EMPLOYEE AND FRINGE BENEFIT PLANS. (a) Schedule of Plans. Company Disclosure Schedule 3.9 lists each of the following that the Company or any ERISA Affiliate (as defined below) either maintains, is required to contribute to or otherwise participates in (or at any time maintained, contributed to or otherwise participated in) or as to which the Company or any ERISA Affiliate has any unsatisfied liability or obligations whether accrued, contingent or otherwise:
(i) any employee pension benefit plan ("PENSION/PROFIT-SHARING PLAN") (as such term is defined in the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), including any pension, profit-sharing, retirement, thrift or stock bonus plan;
(ii) any "multi-employer plan" ("MULTI-EMPLOYER PLAN") (as such term is defined in ERISA);
(iii) any employee welfare benefit plan ("WELFARE PLAN") (as such term is defined in ERISA); or
(iv) any other compensation, stock option, restricted stock, fringe benefit or retirement plan, program, policy, understanding or arrangement of any kind whatsoever, whether formal or informal, not included in the foregoing and providing for benefits for, or the welfare of, any or all of the current or former employees or agents of the Company or any ERISA Affiliate or their beneficiaries or dependents, including any group health, life insurance, retiree medical, bonus, incentive or severance arrangement, and all outstanding stock options, restricted shares, phantom stock awards, stock appreciation rights, performance share unit awards or cash or other similar incentive awards thereunder; (all of the foregoing in items (i), (ii), (iii) and (iv) being referred to as "EMPLOYEE PLANS""). "ERISA AFFILIATE" means each trade or business (whether or not incorporated) which together with the Company is treated as a single employer pursuant to Code Section 414(b), (c), (m) or (o). The Company has delivered to Purchaser (and Company Disclosure Schedule 3.9 lists each item delivered) copies of the following: (1) each written Employee Plan, as amended (including either the original plan or the most recent restatement and all subsequent amendments); (2) the most recent IRS determination letter issued with respect to each Pension/Profit-Sharing Plan;
EMPLOYEE AND FRINGE BENEFIT PLANS. 9 3.8 Licenses; Compliance with Applicable Laws.........................................................10 3.9 Contracts.........................................................................................10 3.10
EMPLOYEE AND FRINGE BENEFIT PLANS. Except as disclosed on Company Disclosure Schedule 3.7:
(a) The Company does not maintain or contribute to any "employee pension benefit plan," as such term is defined in Section 3 of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), including any pension, profit-sharing, retirement, thrift or stock bonus plan, or "employee welfare benefit plan," as such term is defined in Section 3 of ERISA, or any other material stock option plan, stock purchase plan, restricted stock plan, deferred compensation plan, severance plan, phantom stock plan, bonus plan or other similar plan, program or arrangement that relates to or affects the Business (collectively, the "EMPLOYEE PLANS"). Complete and accurate copies of all Employee Plans which have been reduced to writing and summaries of any unwritten Employee Plans have been provided to the Purchaser. The Company has not contributed to, and it has never been required to contribute to, any "MULTIEMPLOYER PLAN," as such term is defined in Section 3(37) of ERISA.
(b) None of the Employee Plans is a pension plan subject to Title IV of ERISA or Section 412 of the Code (including those for retired, terminated or other former employees of the Company).
(c) The Business will not have any material liability after the Closing arising from the operation of the Employee Plans prior to the Closing, and the Purchased Assets will not be subject to any liability or obligations relating to the Employee Plans.
