Benefits Liabilities. From and after the Closing Date, Seller shall (i) sponsor and (ii) assume or retain, as the case may be, and be solely responsible for all Benefits Liabilities relating to Designated Employees arising under, resulting from or relating to any Employee Plans whether incurred before, on or after the Closing Date.
Benefits Liabilities. To the extent not paid by the Company prior to the Closing, Parent shall pay to the Company, as a deduction from the Estimated Closing Payment, the Estimated Benefits Liabilities (other than the Deferred Severance Amounts) by wire transfer of immediately available funds in accordance with the Closing Payment Disbursement Schedule, and the Company shall immediately deliver the applicable amount, less any required withholding, to each applicable payee of a Benefit Liability.”
Benefits Liabilities. From and after the Closing, Purchaser will be solely responsible for all liabilities and obligations, arising under, resulting from or relating to Purchaser's employment or termination of the Transferred Employees.
Benefits Liabilities. Effective from and after the Closing, Buyer and its Affiliates shall assume and be solely responsible for all employment and employee benefits-related Liabilities that arise on or after the Closing Date and that relate to any Transferred Employee (or any dependent or beneficiary of such Transferred Employee) and no Seller nor any of its Subsidiaries shall have any Liability with respect to any such Transferred Employee (or any dependent or beneficiary of such Transferred Employee) that relates to such Transferred Employee’s employment with Buyer or any of its Affiliates. Buyer shall credit all Transferred Employees for all accrued and unused vacation for the calendar year ended December 31, 2008.
Benefits Liabilities. From and after the Closing, Seller will assume or retain, as the case may be, and be solely responsible for all debts, liabilities and obligations, arising under, resulting from or relating to the Plans or Seller's employment of or termination of the Specified Employees, whether incurred before, on or after the Closing (the "Benefits Liabilities"). From and after the Closing, Buyer will be solely responsible for all liabilities and obligations, arising under, resulting from or relating to Buyer's employment or termination of the Transferred Employees.
Benefits Liabilities. From and after the Closing Date, Seller and any ERISA Affiliates (which, for purposes of this Section 6.4, shall not include Buyer) shall (i) sponsor and (ii) assume or retain, as the case may be, and be solely responsible for all Employee Benefit Plans whether incurred before, on or after the Closing.
Benefits Liabilities. Seller shall retain, and be solely -------------------- responsible for all Benefits Liabilities arising under, resulting from or relating to the Seller Employee Plans whether incurred before, on or after the Closing Date including without limitation any COBRA continuing coverage requirements; provided that Purchaser provides to the Designated Employees who become employees of Seller the benefits set forth in such Designated Employees' respective Offer Letters.
Benefits Liabilities. Retained Employees
Benefits Liabilities. COBRA Continuation Coverage....
Benefits Liabilities. 42 7.13 Meeting of Stockholders............................................................................42 7.14 WARN Act...........................................................................................43 7.15
