Buyer Welfare Plans Sample Clauses

Buyer Welfare Plans. 7.6 Buyer's Pension Plan......................... 7.6
Sample 1
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Buyer Welfare Plans. Buyer shall cause the waiver of all limitations as to pre-existing conditions, exclusions and waiting periods with respect to participation and coverage requirements applicable to the Continuing Non-Unionized Employees and, to the extent agreed upon with respect to post-Closing benefits negotiated and accepted by Buyer and the applicable union, the Unionized Employees under any such plans. Buyer shall provide, or shall cause the Acquired Companies to provide, continuation health care coverage to Business Employees and their qualified beneficiaries who incur a qualifying event, in accordance with the continuation health care coverage requirements of Section 4980B of the Code and Title I, Subtitle B, Part 6 of ERISA (“COBRA”) or any similar provisions of state Law, on or after the Closing Date. Buyer shall provide any required notice under COBRA or any similar provisions of state Law to Business Employees in respect of any qualifying event that occurs as a result of the transactions contemplated by this Agreement.
Sample 1Sample 2
Buyer Welfare Plans. Effective as of the Closing Date (or, in the case of Leave Employees, the Transfer Date), each Buyer Employee shall cease to be covered by the Benefit Plans which are “employee welfare benefit plans” (as defined in Section 3(1) of ERISA), including plans, programs, policies, and arrangements which provide medical, vision, dental, life insurance, accident insurance and disability coverage (collectively, “Employer Welfare Plans”). NEGT, Employer and their respective Affiliates shall retain responsibility for all medical, vision, dental, life insurance, accident insurance and disability coverage claims incurred by Plant Employees and Non-Plant Employees prior to the Closing Date (or, in the case of Leave Employees, the Transfer Date), including all liabilities and obligations under and with respect to the applicable Employer Welfare Plans. For purposes of this subsection, a claim shall be deemed to have been incurred (i) for medical, vision and dental coverage, on the date the service giving rise to the claim is performed, (ii) for life and accident insurance coverage, on the date of death or accident, and (iii) for disability coverage, on the date of disability. With respect to Buyer Employees, effective as of the Closing Date (or, in the case of Leave Employees, the Transfer Date), Buyer shall cause all applicable Buyer Plans that provide medical, vision, dental, life insurance, accident insurance and disability coverage (collectively, “Buyer Welfare Plans”) to recognize service with Employer for purposes of satisfying any pre-existing condition exclusions (to the extent required under Applicable Laws), evidence of insurability provisions and waiting period requirements to the same extent such service was credited for such purposes under a corresponding Benefit Plan immediately prior to the Closing Date (or, in the case of Leave Employees, the Transfer Date). In addition, Buyer shall cause the applicable Buyer Welfare Plans to credit Buyer Employees with amounts credited by Employer under Employer’s health and dental plans toward the satisfaction of annual deductible and out-of-pocket maximums under such Buyer health and dental plans during the calendar year in which the Closing Date occurs, provided that proof of such credit is provided to the Buyer by the Buyer Employee within sixty (60) days of the Closing Date. Employer shall use Commercially Reasonable Efforts to cause Employer Plan providers to issue such records to Buyer Employees.
Sample 1
Buyer Welfare Plans. Buyer on the Closing shall make available to the Company Employees Buyer's welfare plans (as defined in Section 3(1) of ERISA) consistent with the requirements of Section 5.14(a)(2)(B), and each Company Employee shall receive full credit under Buyer's welfare plans for all service completed with Sellers, each Company and each ERISA Affiliate (and their predecessors) and for all payments made by such employee under any similar Seller Benefit Plan to satisfy any deductible or co-pay requirements under such plan; provided, however that Buyer shall have no obligation to provide such service credit for purposes of determining any such employee's eligibility to receive post-retirement welfare benefits.
Sample 1
Buyer Welfare Plans. With respect to any benefit plans of Buyer providing welfare benefits of the type described in Section 3(1) of ERISA to Covered Employees on and after the Closing Date, such plans shall, except to the extent restricted by the insurance carriers, (i) grant credit for amounts paid by the Covered Employees (including applicable deductibles, copays, annual out-of-pocket limits or similar costs) under corresponding Company Plans or Seller Plans during the portion of the applicable plan year preceding the Closing Date and (ii) waive any pre-existing condition exclusions, evidence of insurability provisions, waiting period requirements or any similar provisions, to the extent they were waived under corresponding Company Plans or Seller Plans. For each month following the Closing Date and for the remainder of such plan year, upon request by Buyer, Seller shall provide Buyer with information regarding the amount of deductibles, copays, out-of-pocket limits or similar costs incurred by each Covered Employee during the portion of the plan year preceding such date.
Sample 1

