Employee Arrangements; ERISA. Except as set forth on Schedule 2.1(v) hereto, the Company has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which the Company is a party or is otherwise bound, and (ii) no deferred compensation agreements, pension and retirement plans, profit-sharing plans, stock purchase and stock option plans. Schedule 2.1(v) hereto contains a true and complete list of all compensation, incentive, bonus, severance, disability, hospitalization, medical insurance, life insurance and other employee benefit plans, programs or arrangements maintained by the Company or under which the Company has any material obligations (other than obligations to make current wage or salary payments) in respect of, or that otherwise cover, any of the current or former officers, employees or consultants of the Company, or their beneficiaries (each an “Employee Benefit Plan” and collectively the “Employee Benefit Plans”). No Employee Benefit Plan is subject to Title IV of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), or Section 412 of the Code. All contributions to and payments from the Employee Benefit Plans that may have been required to be made in accordance with the Employee Benefit Plans have been made or are properly accrued and reflected on the balance sheets or the books and records of the Company. Schedule 2.1(v) hereto also lists the names, compensation and all accrued and unused vacation and sick time of all persons employed by the Company. The Company has no Employee Benefit Plans that are qualified for Federal income tax exemption under Sections 401 and 501 of the Code.
Employee Arrangements; ERISA. The Seller has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which the Seller is a party or is otherwise bound, and (ii) no deferred compensation agreements, pension and retirement plans, profit-sharing plans, stock purchase and stock option plans. Schedule 2.1(t) hereto contains a true and complete list of all compensation, incentive, bonus, severance, disability, hospitalization, medical insurance, life insurance and other employee benefit plans, programs or arrangements maintained by the Seller or under which the Seller has any material obligations (other than obligations to make current wage or salary payments) in respect of, or which otherwise cover, any of the current or former officers, employees or consultants of the Seller, or their beneficiaries (each an "Employee Benefit Plan" and collectively the "Employee Benefit Plans"). No Employee Benefit Plan is subject to Title IV of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 412 of the Internal Revenue Code of 1986, as amended (the "Code"). All contributions to and payments from the Employee Benefit Plans which may have been required to be made in accordance with the Employee Benefit Plans have been made or are properly accrued and reflected on the Balance Sheets or the books and records of the Seller. Schedule 2.1(t) hereto also lists the names and compensation of all persons employed by the Seller. Except as set forth on Schedule 2.1(t) hereto, the Seller has no Employee Benefit Plans which are qualified for Federal income tax exemption under Sections 401 and 501 of the Code.
Employee Arrangements; ERISA. The Seller has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which the Seller is a party or are otherwise bound, and (ii) no deferred compensation agreements, pension and retirement plans, profit-sharing plans, stock purchase and stock option plans. Schedule 2.1(t) hereto contains a true and complete list of all compensation, incentive, bonus, severance, disability, hospitalization, medical insurance, life insurance and other employee benefit plans, programs or arrangements maintained by the Seller or under which the Seller has any material obligations (other than obligations to make current wage or salary payments) in respect of, or which otherwise cover, any of the current or former officers, employees or consultants of the Seller, or its beneficiaries (each an "Employee Benefit Plan" and collectively the "Employee Benefit Plans").
Employee Arrangements; ERISA. (a) Schedule 4.24(a) sets forth a true and complete list of all Benefit Plans. The Company have provided to Buyer the correct and complete copies of the following (where applicable) with respect to each Benefit Plan: (i) all plan documents (or, in the case of any unwritten Benefit Plan, a written summary of the terms of such Benefit Plan); summary plan descriptions, summaries of material modifications, amendments, and resolutions related to such plans; (ii) the most recent determination (or opinion) letters received from the IRS; (iii) the three (3) most recent Form 5500 Annual Reports and summary annual reports; (iv) the most recent audited financial statement and actuarial valuation; and (v) all related administrator, service and vendor agreements, insurance contracts and other agreements which implement each such Benefit Plan.
Employee Arrangements; ERISA. 1. Except as set forth on Schedule 2.16 hereto, the Corporation has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which the Corporation is a party or otherwise bound, and (ii) no compensation plans, bonus plans, deferred compen- sation agreements, pension, benefit and retirement plans, profit-sharing plans, stock purchase or stock option plans. Schedule 2.16 hereto contains a complete and correct list and summary description of the Corporation's hospitalization, disability, health and related insurance plans or arrangements providing for benefits for employees of the Corporation. Such Schedule also lists the names and compensation of all persons (i) whose total annual compensation (direct and indirect) from the Corporation (whether salary, bonus, commission or other cash compensation) during the last fiscal year was $60,000 or more, or (ii) who are presently scheduled to receive compensation of at least $60,000 during the current fiscal year, or (iii) whose employment is not terminable at will by the Corporation. Except as set forth on Schedule 2.16 hereto, the Corporation does not have nor ever maintained or been party to any employee benefits plan which is qualified for federal income tax exemption under Sections 401 and 501 of the Code or which is an "employee welfare benefit plan," or an "employee pension benefit plan" as defined by the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and the Company does not contribute nor ever has contributed to any "multi-employer plan" as defined in ERISA.
