Assumption of Pension Plan Liabilities Sample Clauses

Assumption of Pension Plan Liabilities. Immediately after the Distribution Date, all liabilities relating to Transferred Individuals under the Xxxx-XxXxx Retirement Plan shall cease to be liabilities of the Xxxx-XxXxx Retirement Plan and shall be transferred to and assumed by the Tronox Retirement Plan.
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Assumption of Pension Plan Liabilities. Effective as of the date of the actual transfer of the Initial Transfer Amount set forth in Section 3.1(c), the Company hereby agrees to cause the TRW Automotive U.S. SPP and the TRW Automotive Master Trust to assume, and to fully perform, pay and discharge, all accrued benefits of the TRW SPP and the TRW Master Trust relating to all Salaried Plan Participants as of the Closing Date (exclusive of benefits paid prior to the date of transfer of the Initial Transfer Amount), as well as all Liabilities for all participants under the TRW Automotive U.S. SPP which accrue from and after the Closing Date. Neither the Company nor its Subsidiaries shall assume any other obligations or liabilities arising under or attributable to the TRW SPP or TRW Master Trust, but the Company and the TRW Automotive Subsidiaries acknowledge all liability for funding and other obligations imposed upon the Company or its Subsidiaries under ERISA and the Code arising under the TRW Automotive U.S. SPP in connection with benefit accruals arising on and after the Closing Date.
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Assumption of Pension Plan Liabilities. (i) Effective as of the date of actual transfer of the TRW Automotive SPP Transfer Amount set forth in Section 3.1(e)(ii), TRW Automotive hereby assumes, and agrees to fully perform, pay and discharge, and agrees to cause the TRW Automotive SPP and the TRW Automotive Master Trust to assume, and to fully perform, pay and discharge, all accrued benefit and other Liabilities of TRW or any of its Subsidiaries, the TRW SPP and the TRW Master Trust under or relating to the TRW SPP and the TRW Master Trust with respect to all TRW Automotive Participants. The Liabilities assumed by TRW Automotive, the TRW Automotive SPP and the TRW Automotive Master Trust shall be considered to have been transferred from the TRW SPP and the TRW Master Trust to the TRW Automotive SPP and the TRW Automotive Master Trust on the date the TRW Automotive SPP Transfer Amount is transferred to the TRW Automotive Master Trust pursuant to Section 3.1(e) below.
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Assumption of Pension Plan Liabilities. As of the Close of the Distribution Date, all Pension Liabilities shall cease to be Liabilities of the Heinz Pension Plans and shall be assumed in full and in all respects by the corresponding Spinco Pension Plans; provided, however, that following the Close of the Distribution Date, Heinz shall administer, or shall cause to be administered, the Spinco Pension Plans through the end of the Transition Services Period, in accordance with and pursuant to the applicable provisions of the Transition Services Agreement.
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Assumption of Pension 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 Pension Plan and the Rockwell Automation Group 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 Pension Plan and the Rockwell Group Trust under and relating to the Rockwell Pension Plan and the Rockwell Group Trust with respect to Rockwell Automation Participants who were covered under the Rockwell Pension Plan prior to the Time of Distribution. The Liabilities assumed by Rockwell, the Rockwell Automation Pension Plan and the Rockwell Automation Group Trust pursuant to the preceding sentence will be considered to have been transferred from the Rockwell Pension Plan and the Rockwell Group Trust to the Rockwell Automation Pension Plan and the Rockwell Automation Group Trust on the Distribution Date.
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Assumption of Pension 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 Pension Plan and the Rockwell Automation Group 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 Xxxxxxx Group and members of the Rockwell Science Center Group), the Rockwell Pension Plan and the Rockwell Group Trust under and relating to the Rockwell Pension Plan and the Rockwell Group Trust with respect to Rockwell Automation Participants who were covered under the Rockwell Pension Plan prior to the Time of Distribution. The Liabilities assumed by Rockwell, the Rockwell Automation Pension Plan and the Rockwell Automation Group Trust pursuant to the preceding sentence will be considered to have been transferred from the Rockwell Pension Plan and the Rockwell Group Trust to the Rockwell Automation Pension Plan and the Rockwell Automation Group Trust on the Distribution Date. (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 Pension Plan and the Rockwell Science Center Group 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 Xxxxxxx Group and members of the Rockwell Science Center Group), the Rockwell Pension Plan and the Rockwell Group Trust under and relating to the Rockwell Pension Plan and the Rockwell Group Trust with respect to Rockwell Science Center Participants who were covered under the Rockwell Pension Plan prior to the Time of Distribution. The Liabilities assumed by Rockwell Science Center, the Rockwell Science Center Pension Plan and the Rockwell Science Center Group Trust pursuant to the preceding sentence will be 13 <PAGE> 17 considered to have been transferred from the Rockwell Pension Plan and the Rockwell Group Trust to the Rockwell Science Center Pension Plan and the Rockwell Science Center Group Trust on the Distribution Date. (iii) Effective as of the Time of Distribution, Rockwell Xxxxxxx hereby assumes or retains, as applicable, and agrees to fully perform, pay and discharge, and agrees to cause the Rockwell Pension Plan and the Rockwell Group Trust to retain, and to fully perform, pay and discharge, ...
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Assumption of Pension Plan Liabilities and Allocation of Interests in the Pennzoil Pension Trusts.
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Related to Assumption of Pension Plan Liabilities

