Company Employee Benefits. Following the Resignation Date, and except as provided in this Agreement, the Executive shall be entitled to vested employee benefits under the Company’s employee benefit plans to which the Executive is entitled as a former employee, including any referenced in the Employment Agreement and/or Employee Handbook; provided, that for the avoidance of doubt, the benefits set forth in Section 2 of this Agreement are in lieu of, and not in addition to, any severance or resignation or termination benefits payable under the Employment Agreement and under any severance plan, policy, agreement or arrangement sponsored or maintained by the Company or of its affiliates. The Company also agrees, within fourteen (14) days of the Resignation Date, or if not practicable within such period, as soon as reasonably practicable thereafter, to take the steps necessary to transfer to the Executive the Executive’s employee pension account managed by FMi and including all contributions made through the Resignation Date.
Company Employee Benefits. Company 401(k) Plan.
(a) From and after the Acquisition Merger Effective Time, Parent will, or will cause the Surviving Corporation to, recognize the prior service with the Company or its Subsidiaries of each employee of the Company or its Subsidiaries as of the Acquisition Merger Effective Time (the "Company Employees") in connection with all employee benefit plans, programs or policies (including vacation) of Parent or its affiliates in which Company Employees are eligible to participate following the Acquisition Merger Effective Time, for purposes of eligibility, vesting and levels of vacation and severance benefits (but not for purposes of benefit accruals or benefit amounts under any defined benefit pension plan or to the extent that such recognition would result in duplication of benefits).
(b) Prior to the Acquisition Merger Effective Time, the Company shall take such actions as Parent may reasonably request so as to enable the Surviving Corporation to effect such actions relating to the Company 401(k) Plan (the "401(k) Plan") as Parent may deem necessary or appropriate (after reasonable consultation with the Company), including terminating the 401(k) Plan prior to the Acquisition Merger Effective Time.
Company Employee Benefits. With respect to those employees of the ------------------------- Company who continue their employment with the Company after the Closing Date or are hired by the Buyer or an Affiliate of Buyer within the six (6) month period following the Closing Date, Buyer shall, or shall cause the Company or the Buyer's Affiliates to, take all action necessary to cause all such employees to be covered under the employee benefit plans and fringe benefit arrangements of the Company, Buyer or Buyer's Affiliates, as the case may be, on the same basis as those provided to employees of Buyer or its Affiliates who hold comparable positions, as determined by Buyer in its discretion; and further provided that Buyer's or its Affiliates' health plans shall not impose any preexisting condition or waiting period requirement on any such employee's participation in such health plan with respect to conditions currently permitted to be covered thereunder if such employee enrolls within thirty (30) days of beginning employment with Buyer or Buyer's Affiliate. Buyer or Buyer's Affiliate shall grant all such employees credit for purposes of eligibility and vesting under Buyer's or its Affiliate's employee benefit plans (including vacation and severance) for their service with the Company prior to the Closing Date. If Buyer or its Affiliates give credit under their employee vacation plans for oil and gas industry experience, such employees shall be given credit for their years of industry experience prior to the Closing Date for vacation plan purposes rather than for their years of service with the Company prior to the Closing Date.
Company Employee Benefits. Following the Termination Date, the Executive shall be entitled to receive any accrued and unpaid benefits under the Company’s employee benefit plans to which the Executive is entitled as of the Termination Date; provided, that for the avoidance of doubt, the benefits set forth in Section 2 hereof are in lieu of, and not in addition to, any severance or termination benefits payable under any severance plan, policy, agreement or arrangement sponsored or maintained by the Company or its affiliates.
Company Employee Benefits. (a) Buyer shall, or shall cause the Designated Purchaser to, offer employment, commencing on the Closing Date, to only those US Consumables Employees and Process Business Employees who are actively employed by the Company or an Affiliate in the Consumables Business or the Process Business, respectively on the day immediately preceding the Closing Date (the “Closing Date Employees”), at a wage and salary level that is the same as that provided to such employees of the Company on the day preceding the Closing Date. With respect to the Liabilities relating to the Closing Date Employees who accept the offer of employment described above (the “Transferred Employees”) and arising out of the Company
Company Employee Benefits. Following the Termination Date, and except as provided in this Agreement, the Executive shall be entitled to any vested employee benefits under the Company’s employee benefit plans to which the Executive is entitled as a former employee; provided, that the Executive acknowledges and agrees that the Executive, by reason of his resignation, has ceased to be entitled to (x) severance pay or termination benefits under the Employment Agreement or any other severance plan, policy, agreement or arrangement sponsored or maintained by the Company or of its subsidiaries, (y) any future payment of cash-based bonus or other incentive compensation or (z) any future grant of equity-based incentive compensation.
Company Employee Benefits. 40 SECTION 5.14. Certain Payment of Deferred Compensation and Bonuses........40 SECTION 5.15. Stock Options...............................................40 SECTION 5.16. SEC Filings.................................................40 SECTION 5.17. Guarantee of Performance....................................40
Company Employee Benefits. Through December 31, 1998, the employees of the Company shall continue to receive employee benefits substantially comparable in the aggregate to those provided for under Company Benefit Plans (other than the plans being terminated as set forth on Scedule 5.14 of the Company Disclosure Schedule) provided by the Company on the date prior to the Effective Time.
Company Employee Benefits. (a) Schedule 4.17(a) of the Company Disclosure Schedules contains a list of all Company Benefit Plans. To the Company’s Knowledge, (i) each Company Benefit Plan is being administered in accordance with its terms and with all applicable Laws, and (ii) contributions required to be made under the terms of any of the Company Benefit Plans as of the date of this Agreement have been timely made. With respect to each Company Benefit Plan, the Company has remained in material compliance with all tax, annual reporting and other governmental filing requirements under applicable Law, and such taxes, reports and other filings have, in all material respects, been timely filed with the appropriate Governmental Authority and all notices and disclosures have been timely provided to participants.
(b) The Company has not granted any loans or advances in excess of $1,000, or provided any guarantees or financial assistance in excess of $1,000, to any of its officers or directors (past or present), which are currently outstanding. For the avoidance of doubt, this representation does not apply to any loans or advances (if any) which are (or were) made in connection with any Company Benefit Plan.
(c) Except as set out on Schedule 4.17(e) of the Company Disclosure Schedules, there is no term of employment for any employee which provides that a change of control (i) shall be a deemed a breach of his or her service or employment contract, or (ii) would entitle the employee concerned to the vesting or acceleration of any payment or benefit whatsoever or entitle such employee to be treated as redundant or otherwise dismissed or released from any such obligation.
Company Employee Benefits. Employee shall receive all group insurance and pension plan benefits and any other benefits on the same basis as they are available generally to senior management of the Company under the Company personnel policies in effect from time to time. Employee shall also be entitled to a monthly automobile allowance of $400, payable in accordance with the Company’s regular payroll schedule from time to time.
