Severance and Other Termination Liabilities Sample Clauses

Severance and Other Termination Liabilities. In the event that either a Business Employee does not continue employment with the Buyer or its Affiliate (including the Company) on or after the Closing due to (a) Buyer’s failure to make an offer of employment that is compliant in all material respects to a Business Employee in accordance with Section 7.1(b) or applicable Law or (b) the termination of employment of, or constructive termination by, any Transferred Business Employee by Buyer or its Affiliates on or after the Closing Date, the Buyer shall, and shall cause its Affiliates to, reimburse (as applicable) and otherwise hold harmless the Sellers and their Affiliates for all such severance and other compensation benefits. In the event that (i) a Business Employee does not continue employment with the Buyer or its Affiliate (including the Company) at or after the Closing for any other reason (including, without limitation, such Business Employee’s exercise of his or her right to object to a transfer of employment only to the extent permitted by applicable Laws or such Business Employee’s refusal to provide consent to a transfer in accordance with Section 7.1(a)) or (ii) the Transactions, or any action taken to effectuate the Transactions, result in a Business Employee’s employment being terminated, which, in either case, results in any statutory, common or civil law, contractual or other obligation, contingent or otherwise, of a Seller or its Affiliates to pay any severance, including common and/or civil law reasonable notice, or other compensation or benefits to any Business Employee or any additional liability incurred by a Seller or its Affiliates in connection therewith (including any compensation payable during a mandatory termination notice period and any payments pursuant to a judgment of a court having jurisdiction over the parties), the Sellers shall, and shall cause their Affiliates to pay, reimburse or retain, as applicable, and otherwise hold harmless Buyer and its Affiliates for all such severance and other compensation benefits and additional liabilities.
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Severance and Other Termination Liabilities. In the event that (a) a Business Employee does not continue employment with Purchaser or its Affiliate (including a Transferred Entity) as of or after the Closing for any reason or (b) the transactions contemplated by this Agreement, or any action taken to effectuate the transactions contemplated by this Agreement, in any such case result in a Business Employee being deemed to have incurred a termination of employment despite such Business Employee’s continued employment with Purchaser or its Affiliate (including a Transferred Entity) as of the Closing, which, in either case, result in any obligation, contingent or otherwise, to pay any severance or other compensation or benefits to any Business Employee, or any additional Liability in connection therewith, then Purchaser shall, and shall cause its controlled Affiliates (including the Transferred Entities) to, pay directly or otherwise reimburse and otherwise hold harmless Parent and its Affiliates for all such severance and other compensation, benefits and additional Liabilities.
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Severance and Other Termination Liabilities. Parent and its Subsidiaries shall be responsible for all Liabilities relating to, and shall indemnify and hold Purchaser and its Subsidiaries (including, after the Closing, the Transferred Entities) harmless against, any obligation, contingent or otherwise, to pay any severance or other compensation or benefits to any Business Employee or LTD Employee who does not become a Transferred Business Employee. In the event that the transactions contemplated by this Agreement, or any action taken to effectuate the transactions contemplated by this Agreement, result in a Business Employee being deemed to have incurred a termination of employment despite such Business Employee’s continued employment with Purchaser or its Subsidiaries (including a Transferred Entity) at or after the Closing, which results in any obligation, contingent or otherwise, of Parent, Purchaser or any of their Subsidiaries to pay any severance or other compensation or benefits to any Business Employee, or any additional Liability, whether incurred by Parent, Purchaser or any of their Subsidiaries in connection therewith, Purchaser shall, and shall cause its Subsidiaries to, be responsible for all Liabilities relating to, and reimburse, indemnify and otherwise hold harmless Parent and its Subsidiaries for, all such severance and other compensation benefits and any additional Liabilities.
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Severance and Other Termination Liabilities. In the event the transactions contemplated by this Agreement, or any action taken to effectuate the transactions contemplated by this Agreement, result in a Business Employee being deemed to have incurred a termination of employment despite such Business Employee’s continued employment with Purchaser or its Affiliate (including a Transferred Entity) at or after the Closing, which results in any obligation, contingent or otherwise, of Purchaser or its Affiliates to pay any severance or other compensation or benefits to any Business Employee, or any additional Liability incurred by Purchaser or its Affiliates in connection therewith, Parent shall, and shall cause its Affiliates to, reimburse and otherwise hold harmless Purchaser and its Affiliates for all such severance and other compensation benefits and additional Liabilities.
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Related to Severance and Other Termination Liabilities

  • Compensation and Other Benefits Subject to the provisions of this Agreement, the Company shall pay and provide the following compensation and other benefits to the Executive during the Term as compensation for services rendered hereunder:

  • Expense Reimbursement and Other Benefits (a) During the term of Executive’s employment hereunder, pursuant to Applica’s Travel and Expense Policy and upon the submission of proper substantiation by the Executive, including copies of all relevant invoices, receipts or other evidence reasonably requested by Applica, Applica shall reimburse the Executive for all reasonable expenses actually paid or incurred by the Executive in the course of and pursuant to the business of Applica or any Affiliates. (b) Executive shall participate in Applica’s Group Health and Hospitalization Plan, Group Life Insurance Plan, Group Disability Insurance Plan and all other insurances, or insurance plans (collectively, the “Welfare Benefits”), and executive benefits and bonuses covering Applica’s executive officers as are now or may in the future be in effect, subject to applicable eligibility requirements. Additionally, Applica shall provide the Executive with life insurance in an amount equal to five times his Base Salary. (c) During the Term, Applica shall provide Executive with a monthly automobile allowance of $975. (d) During the Term, the Executive will be entitled to four weeks’ paid vacation for each year. The Executive will also be entitled to the paid holidays and other paid leave set forth in Applica’s policies. Vacation days and holidays during any fiscal year that are not used by the Executive during such Fiscal Year may not be carried over and used in any subsequent Fiscal Year.

  • Executive Perquisites, Benefits and Other Compensation Executive shall be entitled to receive additional benefits and compensation from the Company in such form and to such extent as specified below: (i) Payment of all premiums for coverage for Executive and his dependent family members under health, hospitalization, disability, dental, life and other insurance plans that the Company may have in effect from time to time, benefits provided to Executive under this clause (i) to be at least equal to such benefits provided to Metals executives. (ii) Reimbursement for all business travel and other out-of-pocket expenses reasonably incurred by Executive in the performance of his services pursuant to this Agreement. All reimbursable expenses shall be appropriately documented in reasonable detail by Executive upon submission of any request for reimbursement, and in a format and manner consistent with the Company's expense reporting policy. (iii) The Company shall provide Executive with other executive perquisites as may be available to or deemed appropriate for Executive by the Board and participation in all other Company-wide employee benefits as are available from time to time.

  • Insurance and Other Benefits During the Employment Period, the Executive and the Executive’s dependents shall be entitled to participate in any Company insurance programs and any applicable benefit plans, as the same may be adopted and/or amended from time to time (the “Benefits”). The Executive shall be bound by all of the policies and procedures relating to Benefits established by the Company from time to time.

  • Vacation and Other Benefits Each Contract Year, Executive shall be entitled to four (4) weeks of paid vacation in accordance with Employer’s applicable policies and procedures for executive-level employees. Executive shall also be eligible to participate in and receive the fringe benefits generally made available to other executive-level employees of Employer in accordance with and to the extent that Executive is eligible under the general provisions of Employer’s fringe benefit plans or programs; provided, however, that Executive understands that these benefits may be increased, changed, eliminated or added from time to time during the Term as determined in Employer’s sole and absolute discretion.