Related to Buyer Welfare Plans

  • Welfare Plans (a) For all purposes (including purposes of vesting, eligibility to participate and level of benefits) under the employee welfare benefit plans of Buyer and its affiliates providing benefits to any Acquired Employees after the Closing (the “New Welfare Plans” ), each Acquired Employee shall subject to applicable Law and applicable tax qualification requirements be credited with his or her years of service with Knight Ridder or its affiliates, including the Acquired Companies and their Subsidiaries, before the Closing, to the same extent as such Acquired Employee was entitled, before the Closing, to credit for such service under any similar employee benefit plan in which such Acquired Employee participated or was eligible to participate immediately prior to the Closing, provided that the foregoing shall not apply to the extent that its application would result in a duplication of benefits. In addition, and without limiting the generality of the foregoing, (A) each Acquired Employee shall be immediately eligible to participate, without any waiting time, in any and all New Welfare Plans if such Acquired Employee participated immediately before the consummation of the transactions contemplated by this Agreement in a comparable type of welfare benefit plan of a Seller Entity (such plans, collectively, the “Old Plans” ), and (B) for purposes of each New Welfare Plan providing medical, dental, pharmaceutical and/or vision benefits to any Acquired Employee, Buyer, or, as applicable, an Acquired Company, shall cause all pre-existing condition exclusions and actively-at-work requirements of such New Welfare Plan to be waived for such Acquired Employee and his or her covered dependents, unless such conditions would not have been waived under the comparable plans of Knight Ridder or its affiliates, including the Acquired Companies and their Subsidiaries, in which such Acquired Employee participated immediately prior to the Closing and Buyer shall cause any eligible expenses incurred by such employee and his or her covered dependents during the portion of the plan year of the Old Plan ending on the date such employee’s participation in the corresponding New Welfare Plan begins to be taken into account under such New Welfare Plan for purposes of satisfying all deductible, coinsurance and maximum out-of-pocket requirements applicable to such employee and his or her covered dependents for the applicable plan year as if such amounts had been paid in accordance with such New Welfare Plan.

  • Pension and Welfare Plans During the twelve-consecutive-month period prior to the date of the execution and delivery of this Agreement and prior to the date of any Credit Extension hereunder, no steps have been taken to terminate any Pension Plan, and no contribution failure has occurred with respect to any Pension Plan sufficient to give rise to a Lien under Section 302(f) of ERISA. No condition exists or event or transaction has occurred with respect to any Pension Plan which might result in the incurrence by the Borrower or any member of the Controlled Group of any material liability, fine or penalty. Except as disclosed in Item 6.11 of the Disclosure Schedule, neither the Borrower nor any member of the Controlled Group has any contingent liability with respect to any post-retirement benefit under a Welfare Plan, other than liability for continuation coverage described in Part 6 of Title I of ERISA.

  • Health and Welfare Plans (a) A copy of the master contracts with the carriers for the extended health care, dental and group life plans shall be sent to the President of the Union.

  • Health and Welfare Benefit Plans During the Employment Period, Executive and Executive’s immediate family shall be entitled to participate in such health and welfare benefit plans as the Employer shall maintain from time to time for the benefit of senior executive officers of the Employer and their families, on the terms and subject to the conditions set forth in such plan. Nothing in this Section shall limit the Employer’s right to change or modify or terminate any benefit plan or program as it sees fit from time to time in the normal course of business so long as it does so for all senior executives of the Employer.

  • Retirement and Welfare Plans Executive shall participate in employee retirement and welfare benefit plans made available to the Company’s senior level executives as a group or to its employees generally, as such retirement and welfare plans may be in effect from time to time and subject to the eligibility requirements of the plans. Nothing in this Agreement shall prevent the Company from amending or terminating any retirement, welfare or other employee benefit plans or programs from time to time as the Company deems appropriate.

  • Employee Welfare Benefit Plans Except as disclosed on ------------------------------ Schedule 3.14, the Company does not maintain or contribute to any "employee ------------- welfare benefit plan" as such term is defined in Section 3(1) of ERISA. With respect to each such plan, (i) the plan is in material compliance with ERISA; (ii) the plan has been administered in accordance with its governing documents; (iii) neither the plan, nor any fiduciary with respect to the plan, has engaged in any "prohibited transaction" as defined in Section 406 of ERISA other than any transaction subject to a statutory or administrative exemption; (iv) except for the processing of routine claims in the ordinary course of administration, there is no material litigation, arbitration or disputed claim outstanding; and (v) all premiums due on any insurance contract through which the plan is funded have been paid.

  • 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 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.

  • Company Plans Section 1.10(a),.................... 5 Company..........................................................................

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