  • Termination of Pension Plans The Company will not, and will not permit any Consolidated Subsidiary to, withdraw from any Multiemployer Plan to which it may hereafter contribute or permit any employee benefit plan hereafter maintained by it to be terminated if such withdrawal or termination could result in withdrawal liability (as described in Part 1 of Subtitle E of Title IV of ERISA) or the imposition of a Lien on any property of the Company or any Consolidated Subsidiary pursuant to Section 4068 of ERISA.

  • ERISA Plans and Liabilities All currently existing ERISA Plans are listed in the Disclosure Schedule. Except as disclosed in the Initial Financial Statements or in the Disclosure Schedule, no Termination Event has occurred with respect to any ERISA Plan and all ERISA Affiliates are in compliance with ERISA in all material respects. No ERISA Affiliate is required to contribute to, or has any other absolute or contingent liability in respect of, any "multiemployer plan" as defined in Section 4001 of ERISA. Except as set forth in the Disclosure Schedule: (i) no "accumulated funding deficiency" (as defined in Section 412(a) of the Code exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, and (ii) the current value of each ERISA Plan's benefits does not exceed the current value of such ERISA Plan's assets available for the payment of such benefits by more than $500,000.

  • Pension Plans Any of the following events shall occur with respect to any Pension Plan:

  • Canadian Pension Plans The Loan Parties shall not (a) contribute to or assume an obligation to contribute to any Canadian Defined Benefit Plan, without the prior written consent of the Administrative Agent, or (b) acquire an interest in any Person if such Person sponsors, administers, maintains or contributes to or has any liability in respect of any Canadian Defined Benefit Plan, or at any time in the five-year period preceding such acquisition has sponsored, administered, maintained, or contributed to a Canadian Defined Benefit Plan, without the prior written consent of the Administrative Agent.

  • Employee Matters; Benefit Plans (a) Except as required by applicable Legal Requirements, the employment of each of the Acquired Corporations’ employees is terminable by the applicable Acquired Corporation at will.

  • Unfunded Pension Liability the excess of a Pension Plan’s benefit liabilities under Section 4001(a)(16) of ERISA, over the current value of that Pension Plan’s assets, determined in accordance with the assumptions used for funding the Pension Plan pursuant to Section 412 of the Code for the applicable plan year.

  • ERISA Liabilities The Borrower shall not, and shall cause each of its ERISA Affiliates not to, (i) permit the assets of any of their respective Plans to be less than the amount necessary to provide all accrued benefits under such Plans, or (ii) enter into any Multiemployer Plan.

  • ERISA Liabilities; Employee Plans The Credit Parties shall: (i) keep in full force and effect any and all Employee Plans which are presently in existence or may, from time to time, come into existence under ERISA, and not withdraw from any such Employee Plans, unless such withdrawal can be effected or such Employee Plans can be terminated without liability to the Credit Parties; (ii) make contributions to all of such Employee Plans in a timely manner and in a sufficient amount to comply with the standards of ERISA, including the minimum funding standards of ERISA; (iii) comply with all material requirements of ERISA which relate to such Employee Plans; (iv) notify Lender immediately upon receipt by the Credit Parties of any notice concerning the imposition of any withdrawal liability or of the institution of any Proceeding or other action which may result in the termination of any such Employee Plans or the appointment of a trustee to administer such Employee Plans; (v) promptly advise Lender of the occurrence of any “Reportable Event” or “Prohibited Transaction” (as such terms are defined in ERISA), with respect to any such Employee Plans; and (vi) amend any Employee Plan that is intended to be qualified within the meaning of Section 401 of the Internal Revenue Code of 1986 to the extent necessary to keep the Employee Plan qualified, and to cause the Employee Plan to be administered and operated in a manner that does not cause the Employee Plan to lose its qualified status.

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