BENEFITS AND CONTRACTS Sample Clauses

BENEFITS AND CONTRACTS. During the twelve-month period immediately following the Effective Time, Parent shall provide generally to employees of the Company, employee benefits either (a) under employee benefit plans on terms and conditions which when taken as a whole are substantially similar to those currently provided by Parent to its similarly situated employees or (b) under the Company Plans. For purposes of participation and vesting under such employee benefit plans described in (a) above, (i) service under any qualified plans of the Company shall be treated as service under Parent's qualified plans, (ii) service under any other employee benefit plans of the Company shall be treated as service under any similar employee benefit plans maintained by Parent. Parent shall cause the welfare benefit plans that cover the employees of the Company after the Effective Time to (i) waive any waiting period and restrictions and limitations for preexisting conditions or insurability and (ii) cause any deductible, co-insurance, or maximum out-of-pocket payments made by employees of the Company under the Company's welfare benefit plans to be credited to such employees under such welfare benefit plans, so as to reduce the amount of any deductible, co-insurance, or maximum out-of-pocket payments payable by such employees under the welfare benefit plans after the Effective Time.

BENEFITS AND CONTRACTS. (a) All persons who are employees of West Suburban Entities immediately prior to the Effective Time and whose employment is not terminated, if any, at or prior to the Effective Time (a “Continuing Employee”) shall, at the Effective Time or the time of the Bank Merger, as applicable, become employees of Buyer or Buyer Bank, as applicable. Except for those agreements set forth on Section 7.10(a) of the Buyer Disclosure Memorandum, which will be terminated by Buyer as of the Effective Time and all amounts due thereunder shall be paid in accordance with the employment agreement or any such other agreement with respect thereto as may be entered into between the parties, as applicable, Buyer and Buyer Bank shall assume all West Suburban employment and change of control agreements existing as of the date of this Agreement that have been disclosed to Buyer, regardless of whether the employees with such agreements are Continuing Employees or receive new agreements with Buyer. All of the Continuing Employees shall be employed at will, and no contractual right with respect to employment shall inure to such employees because of this Agreement, except as otherwise contemplated by this Agreement. (b) As of the Effective Time, each (i) Continuing Employee shall be employed on the same terms and conditions as similarly situated employees of Buyer Bank and eligible to participate in each applicable Buyer Benefit Plan with full credit for prior service with West Suburban solely for purposes of eligibility and vesting; and (ii) Buyer shall make available employer-provided benefits under Buyer Benefit Plans to each Continuing Employee on the same basis as it provides such coverage to similarly situated Buyer or Buyer Bank employees. With respect to Buyer Benefit Plans providing health coverage, Buyer shall use commercially reasonable efforts to cause any pre-existing condition, eligibility waiting period, or other limitations or exclusions otherwise applicable under such plans to new employees not to apply to a Continuing Employee or their covered dependents who were covered under a similar West Suburban Benefit Plan at the Effective Time of the Merger. In addition, if any such transition occurs during the middle of a plan year, Buyer shall use commercially reasonable efforts to cause any such successor Buyer Benefit Plan providing health coverage to give credit towards satisfaction of any annual deductible limitation and out-of-pocket maximum applied under such successor pla...

BENEFITS AND CONTRACTS. During the twelve month period immediately following the Effective Time, Parent shall provide generally to employees of the Company,