Buyer's Plans. Immediately after the Closing Date, 25 Buyer shall extend coverage under its health plan to all Transferred Employees, and to all 26 other Covered Persons with respect to such Transferred Employees, who were covered 27 under a health plan of the Seller immediately prior to the Closing Date. In addition, 28 Buyer shall provide all Transferred Employees with coverage under plans and benefit 29 arrangements which are generally comparable to those which Buyer currently provides to 30 its similarly situated employees. All such coverages will be under the same terms and 31 conditions as generally apply to similarly situated employees of the Buyer. However, 32 Buyer shall waive any "preexisting condition" exclusion or "actively at work" 33 requirement which would cause any of the Covered Persons or any existing medical 34 condition of the Covered Persons to be excluded from its health plans. 35 Buyer shall recognize all prior service of the Transferred Employees that 36 Seller recognized under its Welfare Benefit Plans, Pension Plans and Benefit 37 Arrangements for the purposes of vesting and eligibility to participate under Buyer's 38 Welfare Benefit Plans, Pension Plans and Benefit Arrangements. Buyer agrees to 39 coordinate deductibles, maximum benefit restrictions and "out-of-pocket" maximums so 40 that (A) Transferred Employees receive credit toward any deductibles under Buyer's 41 Welfare Plans for deductibles paid under Seller's Welfare Plans during the coverage year 42 in which the employment transfer occurs and (B) Transferred Employees receive credit 43 for eligible claims incurred under the Seller's Welfare Benefit Plans during the coverage 1 year toward any "out-of-pocket" maximums under Buyer's Welfare Benefit Plans. As 2 soon as reasonably practicable after the Closing Date, Seller shall prepare and deliver to 3 Buyer the information needed for Buyer to comply with the preceding sentence, and shall 4 otherwise cooperate with Buyer in making such determinations. 5 Buyer shall not provide any incentive or inducement to any Covered 6 Person to choose to be covered by the health care continuation provisions of Seller's 7 Welfare Plan, including but not limited to payment of any Covered Person's premium for 8 such health care continuation coverage for any Covered Person who elects to receive 9 such coverage from Seller's Welfare Plan. Buyer shall recognize Transferred Employees' 10 vacation time, sick leave and paid time off earned but unused prior to th...
Buyer's Plans. The Buyer shall provide for the participation, ------------- commencing on the Closing Date, by such of the Transferred Employees who participated in the Plans prior to the Closing Date in the Buyer's employee benefit plans, provided that for purposes of eligibility to participate and vesting under the Buyer's plans (but not for purposes of benefit accruals), the Buyer shall take any and all action necessary (including amendment of the Buyer's plans) to recognize each Transferred Employee's service with the Seller. The Buyer shall recognize each Transferred Employee's years of service with the Seller for all purposes under the Buyer's sick and disability pay plan. No Transferred Employee's participation in any of the Buyer's employee benefit plans shall be limited or restricted due to a preexisting condition limitation in any such plan.
Buyer's Plans. No later than ten (10) days prior to the expiration of the Approval Period, Buyer shall provide to Seller for Seller’s review and approval, a site plan, architectural design, and engineering plans for the apartment complex to be constructed on the Real Property (“Buyer’s Plans”) which shall include sufficient details to allow Seller to confirm that the Buyer’s design of the proposed apartment complex conforms with the overall design of the Project. Seller shall provide notice of approval or disapproval of Buyer’s Plans within five
Buyer's Plans. Buyer shall be responsible for any and all liabilities, obligations and claims of any kind arising out of its employment (or termination of employment, whether actual or constructive) of Buyer’s Employees and other employees whom Buyer hires after the Effective Time, including, without limitation, any severance, termination pay, or similar obligations with respect to Buyer’s Employees whom it terminates after the Effective Time. Buyer shall cause the continuous periods of service with Seller or LOL, as applicable, immediately prior to the Effective Time or Return to Work Time, as the case may be, to count for purposes of eligibility to participate, vesting, and, solely with respect to vacation and severance benefits, benefit accrual in any of Buyer’s plans in which the Buyer’s Employees are eligible to participate after the Effective Time, to the extent that such service was recognized for that purpose under the analogous plan of Seller or LOL, as applicable; provided ,however, that the foregoing shall not apply to the extent it would result in duplication of benefits. As an example and not by way of limitation, Buyer and its Affiliates shall be responsible for all health and accident claims and expenses (i)with respect to services provided to a Buyer’s Employee subsequent to the Effective Time or the Return to Work Time, as the case may be, or (ii) with respect to disability benefits for Buyer’s Employees for any disability event occurring subsequent to the Effective Time.
