Common use of Canadian Pension Plans and Canadian Benefit Plans Clause in Contracts

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with a Canadian Governmental Authority for each Canadian Pension Plan administered by the Borrower or any of its Subsidiaries organized in Canada that (i) has a “defined benefit provision”, as that term is defined in Section 147.1(1) of the ITA; and (ii) is not a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, has been disclosed prior to the Closing Date, along with any more recently prepared cost certificate(s). (b) The funding obligation of the Borrower or any of its Subsidiaries organized in Canada that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereof, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries. (c) All employer and employee contributions and premiums required to be remitted or paid to, or in respect of, any Canadian Pension Plan or other plan required under Canadian federal, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that could not reasonably be expected to result in a Material Adverse Effect. (d) No Canadian Pension Plan that has a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or any of its Subsidiaries organized in Canada: (i) has been wound-up or terminated, or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-up under a Canadian Pension Plan); or, (ii) is subject to a Canadian Governmental Authority’s order or notice of intended decision proposing to order a wind-up or termination, in whole or in part. To the knowledge of the Borrower, there are no circumstances existing that could reasonably be considered to cause a Canadian Governmental Authority to order, or propose to order, a Canadian Pension Plan’s wind-up or termination, in whole or in part.

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with a Canadian Governmental Authority for each Canadian Pension Plan administered by the Borrower or any of its Subsidiaries organized in Canada a Credit Party, that (i) has a “defined benefit provision”, as that term is defined in Section 147.1(1) of the ITA; and (ii) is not a “multi-employer pension plan”, as that term is defined in Applicable Canadian the Pension LegislationBenefits Standards Act, 1985 or equivalent provincial legislation, has been disclosed prior to the Closing Date, along with any more recently prepared cost certificate(s). (b) The funding obligation of the Borrower or any of its Subsidiaries organized in Canada each Credit Party that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian the Pension LegislationBenefits Standards Act, 1985 or equivalent provincial legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereof, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries). (c) All employer and employee contributions and premiums required to be remitted or paid to, or in respect of, any Canadian the Canada Pension Plan or other the Quebec Pension Plan, or any plan required under Canadian federalfederal Canadian, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that could not reasonably be expected to result in a Material Adverse Effect. (d) No Canadian Pension Plan that has a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or any of its Subsidiaries organized in Canadaa Credit Party: (ia) has been wound-up or terminated, terminated or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-wind up under a Canadian Pension Plan); or, or (iib) is subject to a Canadian Governmental Authority’s order or notice of intended decision proposing to order a wind-up or termination, in whole or in part. To the knowledge of the BorrowerCredit Parties, there are no circumstances existing that could reasonably be considered to cause a Canadian Governmental Authority to order, or propose to order, a Canadian Pension Plansuch plan’s wind-up or termination, in whole or in part.

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared STA Holdings, any Canadian Borrowers and filed with a Canadian Governmental Authority for the Borrower shall, and shall cause each Subsidiary to, promptly pay and discharge all obligations and liabilities arising under each Canadian Pension Plan administered by and Canadian Benefit Plan (in this Section 8.30, collectively the Borrower “Canadian Plans” or any of its Subsidiaries organized in Canada that (i) has individually, a “defined benefit provisionCanadian Plan”, as that term is defined in Section 147.1(1) of the ITA; and (ii) is not a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, has been disclosed prior to the Closing Date, along with any more recently prepared cost certificate(s). (b) The funding obligation of the Borrower character which if unpaid or any of its Subsidiaries organized in Canada that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereof, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries. (c) All employer and employee contributions and premiums required to be remitted or paid to, or in respect of, any Canadian Pension Plan or other plan required under Canadian federal, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that unperformed could not reasonably be expected to result in the imposition of a Material Adverse Effect. (d) No Canadian Pension Plan that has a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or Lien against any of its Subsidiaries organized in CanadaProperty. STA Holdings and the Borrower shall, and shall cause each Subsidiary to, promptly notify the Administrative Agent and each Lender of: (ia) has been wound-up or terminated, or is in the process occurrence of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-up under a Canadian Pension Plan); or, (ii) is subject any reportable event with respect to a Canadian Governmental Authority’s order Plan, (b) receipt of any notice from the Canadian Pension Regulator of its intention to seek termination or notice of intended decision proposing to order a wind-up or terminationup, in whole or in part, of any Canadian Plan or appointment of a trustee therefor, or (c) the occurrence of any event with respect to any Canadian Plan which would result in the incurrence by the Parent, STA Holdings, the Borrower or any Subsidiary of any material liability, fine or penalty, or any material increase in the contingent liability of STA Holdings, the Borrower or any Subsidiary with respect to any Canadian Plan. To STA Holdings, the knowledge Borrower and/or a Canadian Borrower shall cause to be delivered to the Administrative Agent (a) promptly after receipt thereof a copy of any material direction, order, notice, ruling or opinion from any governmental authority (including without limitation the BorrowerCanadian Pension Regulator) with respect to any Canadian Plan, there are no circumstances existing (b) any default or violation notice under any Canadian Plan or any suit, action, claim or proceeding commenced or threatened with respect to any Canadian Plan or its assets that could reasonably be considered to cause a result in any material liability, payment of taxes, fine or penalty or (c) any material change in the funding or contribution requirements for any Canadian Governmental Authority to order, or propose to order, a Canadian Pension Plan’s wind-up or termination, in whole or in part.

