Common use of Compliance with ERISA; ERISA Notices Clause in Contracts

Compliance with ERISA; ERISA Notices. (a) Comply in all material respects with all applicable requirements imposed by ERISA as presently in effect or hereafter promulgated or the Internal Revenue Code, including, but not limited to, the minimum funding requirements of any Pension Plan, except where the failure to comply could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender upon the occurrence of any of the following events if such event could reasonably be expected to have a Material Adverse Effect: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by any Party; (ii) any Party’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; (iii) any Party’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor thereto, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; (iv) the failure of any Party to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; (v) the withdrawal of any Party from any Multiemployer Plan if Borrower reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability with respect thereto; or (vi) the occurrence of (i) a “reportable event” which is required to be reported by a Party under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (ii) a “prohibited transaction” as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.

Compliance with ERISA; ERISA Notices. (a) Comply (and cause each of its ERISA Affiliates to comply) in all material respects with all applicable material requirements imposed by ERISA as presently in effect or hereafter promulgated or and the Internal Revenue Code, including, but not limited to, the minimum funding requirements of for any Pension Plan, except where to the failure to comply extent that any noncompliance could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender Agent upon the occurrence of any of the following events if such event could reasonably be expected to have a Material Adverse Effect: in writing: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by the Company or any Party; of its ERISA Affiliates; (ii) any Party’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; ; (iii) any Party’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor theretoPBGC, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; ; (iv) the failure of the Company or any Party of its ERISA Affiliates to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; Code or Section 302 of ERISA; (v) the withdrawal of the Company or any Party of its ERISA Affiliates from any Multiemployer Plan if Borrower the Company or any of its ERISA Affiliates reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability Withdrawal Liability with respect thereto; or or (vi) the occurrence of (ix) a “reportable event” which is required to be reported by a Party the Company or any of its ERISA Affiliates under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (iiy) a “prohibited transaction” as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code with respect to any Pension Plan other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.

Compliance with ERISA; ERISA Notices. (a) Comply in all material respects with all applicable material requirements imposed by ERISA as presently in effect or hereafter promulgated or and the Internal Revenue Code, including, but not limited to, the minimum funding requirements of for any Pension Plan, except where to the failure to comply extent that any noncompliance could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender Agent upon the occurrence of any of the following events if in writing (to the extent any such event could reasonably be expected to have a Material Adverse Effect: Effect or result in the creation of a Lien on the assets of Borrower or one of its Subsidiaries): (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by Borrower or any Party; Subsidiary; (ii) any Party’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; ; (iii) any Party’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor theretoPBGC, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; ; (iv) the failure of Borrower or any Party Subsidiary to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; Code or Section 302 of ERISA; (v) the withdrawal of any Credit Party from any Multiemployer Plan if Borrower or any Subsidiary reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability Withdrawal Liability with respect thereto; or or (vi) the occurrence of (ix) a “reportable event” which is required to be reported by a Party Borrower or any Subsidiary under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (iiy) a “prohibited transaction” as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.

Compliance with ERISA; ERISA Notices. (a) Comply in all material respects with all applicable requirements imposed by ERISA as presently in effect or hereafter promulgated or the Internal Revenue Code, including, but not limited to, the minimum funding requirements of any Pension Plan, except where the failure to comply could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender Agent upon the occurrence of any of the following events if such event could reasonably be expected to have a Material Adverse Effectevents: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by any PartyERISA; (ii) a Borrower’s or any PartySubsidiary’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; (iii) a Borrower’s or any PartySubsidiary’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor thereto, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; (iv) the failure of a Borrower or any Party Subsidiary to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; (v) the withdrawal of a Borrower or any Party Subsidiary from any Multiemployer Plan if such Borrower reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability with respect thereto; or (vi) the occurrence of (i) a “reportable event” as defined in ERISA and which is required to be reported by a Party Borrower or any Subsidiary under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (ii) a “prohibited transaction” as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.

