health and welfare benefits providing coverage and benefits that are either (i) the same as provided pursuant to the employee health and welfare benefit plans maintained by Company as of the date hereof or (ii) pursuant to employee health and welfare benefit plans that are no less favorable than those provided to employees of Parent in positions comparable to positions held by Company Continuing Employees. For the avoidance of doubt, nothing in the Agreement shall limit the ability of Parent or the surviving entity in the Mergers to amend or terminate any Company Employee Plan, Company Foreign Plan, or Parent employee benefit plan, program, policy, or arrangement in accordance with their terms and applicable law at any time after the Effective Time. The provisions contained in this Section 6.3(a) are included for the sole benefit of the respective parties hereto and shall not create any right in any other Person, including, without limitation, any current or former Company Associates, any participant in any Company Employee Plan or Company Foreign Plan, or any beneficiary thereof or any right to continued employment with Parent or the surviving entity in the Mergers, nor shall require Parent to provide, continue, or amend any particular employee benefits after the consummation of the Contemplated Transactions for any current or former Company Associate. (b) With respect to any Parent Plans in which Company Associates become eligible to participate after the Effective Time, each participating Company Associate’s service with Acquired Corporations (as well as service with any predecessor employer, to the extent service with the predecessor employer is recognized for purposes of the applicable Company Employee Plan or Company Foreign Plan) or any Company Affiliate shall be treated as service with Parent or any of its Affiliates for all purposes, including determining eligibility to participate, level of benefits, vesting, and benefit accruals; provided, however, that, except as expressly provided in Section 6.3(e), such service need not be recognized for purposes of benefit accrual under any “defined benefit plan” as defined in Section 3(35) of ERISA, for purposes of determination of any severance payments or obligations, or to any extent that such recognition would result in a duplication of benefits. (c) With respect to any Parent Plans that are “employee welfare b...

Employees; Benefits. Employee shall be entitled to all benefits to which other Executive Vice Presidents are entitled, on terms comparable thereto, which may be maintained by the Company for the benefit of its executives. The Company reserves the right to alter and amend the benefits received by Employee from time to time at the Company’s discretion.

Employees; Benefits. (a) Schedule 3.15(a) sets forth a list of the name, age, position, rate of compensation and any incentive compensation arrangements, bonuses or commissions or fringe or other benefits, of each of the Garland Business Employees. (b) As of the date hereof, there are no claims, disputes, charges, actions, grievances or disciplinary actions pending or, to the knowledge of the Seller, threatened, by or between the Seller and any employee of the Garland Business Employees. (c) The most recent written employee policies and manuals of the Garland Business have been made available to the Buyer. (d) Except for Plans associated with the Collective Bargaining Agreement and except as set forth on Schedule 3.15(d), there are no Plans, as defined below, contributed to, maintained or sponsored by the Seller or its subsidiaries, to which the Seller or its subsidiaries is obligated to contribute or with respect to which the Seller or its subsidiaries has any liability or potential liability, whether direct or indirect, including all Plans contributed to, maintained or sponsored by each member of the controlled group of companies, within the meaning of Sections 414(b), 414(c), and 414(m) of the Code, of which the Seller or a subsidiary is a member. Each Plan contributed to, maintained or sponsored by the Seller or its subsidiaries has been maintained, funded and administered in compliance in all respects with its own terms and in compliance in all respects with all applicable laws and regulations, including but not limited to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and the Internal Revenue Code of 1986, as amended (the “Code”). For purposes of this Agreement, the term “Plans” shall mean: (i) employee benefit plans as defined in Section 3(3) of ERISA, whether or not funded and whether or not terminated; (ii) employment agreements; (iii) the Collective Bargaining Agreement and all obligations thereunder, and (iv) personnel policies or fringe benefit plans, policies, programs and arrangements, whether or not subject to ERISA, whether or not funded, and whether or not terminated, including, without limitation, stock bonus, deferred compensation, pension, severance, bonus, vacation, travel, incentive and health, disability and welfare plans, in each case of clauses (i) through (iv) solely to the extent related to the Garland Business Employees.

Employees; Benefits. 15.01 Unless otherwise specified in the present agreement, upon hiring by the Employer, every employee will enjoy all the benefits of the present agreement. 15.02 When an employee is transferred or promoted to a position in another locality, the Employer will pay his/her relocation expenses in accordance with the Relocation Directive. 15.03 In the event of an employee's death, all amounts owed him/her shall be paid to his/her estate.

Employees; Benefits. Until Employee’s employment is terminated, Employee shall be entitled to all standard employee benefits then in effect for employees of NSP holding comparable titles or positions (the “Benefits”).

Employees; Benefits. 12 6.1 Group Life Insurance 12 6.2 Medical Plan 12 6.3 Dental Plan 12 6.4 Sick Leave 13 6.5 Jury or Court Witness Duty Leave 14 6.6 Extended Health Benefit Plan 15 Optical Benefit 15 6.7 Retirement/Severance Allowance 15 6.8 Pregnancy/Parental Leave 15 6.9 Long Term Disability 17 7.1 Rest Periods 17 7.2 Employee Responsibility 18 7.3 Picket Line Protection 18 7.4 Absences Without Leave 18 7.5 Changes in Working Conditions and Classifications 18 Leave of Absence for Union Functions 19 Leave of Absence for Full-Time Union Duties 19 Leave of Absence for Public Office 19 7.6 Job Postings 20 7.7 Payment of Salary Increments 20 7.8 Special Service Pay 20 7.9 General Leave of Absence 20 7.10 Bereavement Leave 21

Employees; Benefits. (a) Buyer shall ensure that all Employees on the Closing Date will remain employed in a comparable position as of the Closing Date, and will receive non-equity-based compensation and employee benefits, which, in the aggregate, are at least as favorable as the compensation and employee benefits that were provided to the Employees as of the date of this Agreement. (b) Buyer agrees that, from and after the Closing Date, Buyer shall use commercially reasonable efforts to ensure that each Employee receives credit for any service with the Companies prior to the Closing Date for purposes of (i) eligibility and vesting (except in the case of any new incentive equity awards granted by the Companies or their direct or indirect parent), and (ii) vacation or other paid time off accrual and for severance benefit determinations, under any benefit or compensation plan, program, agreement or arrangement that may be established or maintained by Buyer on or after the Closing Date (the “New Plans”). (c) Buyer shall use commercially reasonable efforts to (i) cause to be waived all pre-existing condition exclusions and actively at work requirements and similar limitations, eligibility waiting periods and evidence of insurability requirements under any New Plans to the extent waived or satisfied by an Employee or his or her dependents under any Employee Plan as of the Closing Date, and (ii) cause any deductible, co-insurance and covered out-of-pocket expenses paid on or before the Closing Date by any Employee (or covered dependent thereof) to be taken into account for purposes of satisfying the corresponding deductible, coinsurance and maximum out of pocket payment provisions under any applicable New Plan in the year of initial participation. (d) At closing, Buyer shall (or shall cause its Affiliates) to hire the employees listed on Schedule 6.3-1 who provide services to the Business conducted by the Target Companies which are employed by HH Germany. Buyer and Seller shall take such further actions as are reasonably necessary in furtherance of the hiring of such employees. In the event that prior to August 1, 2015, Buyer terminates the employment of the employee listed on Schedule 6.3-2, the Seller shall reimburse Buyer for 50% of any severance and other termination costs related to such termination.

Employees; Benefits. During the term of this Agreement, the Employee shall be entitled to the following benefits:

Employees; Benefits. MEDICAL/DENTAL INSURANCE. The Company will provide, at no charge, medical and dental insurance for Employee and his dependents.