Compliance of Plans with ERISA and Code Sample Clauses

Compliance of Plans with ERISA and Code. As used in this Section 3.14(c), the terms "Employee Pension Benefit Plan", "Employee Welfare Benefit Plan", shall have the respective meanings assigned to such terms in Section 3 of the Employee Retirement Income Security Act of 1974 ("ERISA"). Except where not Material, to the Knowledge of P&G, all ERISA plans, as defined in Section 3.14(c), are in material compliance with the provisions of ERISA, the applicable provisions of the Code and all other applicable laws, regulations and pronouncements. With respect to all Employee Pension Benefit Plans intended to qualify under Section 401(a) of the Code, the Contributors have, prior to the date hereof, received a favorable determination letter. To the extent that such Plans have been amended since the date of receipt of the latest determination letter, none of the Contributors are aware of any information that would indicate that such amendments have adversely affected the status of such ERISA plan. The Contributors have complied with all plan qualification requirements of 401(a) of the Code, as amended by the Tax Reform Act of 1986, so as to maintain the qualified status of each Employee Pension Benefit Plan for Federal income tax purposes. Except as set forth in Schedule 3.14(c) or where not Material, to the Knowledge of P&G, as of the date hereof: (i) all Employee Pension Benefit Plans that are subject to the Minimum Funding Standards of Section 412 of the Code and Section 302 of ERISA have met those standards, and no Employee Pension Benefit Plan of the Contributors and any other entity which is under common control with the Contributors or is treated as a single employer under Sections 414(b), (c), (m), or (o) of the Code ("ERISA Affiliates") has incurred any accumulated funding deficiency (as defined in Section 4971(c) of the Code); (ii) the Contributors and ERISA Affiliates have made all payments due from them to date under or with respect to each Plan, and all amounts properly accrued to date as liabilities of the Contributors and ERISA Affiliates under or with respect to each Plan have been recorded on the books of the Contributors or ERISA Affiliates to the extent required by generally accepted accounting principles; (iii) each employee benefit plan sponsored or maintained, or contributed to, by the Contributors or ERISA Affiliates with respect to the Jif/Crisco Business employees has complied with the reporting and disclosure requirements of Title I of ERISA; (iv) no facts have occurred which have ...

Compliance of Plans with ERISA and Code. All Benefit Plans comply in all material respects, and the execution of this Agreement by CDS shall not cause any failure of such compliance, with all applicable laws and regulations, including with respect to (i) the requirements of the Code that the Benefit Plans be non-discriminatory with regard to coverage, availability of benefits and amount and level of benefits, except as may be affected by the purchase of the Shares by SDRC, (ii) the provision of notices and reports to participants of the Benefit Plans, and (iii) any contribution required to be made to the Benefit Plans. The execution and delivery of this Agreement by CDS will not cause the termination of any of the Benefit Plans, involve any prohibited transaction within the meaning of Section 406 of ERISA or Section 4975 of the Code, nor constitute a breach of fiduciary responsibility with respect to the Benefit Plans. CDS has delivered or made available to SDRC all documents pertaining to the Benefit Plans to or from any governmental agency or authority having jurisdiction thereof.