Compensation, Employment Plans, Retirement Plans, etc Sample Clauses

Compensation, Employment Plans, Retirement Plans, etc. (i) A complete and accurate description of all Contracts, plans, programs, agreements, undertakings, understandings and arrangements with respect to the salaries, commissions, bonuses, benefits, perquisites, compensation of, or loans or advances to, directors, officers, employees, agents (including sales agents), dealers or distributors of DGD or any DGD Subsidiary is set forth in Schedule 5.01(k) hereto. Until the Release Time, DGD will not, and will not permit any DGD Subsidiary to (i) increase the rate of compensation of any of its directors, officers, employees, agents (including sales agents), dealers or distributors other than in the ordinary course and consistent with past practice, (ii) grant or pay any additional or special compensation, bonus, perquisite, benefit, loan or advance to any of its directors, officers, employees, agents (including sales agents), dealers or distributors or (iii) except as required by law or as is necessary to terminate any Pension Plan (as defined in Section 6.01(i)), institute, enter into or amend any employment, employee benefit, pension, retirement, stock option, profit sharing, compensation, consultant, bonus, group insurance or similar plan in respect of any of its directors, officers, employees, agents (including sales agents), dealers or distributors. (ii) DGD represents and warrants that true, complete and correct copies of all directors' and officers' liability insurance policies in effect on the date hereof, including the most recent application forms which are made part of such policies, have been furnished to Xxxxxx, and all such policies are accurately listed on Schedule 5.01(k)(ii) hereto. Schedule 5.01(k)(ii) also sets forth a complete and correct list of all corporate resolutions with respect to, and Contracts with, any director, officer, employee, agent (including sales agents), dealer or distributor of DGD or any DGD Subsidiary which contain a "change of control" provision or which relate to the indemnification or exculpation from liability of any such director, officer, employee, agent, dealer or distributor. (iii) Nothing contained in this Agreement or otherwise shall obligate Xxxxxx, the Surviving Corporation or any DGD Subsidiary to employ any Person who is now or in the future may be employed by DGD or any DGD Subsidiary, or to maintain any particular compensation level or benefits for any Person who is so employed, except to the extent an employee under an employment agreement has, subject to ap...
Sample 1
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Compensation, Employment Plans, Retirement Plans, etc. On or prior to the Closing, except with the consent of NDI, which consent shall not be unreasonably withheld, DGD will not (i) increase the rate of compensation of any of its directors, officers, employees, agents (including sales agents), dealers or distributors other than in the ordinary course and consistent with past practice, (ii) grant or pay any additional or special compensation, bonus, perquisite, benefit, loan or advance to any of its directors, officers, employees, agents (including sales agents), dealers or distributors or (iii) except as required by law or as is necessary to terminate any Pension Plan (as defined in Section 4.01(j) hereof), institute, enter into or amend any employment, employee benefit, pension, retirement, stock option, profit sharing, compensation, consultant, bonus, group insurance or similar plan in respect of any of its directors, officers, employees, agents (including sales agents), dealers or distributors.
Sample 1

Related to Compensation, Employment Plans, Retirement Plans, etc

  • Retirement Plans (a) 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 (“Qualified 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, Transfer Agent shall provide the following administrative services: (i) Establish a record of types and reasons for distributions (i.e., attainment of eligible withdrawal age, disability, death, return of excess contributions, etc.); (ii) Record method of distribution requested and/or made; (iii) Receive and process designation of beneficiary forms requests; (iv) Examine and process requests for direct transfers between custodians/trustees, transfer and pay over to the successor assets in the account and records pertaining thereto as requested; (v) Prepare any annual reports or returns required to be prepared and/or filed by a custodian of a Retirement Plan, including, but not limited to, an annual fair market value report, Forms 1099R and 5498; and file same with the IRS and provide same to Participant/Beneficiary, as applicable; and (vi) Perform applicable federal withholding and send Participants/Beneficiaries an annual TEFRA notice regarding required federal tax withholding. (b) Transfer Agent shall arrange for PFPC Trust Company to serve as custodian for the Retirement Plans sponsored by a Fund. (c) With respect to the Retirement Plans, Transfer Agent shall provide each Fund with the associated Retirement Plan documents for use by the Fund and Transfer Agent shall be responsible for the maintenance of such documents in compliance with all applicable provisions of the Code and the regulations promulgated thereunder.

  • 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.

  • Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all other savings and retirement plans, practices, policies and programs, in each case on terms and conditions no less favorable than the terms and conditions generally applicable to the Company’s other executive employees.

  • Retirement Plan The 2.7% at 55 retirement plan will be available to eligible bargaining unit members covered by this Section 6.1.

  • Compensation; Employment Agreements; Etc Enter into or amend or renew any employment, consulting, severance or similar agreements or arrangements with any director, officer or employee of Metropolitan or its Subsidiaries, or grant any salary or wage increase or increase any employee benefit (including incentive or bonus payments), except (i) for normal individual increases in compensation to employees in the ordinary course of business consistent with past practice, (ii) for other changes that are required by applicable law, and (iii) to satisfy Previously Disclosed contractual obligations existing as of the date hereof.

  • Supplemental Retirement Plan During the Contract Period, if the Executive was entitled to benefits under any supplemental retirement plan prior to the Change in Control, the Executive shall be entitled to continued benefits under such plan after the Change in Control and such plan may not be modified to reduce or eliminate such benefits during the Contract Period.

  • Retirement Savings Plan Within fifteen (15) days after the date of Termination of Employment, the Company shall pay to Employee a cash payment in an amount, if any, necessary to compensate Employee for the Employee’s unvested interests under the Company’s retirement savings plan which are forfeited by Employee in connection with the Termination of Employment.

  • REGISTERED RETIREMENT SAVINGS PLAN 1. In this Article:

  • 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.

  • Savings Plans Employee shall be entitled to participate in Employer’s 401(k) plan, or other retirement or savings plans as are made available to Employer’s other executives and officers and on the same terms which are available to Employer’s other executives and officers.

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