Benefit Agreements. Surviving Corporation and National City shall honor, maintain and perform on and after the Effective Time, without deduction, counterclaims, interruptions or deferment (other than withholding under applicable law), all vested benefits of any person under all plans or agreements.
Benefit Agreements. Section 3.01(g) Benefit Plans..................................................Section 3.01(m) business day...................................................Section 8.03(a) Certificate....................................................Section 2.01(c) Closing...........................................................Section 1.02
Benefit Agreements. The written agreement between The Plan or one of HCSC’s subsidiaries or affiliates, and an employer group, whether insured or self-funded, or an individual under which The Plan arranges for, indemnifies, or administers health care Benefits for Covered Services, and any written health Benefit plan covering a Member, which includes a detailed explanation of Covered Services.
Benefit Agreements. 40 BHCA ...................................................................................................2 BIF ...................................................................................................2
Benefit Agreements. Benefit Agreements shall mean those written agreements entered into by and between a Payor and Members which provides or arranges for the provision of health care coverage for Members.
Benefit Agreements. Upon consummation of the Merger, Webster Bank shall assume the oblxxxxxxxs of Derby in the Directors' Voluntary Deferral Agreements for Derby Savings Bank as set forth therein.
Benefit Agreements. Enter into, terminate, establish, adopt or amend (except as may be required by applicable Law) any Benefit Agreements, take any action to grant or approve the grant of, accelerate the vesting, accrual or exercisability of stock options (except as expressly provided by this Agreement), restricted stock or other compensation or benefits payable thereunder or increase the participant pool of any Benefit Agreement (except that it may renew or replace its health insurance policies and programs in effect as of the date of this Agreement upon terms and conditions acceptable to the other party). Without limiting the generality of the foregoing, neither BHC nor the Bank shall take any action which has the effect of increasing its obligations or liabilities pursuant to any stock option plans or any other Benefit Agreement.
Benefit Agreements. List of Retention Bonus Agreements and Severance Agreements for certain employees of Pacifica. Section 5.2(b)(ii)(y): Conflicts – Description of Buyer’s breach of certain borrower financial covenants under its credit line facility.
Benefit Agreements. (H) the top five (5) Contracts (determined on the basis of the largest transactions, as measured by total bookings recorded by the Company or any of its Subsidiaries pursuant to such transactions, closed in the four consecutive fiscal quarter period ended August 31, 2018) with respect to purchases by Governmental Entities;
(I) any Contract to or by which the Company or any of its Subsidiaries is a party or bound providing for the acquisition or disposition of any assets (other than obligations set forth in the capital expenditure budget set forth on
(J) the primary relationship Contract between the Company or any of its Subsidiaries and each of the ten (10) largest customers of the Company and its Subsidiaries (determined on the basis of the largest transactions, as measured by total bookings recorded by the Company or any of its Subsidiaries pursuant to such transactions, closed in the four consecutive fiscal quarter period ended August 31, 2018);
(K) the ten (10) largest Contracts between the Company or any of its Subsidiaries and any suppliers of goods, services and personnel to the Company and its Subsidiaries (determined on the basis of amounts paid by the Company or any of its Subsidiaries in the four consecutive fiscal quarter period ended September 30, 2018;
(L) any Contract between the Company or any of its Subsidiaries with any supplier of goods and services to the Company and its Subsidiaries for use in the Company’s products or services that involves payments by the Company or its Subsidiaries to such supplier in excess of $10,000,000 per year (other than purchase orders); and
(M) any Call Option and any Warrant. The Contracts of the Company or any of its Subsidiaries of the type referred to in clauses (A) through (M) of this subsection (i) are collectively referred to in this Agreement as “Material Contracts.” The Company has, subject to applicable Law and redaction of competitively sensitive information, made available to Parent a complete and correct copy (in all material respects) of each of the Material Contracts as of the date of this Agreement (it being acknowledged by Parent and Sub that each Material Contract filed by the Company with the SEC in the Filed SEC Documents shall be deemed to have been made available to Parent and Sub), including all material amendments or waivers thereto. Except for matters that would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, (1) each Material Contract...
Benefit Agreements. National City shall honor, maintain and perform at and after the Effective Time, without deduction, counterclaims, interruptions or deferment (other than withholding under applicable Law), all of Fidelity's and Fidelity's Subsidiaries' vested obligations under Fidelity Employee Plans. This provision shall not be construed as precluding the merger of a Fidelity Employee Plan into a National City Employee Plan; provided, however, that National City shall have the right to delay the payment, or limit the form of payment of any amount under any Fidelity Employee Plan to the extent National City and Fidelity jointly and, in good faith, determine that such delay or limitation is necessary to avoid adverse tax consequences under Section 409A of the Code and the regulations promulgated thereunder; provided, however, that any delay or limitation in the form of payment shall be no longer than reasonably necessary to avoid such adverse tax consequences and such payment shall be made, to the maximum extent possible, in accordance with the payment election so made, if any, or to give effect to the plan or agreement under which the payment is made.
