ASSUMPTION OF EMPLOYEE BENEFIT PLANS. Holdings and the Company shall, as of the Effective Time, execute, acknowledge and deliver the Assumption Agreement pursuant to which Holdings will, from and after the Effective Time, assume and agree to perform all obligations of the Company pursuant to the Amended and Restated Rent-A-Center, Inc. Long-Term Incentive Plan (the "LTIP") and certain other option agreements relating to ColorTyme, Inc., a Texas corporation (together with the LTIP, the "EQUITY COMPENSATION PLANS") and other employee benefit plans as agreed to by the officers of Holdings and the Company. As of the Effective Time, each option to purchase a share of the Company Common Stock which has been granted and is then outstanding and unexercised under the Equity Compensation Plans (an "EXISTING STOCK OPTION") shall be automatically converted into an option to purchase one share of the Holdings Common Stock at the same exercise price, for the same period and subject to substantially the same terms and conditions applicable to the relevant Existing Stock Option (each a "SUBSTITUTE OPTION" and collectively, the "SUBSTITUTE OPTIONS").
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. 1. Subject to and as of the Effective Time, by virtue of the Merger, Aaron’s transfers, and HoldCo assumes and accepts sponsorship of, the Aaron’s, Inc. Employees Retirement Plan and the Aaron’s, Inc. Deferred Compensation Plan (the “Employee Benefit Plans”), along with any and all agreements, rights, duties, assets and liabilities associated with such Employee Benefit Plans, such that Aaron’s will no longer sponsor any of the Employee Benefit Plans on and after the Effective Time.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. Effective as of the Effective Date, (i) Purchaser shall assume sponsorship of, and all assets of and liabilities attributable to the Transferred Employees under, the Seller Plans (as defined and set forth on Exhibit F attached to and made part of this Agreement) and (ii) Seller shall cease to sponsor the Seller Plans, but shall remain a participating employer in such plans and, as a result, shall retain all assets of and liabilities attributable to the Retained Employees under the Seller Plans. For purposes of participation in the Seller Plans, the Transferred Employees shall be deemed not to have incurred a termination of employment or separation from service, and each such Transferred Employee shall continue to participate in each Seller Plan in accordance with its terms as in effect as of the Effective Date, provided, each Seller Plan shall be amended to the extent necessary to recognize, for purposes of eligibility to participate and vesting, the service of each such Transferred Employee with Seller prior to the Effective Date. Notwithstanding the above to the contrary, nothing in this Section 4.2 shall be construed to limit the ability of Purchaser to amend or terminate any Seller Plan following the Effective Date.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. With respect to the employees of the Company who become employees of the Buyer after the Closing, Buyer will assume the Employee Benefit Liabilities set forth on Schedule 1.2(e), along with all of the powers previously reserved by the Company under the plans related to the Employee Benefit Liabilities to amend, terminate or modify such contracts.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. 1. As of and subject to the Effective Time, Arris transfers, and Arris HoldCo assumes and accepts, sponsorship of all of the Plans, along with any agreements, rights, duties, assets and liabilities associated with such Plans, to the extent such Plans were previously sponsored or maintained by Arris, such that Arris will no longer sponsor any of such Plans after the Effective Time.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. From and after the Closing, the employee benefit plans of Seller shall be assumed by Purchaser. Seller agrees that Purchaser may terminate such employee benefit plans at any time following the Closing if Purchaser shall, in lieu thereof, provide employees of Purchaser with the same or substantially similar or better employee benefit plans (including, but not limited to, employee benefit plans within the meaning of Section 3(3) of ERISA), as those provided to employees of Inmark with comparable status and seniority. Years of service with Seller shall be credited to employees of Seller for vesting and participation purposes under the employee benefit plans of Purchaser.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. Buyer agrees that it shall, effective on the Closing Date, assume all Employee Benefit Plans maintained by the Seller, and all duties, rights and obligations thereunder. Buyer also agrees to assume all rights and obligations as a participating employer in the union plans set forth in Section 3(y) of the Disclosure Schedule, effective as of the Closing Date. Seller and Buyer agree that they shall cooperate in resolving any and all transitional issues which may arise in connection with the assumption of and participation in such plans by Buyer, including, without limitation, the crediting of past service, payment of contributions, compliance testing, and the filing of reports with governmental agencies.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. 1. As of and subject to the Effective Time, CompuCredit transfers, and Holdings assumes and accepts, sponsorship of all of the Plans, along with any agreements, rights, duties, assets and liabilities associated with such Plans, to the extent such Plans were previously sponsored or maintained by CompuCredit, such that CompuCredit will no longer sponsor any of such Plans after the Effective Time.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. 1. As of and subject to the Effective Time, EarthLink transfers, and Shared Services assumes and accepts, sponsorship of all of the Plans, along with any agreements, rights, duties, assets and liabilities associated with such Plans, to the extent such Plans were previously sponsored or maintained by EarthLink, such that EarthLink will no longer sponsor any of such Plans after the Effective Time.
ASSUMPTION OF EMPLOYEE BENEFIT PLANS. Effective as of the Closing Date, the Company shall cause COG to become the successor sponsor to the Company of the Employee Benefit Plans and COG shall assume and be solely responsible and liable for all liabilities, obligations, duties, payments and benefits which exist or subsequently arise under the Employee Benefit Plans or under applicable law with respect to such plans. Neither Buyer nor the Company shall have any obligations of any kind whatsoever under the Employee Benefit Plans with respect to the employees and former employees of the Company from and after the Closing Date, and the Company shall cease to be a participating employer in the Employee Benefit Plans as of the Closing Date. The parties agree and acknowledge that Buyer will have certain responsibilities to make payments with respect to such stock option plans and Employment Agreements as described in this Agreement.