Buyer's Plans. Buyer shall provide for the participation, commencing ------------- on the Employee Lease Termination Date for such of the Hired Designated Employees who participated in the Plans prior to the Employee Lease Termination Date, in Buyer's employee benefits plans, provided that for purposes of eligibility to participate and vesting under Buyer's employee benefit plans (but not for purposes of benefit accruals), Buyer shall take any and all action necessary (including amendment of Buyer's employee benefit plans) to recognize each Hired Designated Employee's service with Seller under Buyer's employee benefits plans. No Hired Designated Employee's participation in any of Buyer's employee benefit plans shall be limited or restricted due to a preexisting condition or limitation in such plan.
Buyer's Plans. Prior to the Closing, the Seller and the Company shall cause any individual who is then a Company Employee and employed by the Seller to be transferred to the Company. Neenah shall offer employment with the Company to, and/or continue the employment with the Company of, the Continuing Employees and, for a period of one year after the Closing, (i) Neenah shall use commercially reasonable efforts to cause the Company to provide the Continuing Employees with wage, salary and potential bonus arrangements and opportunities which, when taken as a whole, are substantially similar in the aggregate to those currently provided by the Seller and/or the Company to the Continuing Employees and (ii) except for any equity incentive and defined benefit pension plans, Neenah shall cause the Company to provide employee benefit and compensation plans, programs, policies and arrangements (collectively, the “Buyer’s Plans”) which, in the aggregate, will provide compensation and benefits to the employees of the Company substantially similar, in the aggregate, to the Benefit Plans, provided that nothing herein shall interfere with Neenah’s right or obligation to make such changes to Buyer’s Plans as are necessary to conform with applicable Legal Requirements. Crane acknowledges that the Buyer’s Plans with respect to 401(k) and retirement contribution benefits are different than the Crane 401(k) Plan and profit sharing arrangements, however, Crane agrees not to bring any claim that such Buyer’s Plans are not substantially similar in the aggregate to the Benefit Plans provided by Crane unless individual amounts actually paid, contributed and/or provided for under such Buyer’s Plans are, in the aggregate, materially less than the corresponding amounts that would have been paid or contributed under the Benefit Plans. For the avoidance of doubt, Neenah may adjust the incentive compensation targets under any bonus arrangement or opportunity for any Continuing Employee. To the extent permitted by law, for the purposes of any of the Buyer’s Plans for which eligibility or vesting of benefits depends on length of service, and for any benefit for which the amount or level of benefits depends on length of service, Neenah shall give (or cause to be given) to each Continuing Employee full credit for past service with the Seller, the Company or one of their respective Affiliates, as applicable, as of and through the Closing Date under the Benefit Plans (“Prior Service”). In addition, and witho...
Buyer's Plans. The terms of the Buyer's Plans, as well as the compensation terms applicable to each such Post-Closing Employee, shall be, in the aggregate, comparable to those offered by the Company, Seller or Seller's Affiliates, as applicable, to such Post-Closing Employee prior to the Closing Date.
Buyer's Plans. Buyer shall credit the Transferred Employees with all service recognized by Seller under the Seller's Plans as service with Buyer for the purposes of eligibility to participate, vesting, and available levels of benefits under the employee benefit plans, programs and policies of Buyer (the "Buyer's Plans"). As soon as practicable after the Effective Date, Seller shall advise Buyer of all service recognized by Seller for the Transferred Employees under the Seller's Plans as of the Effective Date.
Buyer's Plans. Buyer has provided Seller with true, correct and complete copies of the draft Form A dated August 16, 2005, which is substantially in the form as will be submitted to the DOI, and the agreement between Buyer and the Post Closing Administrator governing the administration of the Core Business.
Buyer's Plans. Employees shall be eligible for participation in any health coverage, insurance, retirement and other benefit arrangements for which similarly situated employees of Buyer are eligible, in accordance with Buyer `s normal policies. Buyer shall bear the full cost and expense of any entitlement to benefits due to Employees under Buyer's plans. Notwithstanding anything to the contrary contained in this Agreement, the Parties expressly agree that in determining eligibility for employee benefits (1) the Buyer shall treat Employees consistent with Buyer's current employees in determining benefit qualification, provided that (A) any Employee who had completed any eligibility waiting period and was eligible to participate in Seller's Welfare Benefit Plans as of immediately prior to the Closing shall be eligible to participate in such plans of Buyer, if any, immediately upon Closing and (B) any Employee who had not completed any eligibility waiting period, shall be credited with the number of days of service as of the Closing and shall be eligible to participate in such plans of Buyer upon completion of 60 days of service; and (2) for purposes of Buyer's benefit plans, the Buyer shall fully credit the Employees for vacation time accrued (as of the Closing) but not yet taken, up to two weeks.
