Common use of Salaries and Benefits Clause in Contracts

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA.

Appears in 9 contracts

Samples: Asset Purchase Agreement (DigitalPost Interactive, Inc.), Asset Purchase Agreement (LOCAL.COM), Asset Purchase Agreement (Express-1 Expedited Solutions Inc)

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Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all payments to employees required under the WARN Act.

Appears in 6 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (MBI Financial, Inc.), Asset Purchase Agreement (Jordan 1 Holdings Co)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Datedate of the Closing, including pro rata bonus payments and all vacation pay earned prior to the Closing Datedate of the Closing; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 60: through 608 of ERISA.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nexgen Biofuels LTD), Asset Purchase Agreement (Nexgen Biofuels LTD)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Datedate of the Closing, including pro rata bonus payments and all vacation pay earned prior to the Closing Datedate of the Closing; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pacel Corp), Asset Purchase Agreement (Pacel Corp)

Salaries and Benefits. (i) Seller shall will be responsible for (A) the payment of all wages and other remuneration liabilities and obligations due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing DateSeller, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and , (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA, and (C) any and all payments to employees required under the WARN Act.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Innovo Group Inc), Asset Purchase Agreement (Cygne Designs Inc)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration and/or compensation due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata any commissions and performance bonus payments and all vacation pay earned prior to the Closing Date; and , (B) the payment of any termination termination, change in control or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA, and (C) any and all payments to employees required under the WARN Act, if applicable.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Barry R G Corp /Oh/), Asset Purchase Agreement (Barry R G Corp /Oh/)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all payments to employees required under and all liability imposed by the WARN Act.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Champion Enterprises Inc), Asset Purchase Agreement (Champion Enterprises Inc)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; , and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA.

Appears in 2 contracts

Samples: Asset Purchase Agreement (WQN, Inc.), Asset Purchase Agreement (Voip Inc)

Salaries and Benefits. (ia) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all other payments to employees required thereby under Legal Requirement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Intercloud Systems, Inc.)

Salaries and Benefits. (i) Seller shall be responsible for (Aa) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (Bb) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (c) any and all payments to employees required under the WARN Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (Big Dog Holdings Inc)

Salaries and Benefits. (i) Each Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of such Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all payments to employees required under the WARN Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ifco Systems Nv)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller and Unique Fabrications through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all payments to employees required under and all liability imposed by the WARN Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (Champion Enterprises Inc)

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Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees its employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all payments to employees required under the WARN Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (F5 Networks Inc)

Salaries and Benefits. (i) Seller shall be responsible for and will pay: (A) the payment of all wages and other remuneration due to Active Employees Employees, including Hired Active Employees, with respect to their services as employees of Seller through the close of business on the Closing DateSeller, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan pan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (C) any and all payments to employees required under the WARN Act.

Appears in 1 contract

Samples: Stock Purchase Agreement (Proxymed Inc /Ft Lauderdale/)

Salaries and Benefits. (i) Seller shall be directly responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata any bonus payments and all vacation pay earned attributed to periods prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA.

Appears in 1 contract

Samples: Asset Purchase Agreement (Luna Innovations Inc)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISApayments.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amcon Distributing Co)

Salaries and Benefits. (i) The Seller shall will be responsible for and shall pay when due (Aa) the payment of all wages and other remuneration due to Active Employees employees with respect to their services as employees of Seller through the close of business on the Closing DateSeller, including pro rata bonus payments and (but excluding (i) all vacation pay paid time off earned prior to the Closing Date; Date and (Bii) the payment of any termination or severance payments and Assumed Bonuses), (b) the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections ERISA §§ 601 through 608 608, and (c) any claims made or incurred by employees and their beneficiaries under any of ERISAthe Plans.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ambassadors International Inc)

Salaries and Benefits. (ia) Seller shall be responsible for (Ai) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro rata bonus payments and all vacation pay earned prior to the Closing Date; and (Bii) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA; and (iii) any and all payments to employees required under the WARN Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cti Molecular Imaging Inc)

Salaries and Benefits. (i) Seller shall be responsible for (A) the payment of all wages and other remuneration due to Active Employees with respect to their services as employees of Seller through the close of business on the Closing Date, including pro pro-rata bonus payments and all payments, if any, but excluding pay for accrued but unused vacation pay earned prior to for the Closing DateHired Active Employees; and (B) the payment of any termination or severance payments and the provision of health plan continuation coverage in accordance with the requirements of COBRA and Sections 601 through 608 of ERISA.

Appears in 1 contract

Samples: Asset Purchase Agreement (LOCAL.COM)

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