definiens: or, as those terms are defined in the WARN or any similarstate Legal Requirement at any time between the date hereof and the Effective Time, affecting in whole or in part any siteof employment, facility, operating unit or Business Employee, without notifying [COMPANY] Acquisition in advance andobtaining the advance approval of [COMPANY] Acquisition, and complying with all provisions of WARN or any similarstate Legal Requirement . [COMPANY] and Ascent agrees that any and all liabilities with respect to any current or formeremployees of Ascent under WARN or any similar state Legal Requirement that arose on or before the Closing Date or onaccount of the 23Transactions, including without limitation liabilities attributable to any employee or former employee of Ascent who isterminated from employment or otherwise suffers an employment loss on or before the Closing Date, and any suchliabilities to any individual who does not become a Transferred Employee, whenever the liabilities arose, shall be thesole obligation of Ascent and [COMPANY]