Employee Arrangements; ERISA. (a) Schedule 3.22(a) sets forth a true and complete list of all Benefit Plans. For purposes of this Section 3.22, any reference to the term “Company” shall be deemed also to refer to any entity that is under common control or affiliated with the Company, within the meaning of Section 4001 of ERISA and the rules and regulations promulgated thereunder, or Sections 414(b), (c), (m) or (o) of the Code.
Employee Arrangements; ERISA. OSB has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which OSB is a party or is otherwise bound, and (ii) no compensation plans, bonus plans, deferred compensation agreements, pension and retirement plans, profit-sharing plans, stock purchase and stock option plans. Schedule 2.1(t) hereto contains a complete and correct list and copies of OSB's hospitalization, insurance plans or arrangements providing for benefits for employees of OSB. Such Schedule also lists the names and compensation of all persons employed by OSB. OSB has no employee benefits plans established or maintained by OSB which are qualified for Federal income tax exemption under Sections 401 and 501 of the Code.
Employee Arrangements; ERISA. SAIF has no union, collective bargaining, employment, management, or consulting agreements to which SAIF is a party or is otherwise bound. Schedule 2.1(u) hereto contains a true and complete list of all pension, profit sharing, retirement, deferred compensation, stock purchase, stock option, incentive, bonus, severance, disability, hospitalization, medical insurance, life insurance and other employee benefit plans, programs or arrangements maintained by SAIF or under which the SAIF has any material obligations (other than obligations to make current wage or salary payments) in respect of, or which otherwise cover, any of the current or former officers, employees or consultants of SAIF, or
Employee Arrangements; ERISA. Except as set forth on Schedule 2.1(t) hereto, the Company has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which the Company is a party or is otherwise bound, and (ii) no deferred compensation agreements, pension and retirement plans, profit-sharing plans, stock purchase and stock option plans. Schedule 2.1(t) hereto sets forth a true and correct list of all employee benefit plans under Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and each other compensation, incentive, bonus, severance, golden parachute, disability, hospitalization, medical insurance, life insurance and other employee benefit plans, programs or arrangements maintained by the Company or under which the Company has any obligations (other than obligations to make current wage or salary payments) in respect of, or that otherwise cover, any of the current or former officers, employees or consultants of the Company, or their beneficiaries (each an "Employee Benefit Plan" and collectively the "Employee Benefit Plans"). The Company has delivered to Seller true and complete copies of each Employee Benefit Plan, the most recent summary plan description and all material employee communications and the two most recent Form 5500s. The execution and performance of the transactions contemplated by this Agreement will not (either alone or upon the occurrence of any additional or subsequent event) constitute an event under any Employee Benefit Plan or individual agreement that will or may result in any payment, acceleration, vesting or increase in benefits. No Employee Benefit Plan is or has been subject to Title IV of ERISA , or Section 412 of the Code and the Company does not have any liability under such Sections. Each Employee Benefit Plan which is a "group health plan" (within the meaning of Section 4980B of the Code) has been administered in compliance the coverage continuation requirements contained in the Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA) and as provided under Section 4980 of the Code and any rules and regulations thereunder. Each Employee benefit Plan has, at all times, been operated and maintained in accordance with applicable law and each such Plan's terms. All contributions to and payments from the Employee Benefit Plans that may have been required to be made in accordance with the Employee Benefit Plans and applicable law have been made or are properly accrued and ...
Employee Arrangements; ERISA. SS&L has (i) no union, collective bargaining, employment, management, severance or consulting agreements to which SS&L is a party or is otherwise bound, and (ii) no compensation plans, bonus plans, deferred compensation agreements, pension and retirement plans, profit-sharing plans, stock purchase and stock option plans. Schedule 2.1(t) hereto contains a complete and correct list and copies of SS&L's hospitalization, insurance plans or arrangements providing for benefits for employees of SS&L. Such Schedule also lists the names and compensation of all persons employed by SS&L. SS&L has no employee benefits plans established or maintained by SS&L which are qualified for Federal income tax exemption under Sections 401 and 501 of the Code.
