Business Benefit Plans Sample Clauses

Business Benefit Plans. 1. ASI Audio Technologies LLC Group Health Plan dated January 1, 2010 provided by Blue Cross Blue Shield of Arizona.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Business Benefit Plans. (a) Section 3.17(a)(i) of the Disclosure Schedule sets forth a complete list of each material Benefit Plan that is maintained, sponsored or contributed to by the Existing Member or any of its ERISA Affiliates for the benefit of any Business Employee (“Business Benefit Plans”). Section 3.17(a)(ii) of the Disclosure Schedule lists any Benefit Plan for which the Company will have any Liability following the Closing.
Sample 1Sample 2
Business Benefit Plans. Except as specifically set forth herein, each of the Companies shall assume or retain all assets and Liabilities related to all Business Benefit Plans. Prior to Closing, Seller shall cause any assets and Liabilities that do not relate to Business Employees to be transferred to Seller Benefit Plans that are not Business Benefit Plans. (c)
Sample 1
Business Benefit Plans. Any Business Benefit Plans and underlying assets or any rights in the Business Benefit Plans, except the Assumed Plan.
Sample 1
Business Benefit Plans. Any liabilities or obligations relating to the Business Benefit Plans, except as expressly assumed by Purchaser under Section 2.04(c).
Sample 1
Business Benefit Plans. (a) Section 3.17 of the Seller Disclosure Schedule sets forth a list as of the date of this Agreement of all "employee benefit plans" (as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), and all pensions, retirement benefit, bonus, stock option, stock purchase, equity incentive, and deferred compensation plans and arrangements and other employee fringe benefit plans and arrangements maintained or contributed to, or required to be maintained or contributed to, by Principal Seller or any of the Acquired Subsidiaries or the Assets Sellers for the benefit of any current or former employee of Principal Seller or any of the Acquired Subsidiaries and the Assets Sellers who are or were primarily engaged in the Acquired Business (each such current or former employee, a "Participant", and each such plan or arrangement, a "Business Benefit Plan"). Other than the first sentence of Section 3.17(c), the remaining representations in this Section 3.17 do not relate to workers' compensation, U.S. social security and non-U.S. government plans and arrangements.
Sample 1
Business Benefit Plans. Without limiting any provision of this Article VI, effective as of the Closing Date, the Purchaser shall cause each of the Acquired Companies to retain (or cause another Affiliate of the Purchaser to assume or become a party to, as applicable), and honor (i) all Business Benefit Plans and all Liabilities thereunder, and (ii) all Liabilities relating to the employment or service (or termination thereof) of the Business Employees, whether arising prior to, on or after the Closing Date. The Purchaser shall have the right to amend any and all Business Benefit Plans in accordance with their terms to the extent permitted under the terms of such Business Benefit Plans.
Sample 1
AutoNDA by SimpleDocs
Business Benefit Plans. (a) Section 3.17 of the Seller Disclosure Schedule sets forth each material Business Benefit Plan. With respect to such Business Benefit Plan, Seller has made available to Buyer copies (i) of the current plan documents, including all amendments thereto (or a written summary thereof in the case of an unwritten Business Benefit Plan) and (ii) the most recent IRS determination or opinion letter, if applicable.
Sample 1
Business Benefit Plans. (a) Schedule 4.22(a) contains a complete and correct list of (i) each Business Benefit Plan sponsored by Seller or one of its Affiliates, and (ii) the jurisdictions in which the Business Employees covered by such Business Benefit Plans reside but exclusive of Contracts of the types set forth in subsection (xiii) of Schedule 4.22(a) (and any Contracts of such types that do not meet the thresholds set forth in subsection (xiii) of Schedule 4.22(a)). Seller has made available to Purchaser complete and correct copies of (1) each Business Benefit Plan sponsored by the Target Company or a Target Subsidiary, including all amendments thereto, (2) the most recent summary plan description, if any, together with the summaries of material modifications, if any, relating to such Business Benefit Plan and (3) as applicable, each trust agreement or other material Contract relating to such Business Benefit Plan, if applicable.
Sample 1

Related to Business Benefit Plans

  • Company Benefit Plans (a) Section 4.13(a) of the Company Disclosure Letter sets forth a complete list, as of the date hereof, of each material Company Benefit Plan. For purposes of this Agreement, a “

  • Benefit Plans The Executive shall be entitled to participate in any benefit plans relating to stock options, stock purchases, awards, pension, thrift, profit sharing, life insurance, medical coverage, education, or other retirement or employee benefits available to other senior executive employees of the Company, subject to any restrictions (including waiting periods) specified in such plans.

  • Welfare Benefit Plans During the Employment Period, the Executive and/or the Executive's family, as the case may be, shall be eligible for participation in and shall receive all benefits under welfare benefit plans, practices, policies and programs provided by the Company and its affiliated companies (including, without limitation, medical, prescription, dental, disability, employee life, group life, accidental death and travel accident insurance plans and programs) to the extent applicable generally to other peer executives of the Company and its affiliated companies, but in no event shall such plans, practices, policies and programs provide the Executive with benefits which are less favorable, in the aggregate, than the most favorable of such plans, practices, policies and programs in effect for the Executive at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies.