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with a Canadian Governmental Authority for each Canadian Pension Plan administered by the Borrower or any of its Subsidiaries organized in Canada that (i) has a “defined benefit provision”, as that term is defined in Section 147.1(1) of the ITA; and (ii) is not a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, has been disclosed prior to the Closing Date, along with any more recently prepared cost certificate(s). (b) The funding obligation of the Borrower or any of its Subsidiaries organized in Canada that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereof, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries). (c) All employer and employee contributions and premiums required to be remitted or paid to, or in respect of, any Canadian the Canada Pension Plan or other the Quebec Pension Plan, or any plan required under Canadian federalfederal Canadian, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that could not reasonably be expected to result in a Material Adverse Effect. (d) No Canadian Pension Plan that has a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or any of its Subsidiaries organized in Canada: (i) has been wound-up or terminated, or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-up under a Canadian Pension Plan); or, (ii) is subject to a Canadian Governmental Authority’s order or notice of intended decision proposing to order a wind-up or termination, in whole or in part. To the knowledge of the Borrower, there are no circumstances existing that could reasonably be considered to cause a Canadian Governmental Authority to order, or propose to order, a Canadian Pension Plan’s wind-up or termination, in whole or in part.

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with a Canadian Governmental Authority for each Canadian Pension Plan administered by the Borrower or any of its Subsidiaries organized in Canada that (i) has a “defined benefit provision”, as that term is defined in Section 147.1(1) of the ITA; and (ii) is not a “multi-employer pension plan”, as that term is defined in Applicable Canadian the Pension LegislationBenefits Standards Act, 1985 or equivalent provincial legislation, has been disclosed prior to the Closing Date, along with any more recently prepared cost certificate(s). (b) The funding obligation of the Borrower or any of its Subsidiaries organized in Canada that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian the Pension LegislationBenefits Standards Act, 1985 or equivalent provincial legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereof, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries). (c) All employer and employee contributions and premiums required to be remitted or paid to, or in respect of, any Canadian the Canada Pension Plan or other the Quebec Pension Plan, or any plan required under Canadian federalfederal Canadian, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that could not reasonably be expected to result in a Material Adverse Effect. (d) No Canadian Pension Plan that has a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or any of its Subsidiaries organized in Canada: (i) has been wound-up or terminated, terminated or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-wind up under a Canadian Pension Plan); or, or (ii) is subject to a Canadian Governmental Authority’s order or notice of intended decision proposing to order a wind-up or termination, in whole or in part. To the knowledge of the Borrower, there are no circumstances existing that could reasonably be considered to cause a Canadian Governmental Authority to order, or propose to order, a Canadian Pension Plansuch plan’s wind-up or termination, in whole or in part.

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with a Canadian Governmental Authority for each Canadian Pension Plan administered by the Borrower or any of its Subsidiaries organized in Canada that (i) has a “defined benefit provision”, as that term is defined in Section 147.1(1) of the ITA; and (ii) is not a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, has been disclosed prior to the Closing Date, along with any more recently prepared cost certificate(s). (b) The funding obligation of the Borrower or any of its Subsidiaries organized in Canada that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereofClosing Date, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries. (c) All employer and employee contributions and premiums required to be remitted or paid to, or in respect of, any Canadian Pension Plan or other plan required under Canadian federal, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that could would not reasonably be expected to result in a Material Adverse Effect. (d) No Canadian Pension Plan that has a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or any of its Subsidiaries organized in Canada: (i) has been wound-up or terminated, or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-up under a Canadian Pension Plan); or, (ii) is subject to a Canadian Governmental Authority’s order or notice of intended decision proposing to order a wind-up or termination, in whole or in part. To the knowledge of the Borrower, there are no circumstances existing that could would reasonably be considered to cause a Canadian Governmental Authority to order, or propose to order, a Canadian Pension Plan’s wind-up or termination, in whole or in part.