Compliance with ERISA; ERISA Notices. (a) Comply in all material respects with all applicable requirements imposed by ERISA as presently in effect or hereafter promulgated or the Internal Revenue Code, including, but not limited to, the minimum funding requirements of any Pension Plan, except where the failure to comply could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender Agent upon the occurrence of any of the following events if such event could be reasonably be expected to have a Material Adverse Effect: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by any PartyERISA; (ii) the Company's or any Party’s Subsidiary's receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; (iii) the Company's or any Party’s Subsidiary's receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor thereto, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; (iv) the failure of the Company or any Party Subsidiary to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; (v) the withdrawal of the Company or any Party Subsidiary from any Multiemployer Plan if Borrower the Company reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability with respect thereto; or (vi) the occurrence of (i) a “"reportable event” " which is required to be reported by a Party the Company under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (ii) a “"prohibited transaction” " as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code other than a transaction for which a statutory exemption is available or an administrative exemption has been obtainedobtained which in either case could reasonably be expected to have a Material Adverse Effect.

Compliance with ERISA; ERISA Notices. (a) Comply in all material respects with all applicable material requirements imposed by ERISA as presently in effect or hereafter promulgated or and the Internal Revenue Code, including, but not limited to, the minimum funding requirements of for any Pension Plan, except where to the failure to comply extent that any noncompliance could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender the Administrative Agent upon the occurrence of any of the following events if such event could reasonably be expected to have a Material Adverse Effect: in writing: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by any Party; Borrower or any of its Subsidiaries; (ii) any Party’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; ; (iii) any Party’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor theretoPBGC, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; ; (iv) the failure of any Party Borrower or any of its Subsidiaries to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; Code or Section 302 of ERISA; (v) the withdrawal of any Party Borrower or any of its Subsidiaries from any Multiemployer Plan if any Borrower or any of its Subsidiaries reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability Withdrawal Liability with respect thereto; or or (vi) the occurrence of (ix) a “reportable event” which is required to be reported by a Party any Borrower or any of its Subsidiary under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (iiy) a “prohibited transaction” as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.

Compliance with ERISA; ERISA Notices. (a) Comply in all material respects with all applicable requirements imposed by ERISA as presently in effect or hereafter promulgated or the Internal Revenue Code, including, but not limited to, the minimum funding requirements of any Pension Plan, except where the failure to comply could not reasonably be expected to have a Material Adverse Effect. (b) Promptly notify Lender Agent upon the occurrence of any of the following events if such event could reasonably be expected to have a Material Adverse Effect: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by any Party; (ii) any Party’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; (iii) any Party’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor thereto, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; (iv) the failure of any Party to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; (v) the withdrawal of any Party from any Multiemployer Plan if any Borrower reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability with respect thereto; or (vi) the occurrence of (i) a “reportable event” which is required to be reported by a Party under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (ii) a “prohibited transaction” as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.

Compliance with ERISA; ERISA Notices. (a) Comply The Company shall comply (and cause each of its ERISA Affiliates to comply) in all material respects with all applicable material requirements imposed by ERISA as presently in effect or hereafter promulgated or and the Internal Revenue Code, including, but not limited to, including the minimum funding requirements of for any Pension Plan, except where to the failure to comply extent that any noncompliance could not reasonably be expected to have a Company Material Adverse Effect. (b) Promptly The Company shall promptly notify Lender MRC and each 5% Holder upon the occurrence of any of the following events if such event could reasonably be expected to have a Material Adverse Effect: in writing: (i) the termination, other than a standard termination, as defined in ERISA, of any Pension Plan subject to Subtitle C of Title IV of ERISA by the Company or any Party; of its ERISA Affiliates; (ii) any Party’s receipt of notice of the appointment of a trustee by a United States District Court to administer any Pension Plan subject to Title IV of ERISA; ; (iii) any Party’s receipt of notice of the commencement by the Pension Benefit Guaranty Corporation, or any successor theretoPBGC, of any proceeding to terminate any Pension Plan subject to Title IV of ERISA; ; (iv) the failure of the Company or any Party of its ERISA Affiliates to make any payment in respect of any Pension Plan required under Section 412 of the Internal Revenue Code; Code or Section 302 of ERISA; (v) the withdrawal of the Company or any Party of its ERISA Affiliates from any Multiemployer Plan if Borrower the Company or any of its ERISA Affiliates reasonably believes that such withdrawal would give rise to the imposition of withdrawal liability Withdrawal Liability with respect thereto; or or (vi) the occurrence of (ix) a “"reportable event” " which is required to be reported by a Party the Company or any of its ERISA Affiliates under Section 4043 of ERISA as defined in ERISA other than any event for which the reporting requirement has been waived by the PBGC or (iiy) a “"prohibited transaction” " as defined in Section 406 of ERISA or Section 4975 of the Internal Revenue Code with respect to any Pension Plan other than a transaction for which a statutory exemption is available or an administrative exemption has been obtained.