  • Benefit Plan If an employee maintains coverage for benefit plans while on maternity or parental leave, the Employer agrees to pay the Employer's share of these premiums.

  • ERISA; Benefit Plans Schedule 2.25 accurately (i) lists each ERISA Pension Benefit Plan (A)(1) the funding requirements of which (under Section 301 of ERISA or Section 412 of the Code) are, or at any time during the six-year period ending on the date hereof were, in whole or in part, the responsibility of the Company or any Company Subsidiary or (2) respecting which the Company or any Company Subsidiary is, or at any time during that period was, a "contributing sponsor" or an "employer" as defined in Sections 4001(a)(13) and 3(5), respectively, of ERISA (each plan described in this clause (A) being a "Company ERISA Pension Plan"), (B) each other ERISA Pension Benefit Plan respecting which an ERISA Affiliate is, or at any time during that period was, such a "contributing sponsor" or "employer" (each plan described in this clause (B) being an "ERISA Affiliate Pension Plan") and (C) each other ERISA Employee Benefit Plan that is being, or at any time during that period was, sponsored, maintained or contributed to by the Company or any Company Subsidiary (each plan described in this clause (C) and each Company ERISA Pension Plan being a "Company ERISA Benefit Plan"), (ii) states the termination date of each Company ERISA Benefit Plan and ERISA Affiliate Pension Plan that has been terminated and (iii) identifies for each ERISA Affiliate Pension Plan the relevant ERISA Affiliates. The Company has provided ARS with (i) true, complete and correct copies of (A) each Company ERISA Benefit Plan and ERISA Affiliate Pension Plan, (B) each trust agreement related thereto and (C) all amendments to those plans and trust agreements. Except as accurately set forth in Schedule 2.25, (i) neither the Company nor any Company Subsidiary is, or at any time during the six-year period ended on the date hereof was, a member of any ERISA Group that currently includes, or included when the Company or a Company Subsidiary was a member, among its members any Person other than the Company and the Company Subsidiaries and (ii) no Person is an ERISA Affiliate of the Company or any Company Subsidiary (other than the Company or any Company Subsidiary in the case of any other Company Subsidiary or any Company Subsidiary in the case of the Company, if the Company and the Company Subsidiaries comprise an ERISA Group).

  • Employees; Benefit Plans (a) Following the Closing Date, BHB may choose to maintain any or all of the LSBG Benefit Plans in its sole discretion. Effective no later than the day immediately preceding the Closing Date, LSBG shall terminate any LSBG Benefit Plans for which participant consent is not required and that BHB has requested to be terminated by providing written notice to LSBG at least fifteen (15) days prior to the Closing Date. No later than the day immediately preceding the Closing Date, LSBG shall provide BHB with evidence that such LSBG Benefit Plans have been terminated. However, for any LSBG Benefit Plan terminated for which there is a comparable BHB Benefit Plan of general applicability (other than the defined benefit pension plan or any nonqualified deferred compensation plans or arrangements maintained by BHB), BHB shall take all reasonable action so that employees of LSBG shall be entitled to participate in such BHB Benefit Plan to the same extent as similarly-situated employees of BHB (it being understood that inclusion of the employees of LSBG in the BHB Benefit Plans may occur at different times with respect to different plans). BHB shall cause each BHB Benefit Plan in which employees of LSBG are eligible to participate to take into account for purposes of eligibility and vesting under the BHB Benefit Plans (but not for purposes of benefit accrual) the service of such employees with LSBG and its Subsidiaries to the same extent as such service was credited for such purpose by LSBG (other than for the defined benefit pension plan or any nonqualified deferred compensation plans or arrangements maintained by BHB); provided, however, that such service shall not be recognized to the extent that such recognition would result in a duplication of benefits. Nothing herein shall limit the ability of BHB to amend or terminate any of the LSBG Benefit Plans or BHB Benefit Plans in accordance with their terms at any time; provided, however, that BHB shall continue to maintain the LSBG Benefit Plans (other than stock-based or incentive plans and the defined benefit pension plan and any nonqualified deferred compensation plans or arrangements) for which there is a comparable BHB Benefit Plan until the LSBG Employees are permitted to participate in the BHB Benefit Plans, unless such BHB Benefit Plan has been frozen or terminated with respect to similarly-situated employees of BHB or any Subsidiary of BHB.

  • Executive Benefit Plans The Executive will be eligible to participate in any executive benefit plans offered by the Company including, without limitation, medical, dental, short-term and long-term disability, life, pension, profit sharing and nonqualified deferred compensation arrangements, as the Board may determine in its discretion. The Company reserves the right to modify, suspend or discontinue any and all of the plans, practices, policies and programs at any time without recourse by the Executive, so long as the Company takes such action generally with respect to other similarly situated officers.

  • Employee Matters; Benefit Plans (a) Except as required by applicable Legal Requirements, the employment of each of the Acquired Corporations’ employees is terminable by the applicable Acquired Corporation at will.

  • Benefit Plans; ERISA (a) Section 2.09(a) of the Disclosure Schedule contains a true and complete list and description of each of the Benefit Plans and identifies each of the Benefit Plans that is a Qualified Plan and relates to Employees.

Time is Money Join Law Insider Premium to draft better contracts faster.