Common use of 401(k) Plan Matters Clause in Contracts

401(k) Plan Matters. (a) From the A/L Split Date and continuing until such time as Parent ceases to own at least 80% of the combined voting power of the outstanding ▇▇▇▇ Capital Stock (such date or such earlier date agreed to in writing by ▇▇▇▇ and Parent, the “Plan Milestone Date”), ▇▇▇▇ adopts, and shall participate in as an Adopting Employer (as defined in the Parent 401(k) Plan), the Parent 401(k) Plan for the benefit of ▇▇▇▇ Employees and Former ▇▇▇▇ Employees, and Parent consents to such adoption and maintenance, in accordance with the terms of the Parent 401(k) Plan. (b) Effective as of the Plan Milestone Date, ▇▇▇▇ shall establish the ▇▇▇▇ 401(k) Plan and the ▇▇▇▇ 401(k) Plan Trust. As soon as practicable following the establishment of the ▇▇▇▇ 401(k) Plan and the ▇▇▇▇ 401(k) Plan Trust, Parent shall cause the accounts of the ▇▇▇▇ Employees and Former ▇▇▇▇ Employees in the Parent 401(k) Plan to be transferred to the ▇▇▇▇ 401(k) Plan and the ▇▇▇▇ 401(k) Plan Trust in cash or such other assets as mutually agreed by Parent and ▇▇▇▇, and ▇▇▇▇ shall cause the ▇▇▇▇ 401(k) Plan to assume and be solely responsible for all Liabilities under the ▇▇▇▇ 401(k) Plan to or relating to ▇▇▇▇ Employees and Former ▇▇▇▇ Employees whose accounts are transferred from the Parent 401(k) Plan. Parent and ▇▇▇▇ agree to cooperate in making all appropriate filings and taking all reasonable actions required to implement the provisions of this Section 3.1; provided that ▇▇▇▇ acknowledges that it will be responsible for complying with any requirements and applying for any determination letters with respect to the ▇▇▇▇ 401(k) Plan. (c) Parent and ▇▇▇▇ shall assume sole responsibility for ensuring that their respective savings plans are maintained in compliance with applicable laws with respect to holding shares of their respective common stock and common stock of the other entity.