Benefits Following the Closing Date. Effective as of the Closing Date, Purchaser shall provide the Transferred Business Employees with broad-based employee benefit plans and programs that are substantially comparable to those that are provided to similarly situated employees of Purchaser, as in effect from time to time. For purposes of determining (i) eligibility to participate in and vesting under any employee benefit plan of Purchaser or its Affiliates, (ii) the banking privileges and perquisites applicable to the Transferred Business Employees, if applicable, and (iii) retirement eligibility under any Purchaser plan providing for the grant of equity awards, and for benefit accrual purposes only for vacation, paid time off, severance benefits and level of pay credits under a cash balance plan, in each case, as applicable, each Transferred Business Employee shall be credited with the years of service he or she has been credited with under the comparable Employee Plans; provided that such service shall not be recognized (i) to the extent such recognition would result in a duplication of benefits for the same period of service, (ii) for purposes of grandfathering and/or benefit accruals under any Purchaser defined benefit retirement plan and (iii) for purposes of retiree medical benefits (but it shall be recognized for access-only retiree medical, if applicable). Purchaser shall (i) waive any preexisting conditions and waiting periods under the welfare benefit plans of Purchaser that provide healthcare benefits in which the Transferred Business Employees are eligible to participate to the same extent that such conditions and waiting periods were waived under the comparable Employee Plan, and (ii) subject to Sellers providing Purchaser with the applicable information with respect to each Transferred Business Employee in a form that Purchaser determines is administratively feasible to take into account under its plans, cause such plans to honor any expenses incurred by such Transferred Business Employees and their eligible dependents under Employee Plans that are healthcare benefit plans during the portion of the calendar year in which they become Transferred Business Employees for purposes of satisfying applicable deductible, co-insurance, maximum out-of-pocket, and similar expenses, to the same extent that such expenses were recognized under the comparable Employee Plan. Purchaser shall not provide any payment or incentive to any Transferred Business Employee to induce such employee to elect c...
Benefits Following the Closing Date. Effective as of the Closing Date, the Transferred Employees shall be provided employee benefits that are no less favorable than those provided to similarly situated employees of Purchaser working in Michigan branches, except as otherwise specifically provided herein. From and after the Closing Date, Purchaser shall provide each Transferred Employee with credit for such Transferred Employee’s period of service with Seller (including any service credited from predecessors by merger or acquisition to Seller (including, without limitation, Republic Bank)) towards the calculation of eligibility and vesting for such purposes as vacation, severance and other benefits and participation and vesting in Purchaser’s qualified retirement plans, as such plans may exist (but, except with respect to severance and for vacation, not for purposes of benefit accruals). Each Transferred Employee who satisfies the eligibility requirements to participate in the medical, dental, or other welfare plans of Purchaser, as such plans may exist, shall be eligible to participate in such plans on and after the Closing Date, and any pre-existing conditions provisions of such plans shall be waived with respect to any such Transferred Employees; provided, however, that if Purchaser’s applicable health or disability insurance policy or plan has a pre-existing condition limitation and a Transferred Employee’s condition is being excluded as a pre-existing condition under Seller’s applicable plan as of the Closing Date, Purchaser may treat such condition as a pre-existing condition for any remaining period that such condition would have been treated as a pre-existing condition under Seller’s plan.
Benefits Following the Closing Date. (a) During the period commencing on the Closing Date and ending on the first anniversary thereof, Buyer shall cause the Employees to be provided with employee benefits that are no less favorable in the aggregate than the employee benefits provided to the Employees under the Employee Plans and Benefit Arrangements (excluding for this purpose plans which provide for equity-based awards and severance plans) as of the Closing Date, as previously disclosed to Buyer by Seller Guarantor. Buyer shall cause the Employees who retire during such one-year period to be provided with post-retirement medical benefits under the South Western Bxxx Mobile Systems post-retirement medical plan (the "Buyer Post-Retirement Medical Plan"), provided such Employees satisfy the eligibility requirements for post-retirement medical benefits under the Buyer Post-Retirement Medical Plan. Nothing contained herein shall be construed to limit the ability of Buyer or its Affiliates to terminate the employment of any Employee or to terminate any particular employee benefit plan or compensatory arrangement following the Closing Date. Without limiting the foregoing, during calendar year 1999, Buyer shall provide to each Employee at least the number of days of paid time off that would have been available to such Employee for 1999 under Seller Guarantor's paid time off policies (as in effect on the Closing Date), less the number of days of paid time off taken by such Employee between January 1, 1999 and the Closing Date, inclusive.
Benefits Following the Closing Date. As of the Closing ----------------------------------- Date, Xxxxxxx XX shall not be subject to or covered by any Employee Benefit Plans. Purchaser shall provide such benefit plans and other arrangements to Transferred Employees as it determines in its sole discretion. Purchaser shall not assume, and Xxxxxxx XX will not have any Liability for, any Employee Benefit Plans or any Liabilities or costs related to such Employee Benefit Plans.
Benefits Following the Closing Date. From the Closing Date through at least the end of the calendar year in which the Closing Date occurs, Purchaser shall provide the Transferred Operations Employees with employee benefit plans and programs that are, in the aggregate, at least as favorable as those that are provided to similarly situated employees of Purchaser. For purposes of determining (i) eligibility to participate in and vesting under any employee benefit plan of Purchaser or its Affiliates, (ii) the perquisites applicable to the Transferred Operations Employees and (iii) for benefit accrual purposes, only for vacation, paid time off and severance benefits, in each case, as applicable, each Transferred Operations Employee shall be credited with the years of service he or she has been credited with under the comparable Employee Plans; provided that such service shall not be credited to the extent such service credit would result in a duplication of benefits for the same period of service. Purchaser shall use commercially reasonable efforts (A) to waive any preexisting conditions and waiting periods under the welfare benefit plans of Purchaser in which the Transferred Operations Employees are eligible to participate to the same extent that such conditions and waiting periods were waived under the comparable Employee Plan, and (B) to cause such plans to honor any expenses incurred by such Transferred Operations Employees and their eligible dependents under Employee Plans that are welfare benefit plans during the portion of the calendar year in which they become Transferred Operations Employees for purposes of satisfying applicable deductible, co-insurance, maximum out-of-pocket, and similar expenses, to the same extent that such expenses were recognized under the comparable Employee Plan.
Benefits Following the Closing Date. The Purchaser or its Affiliates shall cause Employees to receive credit for periods of service from such Employees' most recent date of hire (or deemed most recent date of hire), with the Shareholder, the Company or their respective Affiliates (to the extent such service is being treated as credited service under the corresponding plans of the Shareholder, the Company or their respective Affiliates as of the Closing Date), for purposes of eligibility and vesting under the current employee benefits plans of the Purchaser or its Affiliates. For purposes of the employee benefit plans of the Purchaser or its Affiliates, as applicable, the Purchaser shall cause to be waived, to the extent permissible under any such plan, any limitations as to pre-existing conditions or waiting periods with respect to participation and coverage requirements applicable to each employee of the Company who remains employed by the Company on and after the Closing Date (an "Employee"), to the extent corresponding conditions or waiting periods, if any, under the applicable Shareholder Plan or Company Plan have been satisfied by such Employee as of the Closing Date. The dollar amount of all expenses incurred by Employees and their eligible dependents prior to the Closing Date and during the plan year in which the Closing Date occurs shall be taken into account for purposes of satisfying such plan year's deductible and coinsurance requirements and satisfaction of out-of-pocket provisions, under any welfare benefit plan applicable to the Company that is maintained by the Purchaser or its Affiliates.
