Employees. The Company has no employees.
Employees. [Schedule 4.8] of the Disclosure Schedules sets forth a complete and accurate list of all employees of as of the Closing Date (“Employees”), showing for each: name, hire date, current job title or description, current compensation rate and any bonus, commission or other remuneration paid during the most recently completed fiscal year.
Employees. Purchaser shall be under no obligation to offer employment to or hire any of ’s employees, other than as set forth in [[Section 3.2(a)(vi) and 3.2(b)(vii)])]])].
Employees. Attached hereto as [Schedule 2.7] is a list of all Persons currently employed by Emmis who either # regularly report to the Stations for work or # whose primary duties and responsibilities relate to operation and management of the Stations (each, a “Station Employee”). Emmis has separately made available to Sinclair the following information for each Station Employee: # name, # job title, # level of annualized compensation or rate of pay, # whether such individual is paid on an hourly or salary basis, # exempt/non-exempt status for purposes of overtime laws and # work location.
Employees. No employee of Seller has any contractual right to continued employment and Purchaser shall be free to offer employment to any such employee as Purchaser may determine in its sole and absolute discretion and on such terms and conditions as Purchaser may determine. As of the date any person became an employee of Seller, no such person # was excluded from participating in any federal healthcare program (as defined in 42 U.S.C. Section 1320a-7b(f)) or # has been subject to sanction pursuant to 42 U.S.C. [[Sections 1320a-7a or 1320a-8]8]8]8]]8]8]8] or been convicted of a crime described at 42 U.S.C. Section 1320a-7b.
Employees. Seller warrants that at Closing, Buyer shall have no obligations whatsoever, for any compensation or other amounts payable to any employee, director, consultant or independent contractor of Company, including, but not limited to bonus, salary, compensation, accrued vacation, fringe, pension or profit sharing benefits, or severance paid or payable to any employee, director, consultant or independent contractor of Company relating to service with or for the Company at any time prior to the Closing Date.
Effective upon the Closing, all of Sellers’ employees actively employed or engaged principally in Sellers’ Business (the “Business Employees”), except those employees who voluntarily terminate their employment or are excluded by Purchaser from continuing their employment as set forth in [Schedule 9.1(a)] (the “Excluded Employees”), shall continue their employment as employees of Purchaser as set forth in this [Section 9.1] (the “Continuing Employees”). Prior to five (5) Business Days before the Closing, Purchaser shall provide to
EMPLOYEES. Consultant's employees, if any, who perform services for Client under this Agreement shall also be bound by the provisions of this Agreement.
Each Eligible Employee who is an employee of a Designated 423 Company, and has completed the necessary enrollment paperwork (including the enrollment form described below) by the applicable deadline, will be granted a Purchase Right on the Offering Date of such Offering. As of the date hereof, for purposes of this Offering Document, the term “Designated 423 Company” means the Related Corporations listed on [Exhibit A]. Additional Related Corporations may be added to the
Transferred Employees. The Purchaser shall (or shall cause one of its Purchaser Affiliates listed on Part (a)(i) of the Disclosure Schedule or a third party professional employer organization listed on Part (a)(ii) of the Disclosure Schedule to) offer employment to, or contract with the applicable existing third party professional employer organization to continue the employment relationship of, each of the employees of the Seller listed on Part (a)(iii) of the Disclosure Schedule (the “Designated Employees”) on terms and conditions and that otherwise comply with this [Section 9.8]; provided that Seller shall be permitted to postpone the transfer date of the respective employment relationship with the Designated Employees who are employees of until at the latest, or cancel such transfer in connection with , and the offers shall contemplate such possibility. Each offer of employment made pursuant to this [Section 9.8(a)] must comply with the timing requirements set forth on the list labeled “Offer Calendar” provided from the Seller to the Purchaser on the date of this Agreement (the “Offer Calendar”), including the requirement for a to be extended by the specified deadline (if applicable), the deadline for , the , the and the . Purchaser shall notify Seller within of making any offer to any Designated Employee, or any Designated Employee accepting or rejecting any offer. The Designated Employees who accept employment with the Purchaser or one of its Affiliates shall, effective upon commencement of employment with the Purchaser or one of its Affiliates, be referred to herein as “Transferred Employees”. The Designated Employees who do not accept employment with the Purchaser or the Purchaser Affiliates as of the Closing Date shall be referred to as the “Non-Transferring Employees”. The other employees of the Seller and its Affiliates who are not Designated Employees shall be referred to collectively herein as “Non-Designated Employees”. With respect to any Designated Employee who will provide services to the Purchaser pursuant to the Transition Services Agreement following the Closing, such Designated Employee shall be deemed to be a Transferred Employee for the purposes of this Agreement solely upon the date such individual commences employment with the Purchaser or one of its Affiliates and for such employees the terms Closing and Closing Date in this [Section 9.8] shall mean the date on which such individual’s employment with the Purchaser or one of its Affiliates commenced. Prior to such date, such individual shall be deemed to be a Non-Transferring Employee for the purposes of this Agreement.
Rehired Employees. For purposes of paragraph # above, an Employee who for an entire Plan Year did not have contributions made pursuant to a default election under the EACA will be treated as having not had such contributions for any prior Plan Year as well.