EMPLOYEE AND FRINGE BENEFIT PLANS. 16 (a) SCHEDULE OF PLANS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 (b) QUALIFICATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 (c)
EMPLOYEE AND FRINGE BENEFIT PLANS. (a) SCHEDULE OF PLANS. Schedule 3.21 lists each of the following that any Seller or any ERISA Affiliate (as defined below) either maintains, is required to contribute to or otherwise participates in (or at any time maintained, contributed to or otherwise participated in) or as to which any Seller or any ERISA Affiliate has any unsatisfied liability or obligation, whether accrued, contingent or otherwise:
(i) any employee pension benefit plan ("Pension/Profit-Sharing Plan") (as such term is defined in the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), including any pension, profit-sharing, retirement, thrift or stock bonus plan;
(ii) any "multi-employer plan" ("Multi-Employer Plan") (as such term is defined in ERISA);
(iii) any employee welfare benefit plan ("Welfare Plan") (as such term is defined in ERISA); or
(iv) any other compensation, stock option, restricted stock, fringe benefit or retirement plan, program, policy, understanding or arrangement of any kind whatsoever, whether formal or informal, not included in the foregoing and providing
EMPLOYEE AND FRINGE BENEFIT PLANS. (i) SCHEDULE OF PLANS. Schedule 4.1(u) to this Agreement lists each of the following plans that AFC or any of its Subsidiaries or any ERISA Affiliate (as defined below) either maintains, is required to contribute to or otherwise participates in (or at any time during the preceding three years maintained, contributed to or otherwise participated in) or as to which AFC or any of its Subsidiaries or any ERISA Affiliate has any unsatisfied liability or obligation, whether accrued, contingent or otherwise:
(A) any employee pension benefit plan (as such term is defined in the Employee Retirement Income Security Act of 1974, as amended ("ERISA")),
(B) any "multi-employer plan" (as such term is defined in ERISA), or
(C) any other generally applicable compensation plan, written welfare or fringe benefit plan or any stock, retirement or retiree medical plan, of any kind whatsoever, not included in the foregoing and providing for benefits for, or the welfare of, any or all of the current or former employees or agents of AFC or any of its Subsidiaries or any ERISA Affiliate or their beneficiaries or dependents,
EMPLOYEE AND FRINGE BENEFIT PLANS. The Company does not maintain and is not required to contribute to or otherwise participate in (and never has maintained, contributed to or otherwise participated in) an "employee benefit plan" or a "multi-employer plan", (as such terms are defined in the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). Any such plan is hereinafter referred to as an "Employee Plan." Except as reflected in the June Balance Sheet, the Company has no liability for unpaid compensation or fringe benefits (including without limitation obligations to make payments because of disability, accrued sick leave or vacation pay).
EMPLOYEE AND FRINGE BENEFIT PLANS. (a) SCHEDULE OF PLANS. Except as set forth in SCHEDULE 2.8, the Company does not maintain, is not required to contribute to and otherwise does not participate in (and has not since its inception maintained, contributed to or otherwise participated in) any employee pension benefit plan qualified under Section 401 or 501 of the Code or any multi-employer plan (as such term is defined in the Employee Retirement Income Security Act of 1974, as amended ("ERISA")). Except as set forth in SCHEDULE 2.8, the Company does not maintain, is not required to contribute to and otherwise does not participate in (and has not since its inception maintained, contributed to or otherwise participated in) any employee pension benefit plan not qualified under Section 401 or 501 of the Code, or any employee welfare benefit plan ("Welfare Plan") within the meaning of ERISA (all of the foregoing described in this sentence being referred to herein collectively as "Employee Plans" and individually as an "Employee Plan"). Except to the extent required by laws relating to the continuation of health insurance, the Company and AIL are not obligated to provide medical benefits to their respective retirees.
EMPLOYEE AND FRINGE BENEFIT PLANS. The Company does not maintain and is not required to contribute to or otherwise participate in (and has not during the preceding five years maintained, contributed to or otherwise participated in) an "employee benefit plan" or a "multi-employer plan", (as such terms are defined in the Employee Retirement Income Security Act of 1974, as amended ("ERISA").
EMPLOYEE AND FRINGE BENEFIT PLANS. 11 (a) Schedule of Plans.....................................................................11 (b) Qualification.........................................................................12 (c)