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with Make any amendment to the defined benefit provisions of a Canadian Governmental Authority for each Canadian Pension Plan administered of any Loan Party (including, without limitation, by changing the Borrower or benefits under any of its Subsidiaries organized such Canadian Pension Plan) in Canada that a manner which (i) has a “defined benefit provision”increases the quantum of contributions or other funding to be made thereunder, as that term is defined in Section 147.1(1) of the ITA; and or (ii) increases or could result in an increase in the amount of any solvency deficiency or going concern unfunded liability thereunder; in each case, in an aggregate amount in excess of $50,000,000 or which, in the sole discretion of the Collateral Agent, compromises the priority of the security granted to it, except where such amendment is not required by applicable law. (b) Except as contemplated by the Plans, establish a new pension plan (whether a defined benefit pension plan or otherwise) without the prior written consent of the Administrative Agent. (c) Commence participation in any “multi-employer pension plan”, as that term is defined in Applicable Canadian the Pension LegislationBenefits Act (Ontario) or an equivalent plan under the pension standards legislation of any other applicable jurisdiction in Canada, has been disclosed without the prior to written consent of the Closing Date, along with any more recently prepared cost certificate(s)Administrative Agent. (bd) The funding obligation of the Borrower or any of its Subsidiaries organized in Canada that is required to contribute to Terminate a Canadian Pension Plan that is in a “multi-employer pension plan”, as that term is defined in Applicable Canadian Pension Legislation, is limited to a fixed amount set out in one or more collective bargaining agreements and/or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as of the date hereof, no exit levy or fee has been or is reasonably anticipated to be imposed by the trustees of such a plan on the Borrower or any of its Subsidiaries. (c) All employer and employee contributions and premiums required to be remitted or paid tomanner, or in take any other action with respect of, to any Canadian Pension Plan or other plan required under any Canadian federalBenefit Plan, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that could not which would reasonably be expected to result in have a Material Adverse Effect. (de) No Canadian Pension Plan that has a “defined benefit provision”Fail to make full payment when due of all amounts which, as that term is defined in under the ITA, and that is sponsored or administered by the Borrower or provisions of any of its Subsidiaries organized in Canada: (i) has been wound-up or terminated, or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable to a previous partial wind-up under a Canadian Pension Plan, any funding agreement relating thereto, any applicable collective bargaining agreement or applicable law (including the Canadian Pension Regulations); or, the Canadian Subsidiaries of AbitibiBowater are required to pay or remit thereto (iiwhether as contributions or otherwise). (f) is subject to Except for purposes of permitting commuted value transfers under applicable pension standards legislation in circumstances other than a Canadian Governmental Authority’s order or notice of intended decision proposing to order a wind-up or partial plan termination, the Canadian Subsidiaries of AbitibiBowater shall not make any contribution or other payment to the Canadian Pension Plans in whole or in part. To the knowledge excess of the Borrower, there are no circumstances existing that could reasonably minimum amount thereof required to be considered to cause a Canadian Governmental Authority to order, or propose to order, a made under applicable law (including the Canadian Pension Plan’s wind-up or termination, in whole or in partRegulations).

