Assumption of Deferred Compensation Plan Liabilities Sample Clauses

Assumption of Deferred Compensation Plan Liabilities. As of the Time of Distribution, Mindspeed hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Mindspeed Deferred Compensation Plan and the Mindspeed Deferred Compensation Plan Rabbi Trust to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Conexant or any of its Subsidiaries (including members of the Mindspeed Group) under and relating to the Conexant Deferred Compensation Plan and the Conexant Deferred Compensation Plan Rabbi Trust with respect to Mindspeed Participants who were covered under the Conexant Deferred Compensation Plan prior to the Time of Distribution.
AutoNDA by SimpleDocs
Assumption of Deferred Compensation Plan Liabilities. (i) Effective as of the Time of Distribution, Rockwell hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Rockwell Automation Deferred Compensation Plan to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Rockwell or any of its Subsidiaries (including members of the Rockwell Xxxxxxx Group and members of the Rockwell Science Center Group) and of the Rockwell Deferred Compensation Plan under and relating to the Rockwell Deferred Compensation Plan with respect to Rockwell 48 <PAGE> 52 Automation Participants who were covered under the Rockwell Deferred Compensation Plan prior to the Time of Distribution. (ii) Effective as of the Time of Distribution, Rockwell Science Center hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Rockwell Science Center Deferred Compensation Plan to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Rockwell or any of its Subsidiaries (including members of the Rockwell Xxxxxxx Group and members of the Rockwell Science Center Group) and of the Rockwell Deferred Compensation Plan under and relating to the Rockwell Deferred Compensation Plan with respect to Rockwell Science Center Participants who were covered under the Rockwell Deferred Compensation Plan prior to the Time of Distribution. (iii) Effective as of the Time of Distribution, Rockwell Xxxxxxx hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Rockwell Deferred Compensation Plan to retain, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Rockwell or any of its Subsidiaries (including members of the Rockwell Xxxxxxx Group and members of the Rockwell Science Center Group) and of the Rockwell Deferred Compensation Plan under and relating to the Rockwell Deferred Compensation Plan with respect to all participants who were covered under the Rockwell Deferred Compensation Plan prior to the Time of Distribution (other than Rockwell Automation Participants and Rockwell Science Center Participants), including all Rockwell Xxxxxxx Participants. Section 6.04
Assumption of Deferred Compensation Plan Liabilities. (i) Effective as of the Time of Distribution, Washington hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Washington Deferred Compensation Plan and the Washington Deferred Compensation Plan Rabbi Trust to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Conexant or any of its Subsidiaries (including members of the Washington Group) and of the Conexant Deferred Compensation Plan and the Conexant Deferred Compensation Plan Rabbi Trust under and relating to the Conexant Deferred Compensation Plan and the Conexant Deferred Compensation Plan Rabbi Trust with respect to Washington Participants who were covered under the Conexant Deferred Compensation Plan prior to the Time of Distribution.
Assumption of Deferred Compensation Plan Liabilities. (i) Effective as of the Time of Distribution, Rockwell hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Rockwell Automation Deferred Compensation Plan and the Rockwell Automation Master Rabbi Trust to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Rockwell or any of its Subsidiaries (including members of the Rockwell Collxxx Xxxup and members of the Rockwell Science Center Group), the Rockwell Deferred Compensation Plan and the Rockwell Master Rabbi Trust under and relating to the Rockwell Deferred Compensation Plan and the Rockwell Master Rabbi Trust with respect to Rockwell Automation Participants who were covered under the Rockwell Deferred Compensation Plan prior to the Time of Distribution.
Assumption of Deferred Compensation Plan Liabilities. (i) Effective as of the Time of Distribution, Rockwell hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the Rockwell Automation Deferred Compensation Plan to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of Rockwell or any of its Subsidiaries (including members of the Rockwell Collxxx Xxxup and members of the Rockwell Science Center Group) and of the Rockwell Deferred Compensation Plan under and relating to the Rockwell Deferred Compensation Plan with respect to Rockwell 52 Automation Participants who were covered under the Rockwell Deferred Compensation Plan prior to the Time of Distribution.

Related to Assumption of Deferred Compensation Plan Liabilities

  • Deferred Compensation Plans Employees are to be included in the State of California, Department of Personnel Administration's, 401(k) and 457 Deferred Compensation Programs. Eligible employees under IRS Code Section 403(b) will be eligible to participate in the 403(b) Plan.

  • Deferred Compensation Plan Manager shall be eligible to participate in the First Mid-Illinois Bancshares, Inc. Deferred Compensation Plan in accordance with the terms and conditions of such Plan.

  • Payment of Deferred Compensation Any compensation that has been earned by the Executive but is unpaid as of the Termination Date, including any compensation that has been earned but deferred pursuant to the Company's Deferred Compensation Plan or otherwise, shall be paid in full to the Executive on the Termination Date.