Union Employees. Regardless of any provision in this Plan to the contrary, Employees whose employment is governed by a collective bargaining agreement between the Employer and "employee representatives" under which retirement benefits were the subject of good faith bargaining shall be eligible to participate in this Plan to the extent of employment covered by such agreement provided the agreement provides for coverage in the Plan. The benefits, including but not limited to, contributions, allocations and vesting, under this Plan shall be those set forth in the collective bargaining agreement, which is hereby incorporated by ref erence and attached as an addendum to the Adoption Agreement. For this purpose, the term "employee representatives" does not include any organization more than half of whose members are employees who are owners, officers, or executives of the Employer. The provisions of this Subsection only apply if no more than two percent (2%) of the Employees covered pursuant to the agreement are professionals as defined in Regulation §1.410(b)-9. If a Participant performs services both as a collectively bargained Employee and as a non-collectively bargained Employee, then the Participant's Hours of Service and Compensation in each respective category are treated separately for purposes of the Plan.
ELIGIBLE EMPLOYEES. An eligible employee is an employee who, on the effective date of an offering, has been an employee of the Corporation or one of the Corporation’s subsidiaries (designated by the Committee on the effective date of such offering as a participating subsidiary) for at least two years preceding the effective date of such offering; whose customary employment is twenty (20) hours or more per week; and whose customary employment is for five (5) months or more in any calendar year.
Specified Employees. Notwithstanding any other provision of this Agreement, if any payment or benefit provided to Employee in connection with his termination of employment is determined to constitute “nonqualified deferred compensation” within the meaning of [Section 409A] and Employee is determined to be a “specified employee” as defined in [Section 409A(a)(2)(b)(i)], then such payment or benefit shall not be paid until the first payroll date to occur following the six (6)-month anniversary of the Termination Date (the “Specified Employee Payment Date”). The aggregate of any payments that would otherwise have been paid before the Specified Employee Payment Date shall be paid to Employee in a lump sum on the Specified Employee Payment Date and thereafter, any remaining payments shall be paid without delay in accordance with their original schedule.
Specified Employees. Notwithstanding anything in this Plan to the contrary, if the payment of any benefit under this [Article VI] would be subject to taxation under Code Section 409A because the timing of such payment is not delayed to the extent required under Code Section 409A for a Specified Employee upon his Separation from Service, then if the Participant is a Specified Employee, any such payment that the Participant would otherwise be entitled to receive during the first six (6) months following his Separation from Service shall be accumulated and paid, within ninety (90) days after the date that is six months following the date of his Separation from Service, or such earlier date upon which such amount can be paid or provided under Code Section 409A without being subject to such additional taxes and interest such as, for example, due to the death of Participant.
Continuing Employees. At least five (5) Business Days prior to the Closing, Buyer shall deliver, in writing, an offer of employment (on terms and conditions consistent with this [Section 5.07]) to all then current Plant Employees to commence such employment immediately after the Closing, other than any Plant Employees who have been identified as Affected Employees pursuant to [clause (a)] of such definition as of such time); provided, that each such offer shall be subject to the applicable Plant Employees continued employment with Seller until immediately prior to the Closing and to Buyers customary pre-employment/post-offer procedures and qualifications; provided further that, with respect to each Plant Employee who is not actively employed as of immediately prior to the Closing due to a leave of absence (each, an Inactive Plant Employee), any such offer shall # be contingent on # such Plant Employee presenting himself or herself to Buyer for active employment during the six-month period immediately following the Closing (or such longer period as specified by applicable Law), and presenting reasonable evidence to Buyer of such readiness for active employment and # the circumstances being such that Seller would have been required to re-employ or continue to employ such Plant Employee in accordance with applicable Law and its applicable policies, practices and procedures in effect on the date hereof, if the transactions contemplated by this Agreement had not occurred, and # be effective on the date that such Plant Employee presents himself or herself to Buyer for active employment. Seller will provide Buyer with a then-current list of Inactive Plant Employees within five (5) Business Days prior to the Closing Date indicating the last potential date of return. For all purposes of the remainder of this [Section 5.07], with respect to any Inactive Plant Employee, the date that such Inactive Plant Employee commences employment with Buyer or the time of such commencement of employment shall be substituted for the terms Closing Date or Closing, respectively, wherever such term appears. Each such offer of employment shall be consistent with the obligations of Buyer set forth in this [Section 5.07]. Such individuals who accept such offer by the Closing Date are hereinafter referred to as the Continuing Employees. Effective as of the Closing, Seller shall terminate the employment of each Plant Employee who satisfies Buyers pre-employment/post-offer procedures and qualifications (other than any Plant Employee who has been identified as an Affected Employee pursuant to [clause (a)] of such definition).
Covered Employees. Notwithstanding any other provision of the Plan, if the Committee determines at the time a Restricted Stock Award, a Restricted Stock Unit Award, a Performance Award or an Other Share-Based Award is granted to a Participant who is, or is likely to be, as of the end of the tax year in which the Company would claim a tax deduction in connection with such Award, a Covered Employee, then the Committee may provide that this [Article 10] is applicable to such Award.
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