Benefits Arrangements. (a) Section 5.22(a)(i) of the Disclosure Schedule sets forth an accurate and complete list of all benefit plans, policies, or arrangements, whether written or oral, under which any current or former employee, director, or consultant of any Company Entity or any ERISA Affiliate, or any beneficiary of such individuals, has any present or future right to benefits, or to which any Company Entity or any ERISA Affiliate has any Liability or obligation to contribute, contingent or otherwise, including: (i) any “employee benefit plan” (within the meaning of Section 3(3) of ERISA); (ii) any profit-sharing, pension, Code Section 125 “cafeteria” or “flexible” benefit, flexible spending account, health, deferred compensation, bonus, stock option, stock purchase, equity or phantom equity, pension, retainer, educational assistance, employment, consulting, retirement, severance, retention, change in control, welfare or incentive plan, agreement or arrangement; or (iii) any plan, agreement or arrangement providing for “fringe benefits” or perquisites, including benefits relating to automobiles, clubs, vacation, child care, parenting, sabbatical, sick leave, medical, dental, hospitalization, life insurance and other types of insurance, or other fringe benefit whether or not it provides a tax benefit under Code Section 132, whether written, oral, formal or informal (each such plan, program, or arrangement an “Employee Benefit Plan”). Section 5.22(a)(ii) of the Disclosure Schedule identifies each ERISA Affiliate.
Benefits Arrangements. 80 12.2. No Rights of Employees..................................... 81 ARTICLE XIII TERMINATION 13.1. Termination................................................ 82 13.2.
Benefits Arrangements. 23 Section 6.06. Pooling Affiliates' Letters............................. 23 Section 6.07. Further Assurances...................................... 23 Section 6.08. Opinions of the Company's Counsel....................... 24
Benefits Arrangements. It is Acquiror's present intention that from and after the Closing, Acquiror shall, or shall cause the Company to, provide all of the employees of the Company with salary and wages at not less than their current levels and Acquiror shall, or shall cause the Company to, continue in effect all employee benefit plans, programs, policies or arrangements as are currently provided by the Company to its employees. It is the Acquiror's further intention to provide the employees of the Company, over a phase-in period, with benefits which are generally comparable in the aggregate to the benefits provided to other similarly situated employees of Acquiror and Zygo Subsidiaries.
Benefits Arrangements. Employees of APA at the Effective Time shall, to the extent eligible, participate in all employee benefit plans, programs, policies or arrangements as are generally provided by SFC to its own employees in accordance with the terms of such plans, programs, policies or arrangements in effect from time to time.
Benefits Arrangements. 6 Section 1.08 Directors and Officers of MMX................... 6 ARTICLE II
Benefits Arrangements. (a) Immediately after the Effective Time, MMX shall employ all of the individuals who were employees of RKI and MMX at the Effective Time, on the same terms and conditions as previously in effect.
Benefits Arrangements. (i) Each of the Purchasers and their Affiliates will assume or continue the Employee Benefit Plans which it is required to assume in accordance with Applicable Law in connection with the consummation of the transactions contemplated hereby or which transfer with the Target Companies by operation of Applicable Law, which Employee Benefit Plans will be listed and notified to the Purchasers not later than June 20, 2017 (the Assumed Employee Benefit Plans).
Benefits Arrangements. 7 Section 1.9
Benefits Arrangements. As soon as practicable after the Effective Time, PG and Avidia each agree to appoint personnel from their respective human resources departments who will meet and in good faith negotiate to reach agreement with respect to the manner in which Avidia employee benefit plans, other than those governed by Section 1.6 above, will be treated after the Merger. The parties agree that to the extent practicable PG will provide benefits for Avidia employees and officers following the Merger that are substantially identical to the benefits provided to similarly situated PG employees and officers; provided, further, that the Avidia employees and officers as of the Effective Time shall receive past service credit for their years of service (including fractional years) with Avidia.