Canadian Pension Plans and Canadian Benefit Plans. (a) The most recent actuarial report prepared and filed with Make any amendment to the defined benefit provisions of a Canadian Governmental Authority for each Canadian Pension Plan administered of any Loan Party (including, without limitation, by changing the Borrower or benefits under any of its Subsidiaries organized such Canadian Pension Plan) in Canada that a manner which (i) has increases the quantum of contributions or other funding to be made thereunder, or (ii) increases or could result in an increase in the amount of any solvency deficiency or going concern unfunded liability thereunder; in each case, in an aggregate amount in excess of $50,000,000 or which, in the sole discretion of the Collateral Agent, compromises the priority of the security granted to it, except where such amendment is required by applicable law. (b) Except as contemplated by the Plans, establish a new “registered pension plan”, as defined in subsection 248(1) of the ITA, which contains a “defined benefit provision”, as that term is defined in Section subsection 147.1(1) of the ITA; and ITA (ii) is not other than a plan that provides only a “target benefit” or a “multi-employer pension plan”, both as that term is defined in Applicable Canadian the Pension LegislationBenefits Act (Ontario), or an equivalent plan under the pension standards legislation of any other applicable jurisdiction in Canada, where employer contributions to such target benefit or multi-employer pension plan are determined solely by reference to a participation agreement, collective agreement, or other agreement negotiated with the bargaining agent or other representative of the employees participating in such plan and the employer has been disclosed prior no liability for or obligation to fund any funding deficiency under such plan upon termination of the Closing Date, along with any more recently prepared cost certificate(splan in whole or in part or upon the withdrawal of an employer from such plan). (bc) The funding obligation of the Borrower or Commence participation in any of its Subsidiaries organized in Canada that is required to contribute to a Canadian Pension Plan that is a “multi-employer pension plan”, as that term is defined in Applicable Canadian the Pension LegislationBenefits Act (Ontario), is limited or an equivalent plan under pension standards legislation of any other applicable jurisdiction in Canada, except where employer contributions to such multi-employer pension plan or equivalent plan are determined solely by reference to a fixed amount set out in one participation agreement, collective agreement, or more collective other agreement negotiated with the bargaining agreements and/or agent or other agreements (other than interest, damages and costs that may arise under the terms of those agreements in the event of any delinquent contributions) and, as representative of the date hereofemployees participating in such plan and the employer has no liability for or obligation to fund any funding deficiency under such plan upon termination of the plan in whole or in part or upon the withdrawal of an employer from such plan, no exit levy or fee has been or is reasonably anticipated to be imposed by without the trustees prior written consent of such a plan on the Borrower or any of its SubsidiariesAdministrative Agent. (cd) All employer and employee contributions and premiums required Without the prior written consent of the Administrative Agent (not to be remitted or paid tounreasonably withheld) (i) terminate an Ontario Pension Plan, or in respect of, take any Canadian Pension Plan action (or other plan required under Canadian federal, provincial or territorial health, workers’ compensation and employment insurance legislation have been remitted or paid in compliance with applicable Laws and regulations except that omit to take any action) which could not reasonably be expected to result allow a Governmental Authority to order the termination of any Ontario Pension Plan in whole if such Ontario Pension Plan has a solvency funding deficiency in excess of $50,000,000 or (ii) terminate any other Canadian Pension Plan in whole or in part, or take any action which could reasonably be expected to allow a Governmental Authority to order the termination of any other Canadian Pension Plan in whole or in part, if such termination could reasonably be expected to have a Material Adverse Effect. (de) No Fail to make full payment when due of all amounts which, under the provisions of any Canadian Pension Plan Plan, any funding agreement relating thereto, any applicable collective bargaining agreement or applicable law (including the Canadian Pension Regulations), the Canadian Subsidiaries of AbitibiBowaterResolute are required to pay or remit thereto (whether as contributions or otherwise). (f) Without the prior written consent of the Administrative Agent (not to be unreasonably withheld), except as is required by Section 10.17(e) and except for purposes of permitting commuted value transfers under applicable pension standards legislation in circumstances other than a partial plan termination, the Canadian Subsidiaries of AbitibiBowaterResolute shall not make any contribution or other payment to the Canadian Pension Plans in excess of $50,000,000 more than the minimum amount thereof required to be made under applicable law (including the Canadian Pension Regulations). (g) Consummate any transaction that has would result in any Person not already a “defined benefit provision”, as that term is defined in the ITA, and that is sponsored or administered by the Borrower or any of its Subsidiaries organized in Canada: Subsidiary becoming a Subsidiary if (i) has been wound-up such Person sponsors, maintains or terminated, or is in the process of being wound-up or terminated, in whole or in part (other than the distribution of surplus assets attributable contributes to a previous partial wind-up under a Canadian an Ontario Pension Plan); or, Plan and (ii) is subject to a Canadian Governmental Authority’s order or notice funding deficiency in excess of intended decision proposing to order a wind-up or termination, in whole or in part. To the knowledge $100,000,000 (determined as of the Borrower, there are no circumstances existing that could reasonably be considered most recent valuation of such plan prepared prior to cause a Canadian Governmental Authority the date of such transaction) exists with respect to order, or propose to order, a Canadian such Ontario Pension Plan’s wind-up or termination, in whole or in partwithout the prior consent of the Administrative Agent (not to be unreasonably withheld).