Assumption of Certain Obligations by Discover Group. Except as otherwise provided in this Agreement, effective as of the close of business on the Distribution Date, Discover shall assume or continue the sponsorship of, and none of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or any ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Subsidiary shall have any further liability for or under, the following agreements, obligations and liabilities, and Discover shall indemnify ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and the ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Subsidiaries, and the officers, directors, and employees of each, and hold them harmless with respect to such agreements, obligations or liabilities: (i) Agreements entered into between ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, its Subsidiaries or Affiliates and Discover Business Employees and Former Discover Employees; (ii) Agreements entered into between ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, its Subsidiaries or Affiliates and independent contractors providing services primarily to the Discover Business; (iii) All collective bargaining agreements, collective agreements, trade union, or works council agreements entered into between ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, its Subsidiaries or Affiliates and any union, works council, or other body representing only Discover Business Employees and Former Discover Employees; (iv) All wages, salary, incentive compensation, commissions, bonuses and results share payable to Discover Business Employees and Former Discover Employees on or after the Distribution Date, without regard to when such wages, salary, incentive compensation, commissions, bonuses and results share are or may have been earned; (v) All moving expenses and obligations related to relocation, repatriation, transfers, or similar items incurred by or owed to Discover Business Employees and Former Discover Employees; (vi) All immigration-related, visa, work application, or similar rights, obligations and liabilities related to Discover Business Employees and Former Discover Employees; and (vii) All liabilities and obligations whatsoever of the Discover Business with respect to claims made by or with respect to Discover Business Employees and Former Discover Employees or any other persons who at any time prior to the Distribution Date had employment duties primarily related to the Discover Business relating to any employee benefit plan, program or policy not otherwise retained or assumed by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ pursuant to this Agreement, including such liabilities relating to actions or omissions of or by Discover or any officer, director, employee or agent thereof prior to the Distribution Date.
Appears in 2 contracts
Sources: u.s. Employee Matters Agreement (Discover Financial Services), u.s. Employee Matters Agreement (Discover Financial Services)