401(k) Rollover. As of the Distribution, the Honeywell Group shall permit each SpinCo Employee to elect, and the SpinCo Group shall cause the SpinCo 401(k) Plan to accept, in accordance with applicable Law and the terms of the Honeywell 401(k) Plans and the SpinCo 401(k) Plan, a rollover of the account balances (including earnings through the date of transfer and promissory notes evidencing all outstanding loans) of such SpinCo Employee under the Honeywell 401(k) Plans, if such rollover is elected in accordance with applicable Law and the terms of the Honeywell 401(k) Plan and by such employee. Upon completion of a transfer of the account balances of any SpinCo Employee, as described in this Section 9.02, SpinCo and the SpinCo 401(k) Plan shall be responsible for all Liabilities of the Honeywell Group under the Honeywell 401(k) Plan with respect to any SpinCo Employee or Former SpinCo Employee whose account balance was transferred to the SpinCo 401(k) Plan (and his or her respective beneficiaries), and the Honeywell Group and the Honeywell 401(k) Plan shall have no Liabilities to provide such participants (or any of their beneficiaries) with benefits under the Honeywell 401(k) Plan. In the event that the elections by SpinCo Employees pursuant to this Section 9.02 in connection with the Distribution result in a mass rollover, Honeywell and SpinCo shall use commercially reasonable efforts to cooperate to effect such mass rollover, including by exchanging any necessary participant records and engaging recordkeepers, administrators, providers, insurers and other third parties.
401(k) Rollover. As of the Distribution, (a) the TWX Group shall permit (i) each Transferred To Time Employee who becomes a Time Employee following January 1, 2014 and (ii) each Time Employee and Salary Continuation Former Employee who receives a contribution to the TWX 401(k) Plan in accordance with Section 9.04, to effect, and the Time Group shall cause the Time 401(k) Plan to accept, and (b) the Time Group shall permit each Transferred To TWX Employee to effect, and the TWX Group shall cause the TWX 401(k) Plan to accept, in each case, in accordance with applicable law and the terms of the TWX 401(k) Plan and the Time 401(k) Plan, a rollover of the account balances (including earnings through the date of transfer and promissory notes evidencing all outstanding loans) of such Employee under the TWX 401(k) Plan and the Time 401(k) plan, as applicable, if such rollover is elected in accordance with applicable law and the terms of the TWX 401(k) Plan and the Time 401(k) Plan by such Employee, as applicable. Upon completion of a transfer of the account balances of any Employee, as described in this Section 9.03, except as specifically set forth in Section 9.04, (A) Time and/or the Time 401(k) Plan will be responsible for all Liabilities of the TWX Group under the TWX 401(k) Plan with respect to any Employee whose account balance was transferred to the Time 401(k) Plan (and his or her respective beneficiaries), and the TWX Group and the TWX 401(k) Plan shall have no Liabilities to provide such participants (or any of their beneficiaries) with benefits under the TWX 401(k) Plan, and (B) TWX and/or the TWX 401(k) Plan will be responsible for all Liabilities of the Time Group under the Time 401(k) Plan with respect to any Employee whose account balance was transferred to the TWX 401(k) Plan (and his or her respective beneficiaries), and the Time Group and the Time 401(k) Plan shall have no Liabilities to provide such participants (or any of their beneficiaries) with benefits under the Time 401(k) Plan.
401(k) Rollover. As soon as reasonably practicable following the Closing, (a) Buyer shall permit each Acquired Company employee who continues employment with the Acquired Companies or Buyer after Closing to elect to rollover his or her account balance or balances under the defined contribution plan maintained by the Seller that includes a qualified cash or deferred arrangement within the meaning of Section 401(k) of the Code (the “Seller 401(k) Plan”), and Buyer shall cause the defined contribution plan maintained by Buyer that includes a qualified cash or deferred arrangement within the meaning of Section 401(k) of the Code (the “Buyer 401(k) Plan”) to accept such rollover (including earnings through the date of transfer and promissory notes evidencing all outstanding loans), in each case in accordance with applicable Law and the terms of the Buyer 401(k) Plan and the Seller 401(k) Plan, if such rollover is elected by such employee in accordance with applicable Law and the terms of such plans. The Seller shall use commercially reasonable efforts to cooperate to effect such transfers, including by exchanging any necessary participant records and engaging recordkeepers, administrators and other third parties. Effective as of no later than the Closing Date, the Acquired Companies shall cease to be participating employers in the Seller 401(k) Plan.
401(k) Rollover. Effective as of the Closing Date, employees of the Companies ("Company Employees") who are participants in the TRM International, Inc. Savings and Profit Sharing Plan (the "TRM 401(k) Plan") shall cease to be eligible for any future contributions to the TRM 401(k) Plan, shall have a fully vested and nonforfeitable interest in their account balances thereunder, and shall be entitled to a distribution of their account balances under the TRM 401(k) Plan in accordance with and to the extent permitted by Code Section 401(k)(10) and other applicable provisions of the Code. Company Employees who receive an eligible rollover distribution (within the meaning of Section 402(f)(2) of the Code, including a direct rollover distribution with the meaning of Section 401(a)(31) of the Code) from the TRM 401(k) Plan shall, subject to the provisions of Section 402 of the Code, be eligible to make a rollover contribution to the Reliance Standard Life Insurance Company Retirement Savings (401(k)) Plan or to another defined contribution plan of Delphi or its affiliates (the "Buyer's 401(k) Plan"). To the extent that a direct rollover distribution, within the meaning of Section 401(a)(31) of the Code, is made, such rollover contribution may include promissory notes for loans made to Company Employees under the terms of the TRM 401(k) Plan, provided such rollovers are permitted by applicable provisions of the plans. Service by Company Employees under the TRM 401(k) Plan shall be recognized under the Buyer's 401(k) Plan for purposes of the eligibility to participate and vesting.
401(k) Rollover. Notwithstanding any other provision contained in this Agreement, Buyer may elect, upon written notice to the Company prior to the Closing, to have the Company, contingent upon the consummation of the Closing, terminate the Company 401(k) Plan, effective immediately prior to the Closing. In such event, Buyer will, and will cause Buyer’s 401(k) Profit Sharing Plan and Trust (the “Buyer’s 401(k) Plan”) to accept the direct rollover, as selected by each Affected Employee, of that portion of the Affected Employees’ accounts in the Florida Health Plan Administrators, LLC Retirement Savings Plan and Trust (the “Company 401(k) Plan”) that constitutes an “eligible rollover distribution” as that term is defined by section 402(c)(4) of the Code, provided that at the time an Affected Employee elects such a rollover that Affected Employee is employed by Buyer. Any such rollover will be effected in cash from the Company 401(k) Plan to the Affected Employee electing such rollover. Buyer and the Sellers will, and will cause the trustees of their respective 401(k) plans to, cooperate with each other with respect to the rollover of the eligible rollover distribution portions of the Affected Employees’ account balances in the Company 401(k) Plan to Buyer’s 401(k) Plan.
