Cessation of Business Benefit Plan Participation; 401(k) Plan Matters Sample Clauses

Cessation of Business Benefit Plan Participation; 401(k) Plan Matters. Except as otherwise required by applicable law or provided under the Transition Services Agreement, the Employees shall cease to participate in or accrue further benefits under the MicroStrategy Benefit Plans immediately prior to the Closing Date but shall continue to participate in or accrue further benefits under the Company Benefit Plans. Effective as of the Closing, all Employees who participate in the defined contribution plan qualified under Section 401 of the Code sponsored by MicroStrategy (the “Seller’s 401(k) Plan”) shall cease to participate in said plan. On the Closing Date or as soon as practicable thereafter, MicroStrategy shall make all employee and employer contributions to the Seller’s 401(k) Plan on behalf of Employees to the extent not previously made for any period prior to the Closing Date. Buyer shall establish a defined contribution plan qualified under Section 401 of the Code and which includes a cash or deferred arrangement which qualifies under Section 401(k) of the Code (the “Buyer’s 401(k) Plan”). As soon as practicable after Buyer establishes Buyer’s 401(k) Plan, MicroStrategy shall cause the transfer of (i) the account balances (whether vested or unvested) of the Employees who participate under Seller’s 401(k) Plan including outstanding loans of such persons and (ii) an amount of assets in cash equal to the aggregate account balances (net of plan loans) and promissory notes evidencing outstanding loans of such persons to Buyer’s 401(k) Plan, valued as of the day immediately preceding the date of transfer. MicroStrategy shall ensure that all participant accounts invested in employer securities shall be liquidated prior to the date of transfer. Pending such transfer, the Seller’s 401(k) Plan accounts of the Employees shall be maintained on the same basis as other former employees of MicroStrategy, provided, however, that no plan loans will be placed into default prior to such transfer unless the Seller’s 401(k) Plan requires otherwise or an Employee fails to make an installment payment on a timely basis and provided that the Closing shall not be treated as entitling the Employees to a distribution from the Seller’s 401(k) Plan. Buyer shall, promptly following the establishment of Buyer’s 401(k) Plan, notify MicroStrategy in writing of the identity of Buyer’s 401(k) Plan and shall cause Buyer’s 401(k) Plan to accept the transfers referred to in this Section 10.4(b).
Sample 1
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Cessation of Business Benefit Plan Participation; 401(k) Plan Matters. Except as otherwise provided in this Article VII or as otherwise required by applicable law, the Business Employees shall cease to participate in or accrue further benefits under the Business Benefit Plans immediately prior to the Closing. Effective as of the Closing, all Business Employees who participate in the defined contribution plan qualified under Section 401 of the Code sponsored by the Parent (the “Seller’s 401(k) Plan”) shall cease to participate in said plan. Aprimo shall establish, if it does not already maintain, a defined contribution plan qualified under Section 401 of the Code which shall accept direct or indirect rollovers by Business Employees of their vested interest in the Seller’s 401(k) Plan.
Sample 1
Cessation of Business Benefit Plan Participation; 401(k) Plan Matters. Except as otherwise provided in this Article IX or as otherwise required by applicable law, the Employees shall cease to participate in or accrue further benefits under the Seller Benefit Plans immediately prior to the Closing but shall continue to participate in or accrue further benefits under the Company Benefit Plans. Effective as of the Closing, all Employees who participate in the defined contribution plan qualified under Section 401 of the Code sponsored by the Seller (the “Seller’s 401(k) Plan”) shall cease to participate in said plan. The Buyer shall establish, if it does not already maintain, a defined contribution plan qualified under Section 401 of the Code and which includes a cash or deferred arrangement which qualifies under Section 401(k) of the Code (the “Buyer’s 401(k) Plan”). As soon as practicable after the Closing Date, the Seller shall cause the transfer of (i) the account balances of the current employees of the Company who participate under the Seller’s 401(k) Plan including outstanding loans of such persons and (ii) assets having a value equal to said account balances to the Buyer’s 401(k)
Sample 1

Related to Cessation of Business Benefit Plan Participation; 401(k) Plan Matters

  • Participation in Benefit Plans During the Term hereof, Executive shall be entitled to participate in any group insurance, hospitalization, medical, dental, health, accident, disability, or similar plan or program of the Company now existing or established hereafter to the extent that he is eligible under the general provisions thereof. The Company may, in its sole discretion and from time to time, amend, eliminate, or establish additional benefit programs as it deems appropriate. Executive shall also participate in all standard fringe benefits offered by the Company to its salaried executives.

  • Participation in Employee Benefit Plans The Executive shall be permitted during the Term, if and to the extent eligible, to participate in any group life, hospitalization or disability insurance plan, health program, or any pension plan or similar benefit plan of the Company, which is available generally to other senior executives of the Company.

  • Participation in Retirement and Employee Benefit Plans The Employee shall be entitled to participate in all plans relating to pension, thrift, profit-sharing, group life and disability insurance, medical and dental coverage, education, cash bonuses, and other retirement or employee benefits or combinations thereof, in which the Bank's executive officers participate.

  • Employee Benefit Plans and Compensation (a) For purposes of this Section 2.22, the following terms shall have the meanings set forth below:

  • Welfare, Pension and Incentive Benefit Plans During the Employment Period, the Executive (and his eligible spouse and dependents) shall be entitled to participate in all the welfare benefit plans and programs maintained by the Company from time to time for the benefit of its senior executives including, without limitation, all medical, hospitalization, dental, disability, accidental death and dismemberment and travel accident insurance plans and programs. In addition, during the Employment Period, the Executive shall be eligible to participate in all pension, retirement, savings and other employee benefit plans and programs maintained from time to time by the Company for the benefit of its senior executives.

  • Compensation Plans Following any termination of the Executive's employment, the Company shall pay the Executive all unpaid amounts, if any, to which the Executive is entitled as of the Date of Termination under any compensation plan or program of the Company, at the time such payments are due.

  • Retirement Plans In connection with the individual retirement accounts, simplified employee pension plans, rollover individual retirement plans, educational IRAs and XXXX individual retirement accounts (“XXX Plans”), 403(b) Plans and money purchase and profit sharing plans (collectively, the “Retirement Plans”) within the meaning of Section 408 of the Internal Revenue Code of 1986, as amended (the “Code”) sponsored by a Fund for which contributions of the Fund’s shareholders (the “Participants”) are invested solely in Shares of the Fund, JHSS shall provide the following administrative services:

  • 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 “

  • Employee Benefit Plans and Related Matters; ERISA (a) Section 3.18(a) of the Company Disclosure Schedule sets forth as of the date of this Agreement a true and complete list of the material Company Benefit Plans, including all Company Benefit Plans subject to ERISA. With respect to each such material Company Benefit Plan, the Company has made available to Parent a true and complete copy of such Company Benefit Plan, if written, or a description of the material terms of such Company Benefit Plan if not written, and to the extent applicable, (i) any proposed amendments, (ii) all trust agreements, insurance contracts or other funding arrangements, (iii) the most recent actuarial and trust reports for both ERISA funding and financial statement purposes, (iv) the most recent Form 5500 with all attachments required to have been filed with the IRS or the Department of Labor and all schedules thereto, (v) the most recent IRS determination or opinion letter, and (vi) all current summary plan descriptions.

  • Incentive, Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all incentive, savings and retirement plans, practices, policies and programs 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 incentive opportunities (measured with respect to both regular and special incentive opportunities, to the extent, if any, that such distinction is applicable), savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than the most favorable of those provided by the Company and its affiliated companies for the Executive under such plans, practices, policies and programs as in effect 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.

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