  • Nonqualified Deferred Compensation Plans Effective on or before the Distribution Date, Columbia shall adopt, establish and maintain nonqualified deferred compensation plans for the benefit of employees of the Columbia Parties (the “Columbia Deferred Compensation Plans”) and shall establish one or more grantor trusts to be a source of providing benefits thereunder (the “Columbia Rabbi Trusts”) that in each case shall be substantially similar to the NiSource Deferred Compensation Plans and the grantor trusts maintained by NiSource with respect to the NiSource Deferred Compensation Plans (the “NiSource Rabbi Trusts”). As of the Distribution Date, the Columbia Parties shall assume and thereafter be solely responsible for all existing and future liabilities relating to Business Employees’ (and Deceased Business Employee survivors’ and beneficiaries’) (a) benefits accrued under the NiSource Deferred Compensation Plans prior to the Distribution Date and (b) benefits that accrue under the Columbia Deferred Compensation Plans on and after the Distribution Date. All beneficiary designations made by Business Employees and by survivors and beneficiaries of Deceased Business Employees under the NiSource Deferred Compensation Plans shall, to the extent applicable, be transferred to, and be in full force and effect under, the Columbia Deferred Compensation Plans until such beneficiary designations are replaced or revoked by the Business Employee (or the survivor or beneficiary of the Deceased Business Employee) who made the beneficiary designation. Following the Distribution Date, the NiSource Parties shall have no liability or obligation with respect to the benefits accrued by such Business Employees or by such survivors or beneficiaries of Deceased Business Employees under any of the NiSource Deferred Compensation Plans or with respect to any benefits accrued under the Columbia Deferred Compensation Plans. As soon as administratively practicable after the Distribution Date, NiSource shall cause the NiSource Rabbi Trusts to transfer to the Columbia Rabbi Trusts cash, life insurance policies or other assets having an aggregate fair market value equal to (i) the aggregate fair market value of all assets held in the NiSource Rabbi Trusts as of the Distribution Date multiplied by (ii) a percentage, the numerator of which shall be the lump sum present value of the benefits assumed by the Columbia Deferred Compensation Plans pursuant to this Section 3.03 and the denominator of which shall be the lump sum present value of all benefits accrued under the NiSource Deferred Compensation Plans immediately prior to the Distribution Date.

  • Nonqualified Deferred Compensation (a) It is intended that any payment or benefit which is provided pursuant to or in connection with this Agreement which is considered to be deferred compensation subject to Section 409A of the Code shall be paid and provided in a manner, and at such time and form, as complies with the applicable requirements of Section 409A of the Code to avoid the unfavorable tax consequences provided therein for non-compliance.

  • Deferred Compensation Account All Participant Deferral Credits and Employer Credits shall be credited to the Deferred Compensation Account of the Participant as provided in Section 8.

  • Incentive Compensation Plans The occurrence of any of the following: (i) a material reduction by the Corporation in the Executive’s (A) annual incentive compensation target or maximum opportunity, or (B) long-term incentive compensation target or maximum opportunity (measured based on grant date fair value of any equity-based awards), in each case, as in effect immediately prior to the Change in Control, or (ii) a change in the performance conditions, vesting, or other material terms and conditions applicable to annual and/or long-term incentive compensation awards granted to Executive after the Change in Control which would have the effect of materially reducing the Executive’s aggregate potential incentive compensation from the level in effect immediately prior to the Change in Control; or

  • Compensation Plans Following any termination of the Executive's employment, the Company shall pay the Executive all unpaid amounts, if any, to which the Executive is entitled as of the Date of Termination under any compensation plan or program of the Company, at the time such payments are due.

  • Other Compensation Plans The adoption of the Plan shall not affect any other option, incentive or other compensation or benefit plans in effect for the Company or any Affiliate, nor shall the Plan preclude the Company from establishing any other forms of incentive compensation arrangements for Employees, Directors or Third Party Service Providers.

  • Deferred Compensation Upon the consummation of the Initial Business Combination, the Company will cause the Trustee to pay to the Representative, on behalf of the Underwriters, the Deferred Discount. Payment of the Deferred Discount will be made out of the proceeds of the Offering held in the Trust Account. The Underwriters shall have no claim to payment of any interest earned on the portion of the proceeds held in the Trust Account representing the Deferred Discount. If the Company fails to consummate its Initial Business Combination within the time period prescribed in the Amended and Restated Certificate of Incorporation, the Deferred Discount will not be paid to the Representative and will, instead, be included in the liquidation distribution of the proceeds held in the Trust Account made to the Public Stockholders. In connection with any such liquidation distribution, the Underwriters will forfeit any rights or claims to the Deferred Discount.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!