401(k) Plan Rollovers. SpinCo or the applicable member of the SpinCo Group shall permit each SpinCo Employee and Former SpinCo Employee participating in the Parent 401(k) Plan to effect, and SpinCo or the applicable member of the SpinCo Group shall cause the SpinCo 401(k) Plan to accept, in accordance with applicable Law, a “direct rollover” (within the meaning of Section 401(a)(31) of the Code) of his or her account balances (including earnings thereon through the date of transfer and promissory notes evidencing all outstanding loans in accordance with the terms of the SpinCo 401(k) Plan) under the Parent 401(k) Plan if such rollover to the SpinCo 401(k) Plan is elected in accordance with applicable Law by such SpinCo Employee and Former SpinCo Employee, subject to each of Parent’s and SpinCo’s reasonable satisfaction that the Parent 401(k) Plan or the SpinCo 401(k) Plan, as applicable, is in compliance with all applicable Laws and that such plan continues to satisfy the requirements for a qualified plan under Section 401(a) of the Code and that the trust that forms a part of such plan is exempt from Tax under Section 501(a) of the Code. Upon completion of a direct rollover of a SpinCo Employee’s and Former SpinCo Employee’s account balances, as described in this Section 10.02, SpinCo, the SpinCo Group and the SpinCo 401(k) Plan shall be solely responsible for all benefits relating to past service of such SpinCo Employee and Former SpinCo Employee, as applicable, and none of Parent, the Parent Group and the Parent 401(k) Plan shall have any liability whatsoever with respect to such benefits.
401(k) Plan Rollovers. Buyer will cause its 401(k)/profit sharing plan to accept, after the Closing Date, the rollover of amounts distributed by Sellers to any Transferred Employee from the Sellers’ 401(k) plan, including the acceptance in such rollover of any outstanding plan loan of such Transferred Employee.
401(k) Plan Rollovers. Buyer agrees to use commercially reasonable efforts to cause the Buyer’s 401(k) plan to accept a “direct rollover” to Buyer’s 401(k) plan of each Transferred Employee’s account balances (including promissory notes evidencing all outstanding loans) under Sellers’ 401(k) plans if such rollover is elected in accordance with applicable Law by such Covered Employee.
401(k) Plan Rollovers. Effective no later than 60 days after Closing, FBHS and Buyer will effect a trust-to-trust transfer of account balances (and, if applicable, promissory notes evidencing loan balances of the Business Employees) of the Business Employees (the “Accounts”) under the Fortune Brands Home & Security Retirement Savings Plan and the Fortune Brands Home & Security Hourly Employees Retirement Savings Plan (collectively the “FBHS 401(k) Plans”) from the related trusts of the FBHS 401(k) Plans to the 401(k) plan sponsored by Buyer or one of its Affiliates, as applicable (the “Buyer 401(k) Plan”) and its related trust, which Buyer 401(k) Plan and related trust shall accept the transfer (the “Trust Transfer”). The Trust Transfer shall be in cash or in kind, as agreed by FBHS and Buyer. FBHS shall provide or cause to be provided to Buyer such documentation reasonably requested by Buyer to ensure the continued qualified status of the FBHS 401(k) Plans after the Closing and prior to the effectiveness of the Trust Transfer. FBHS and Buyer shall take all such actions necessary to ensure that the Trust Transfer complies with applicable laws. The Shareholder and FBHS have and, prior to the Transfer Date, shall fully comply with all applicable laws relating to the Accounts.
