Assumption of Plans. Effective as of the Effective Time, Adient shall assume responsibility for plan administration of the retirement plans sponsored or maintained by certain joint ventures primarily related to the Adient Business as set forth in Schedule 5.10 hereto.
Assumption of Plans. As of the Closing Date, Purchaser shall adopt and become the sponsor and employer for purposes of each and every Seller Employee Benefit Plan set forth in Section 9.3 of the Seller Disclosure Schedule and shall be substituted for Seller or its Subsidiaries who had theretofore been the sponsor of any such Seller Employee Benefit Plan. Effective as of the Closing, Purchaser shall be responsible for all benefits and liabilities with respect to such Seller Employee Benefit Plans, as such Seller Employee Benefit Plans may be amended or modified from time to time by written agreement between Purchaser and the Unions after the Closing Date.
Assumption of Plans. (a) Effective as of the Closing Date, the Buyer shall assume the Sellers' post-retirement welfare benefit plans solely with respect to Transferred Employees and the former employees of the Fastener Business (which former employees are listed on Schedule 6.2(a)). The Sellers shall continue to provide all administrative services, at the Buyer's expense, with respect to the benefit obligations assumed by the Buyer pursuant to this Section 6.2(a) through December 31, 2003. With respect to the Sellers' provision of administrative services pursuant to this Section 6.2(a), the Sellers shall deliver to the Buyer on a monthly basis, an invoice reflecting the costs actually incurred by the Sellers with respect to their provisions of such services. The Buyer shall pay the Sellers the amount indicated in such invoice within ten business days following receipt of such invoice. Nothing herein shall limit the right of the Buyer, following the Closing Date, to amend or terminate the programs under which such benefits are provided, subject to applicable Law.
Assumption of Plans. Except as specifically provided under this Article VI, effective as of the Closing Date, the Company will adopt and assume each Plan, and all rights and Benefit Liabilities thereunder and all other non-material Benefit Liabilities, and shall become a successor employer and be responsible for Transferor's participation in and obligations and responsibilities with respect to each Plan. Prior to and after the Closing, Transferor and the Company shall cooperate in preparing any appropriate documents and use their reasonable best efforts to take all other actions necessary to effectuate the intent of this Section.
Assumption of Plans. From and after the Closing Date, Buyer shall cause the Companies and Subsidiaries to retain sponsorship of each Employee Benefit Plan or Benefit Arrangement (excluding Canadian Employee Plans) maintained by any Company or Subsidiary primarily for the benefit of Employees (excluding Canadian Employees) ("Company-Specific Plans").
Assumption of Plans. Corning Gas assigns and the Holding Corp. assumes and succeeds to, effective as of the Effective Time, the Stock Plan and the Stock Plans of Corning Gas.
Assumption of Plans. Holdings and MetaSolv hereby agree that they will, at the Effective Time, execute, acknowledge and deliver an assumption agreement pursuant to which Holdings will, from and after the Effective Time, assume and agree to perform all obligations of MetaSolv pursuant to the Long- Term Incentive Plan of MetaSolv, the Employee Stock Purchase Plan of MetaSolv and the 1992 Stock Option Plan of MetaSolv (collectively, the "Plans"), each stock option agreement entered into pursuant thereto, and each outstanding stock option granted thereunder.
Assumption of Plans. 61 ARTICLE VII
Assumption of Plans. Section 6.2(a) is amended by adding the following sentence at the end thereof. "The former employees of the Fastener Business listed on Schedule 6.2(a) are listed as of October 31, 2002. The Sellers shall update such Schedule, through the Closing Date, as promptly as practicable after the Closing." 16.
Assumption of Plans. As of the Effective Time of the Merger, New Liberty shall assume (i) the Old Liberty Plans, and (ii) each of the then outstanding options, stock appreciation rights and other incentive awards representing a right with respect to shares of Old Liberty Series A Stock or Old Liberty Series B Stock, as applicable, issued or assumed by Old Liberty pursuant to the Old Liberty Plans (collectively, "Old Liberty Awards"). As of the Effective Time of the Merger, each Old Liberty Award shall be assumed (as assumed, a "Replacement Award") by New Liberty and shall thereafter be exercisable for or relate to shares of New Liberty Common Stock, as more particularly described in this Section 3.04. All terms of each Replacement Award, including, without limitation, the vesting thereof, shall in all material respects be the same as the corresponding Old Liberty Award outstanding immediately prior to the Effective Time of the Merger, except as otherwise provided in (x) this Section 3.04 or (y) in any assumption agreement entered into among Old Liberty, New Liberty and the holder of an Old Liberty Award. For purposes of vesting, employment with or service to Old Liberty as an employee, consultant or director thereof will be deemed to include employment with or service to New Liberty as an employee, consultant or director thereof for all purposes under the Replacement Awards.
