Employee Benefit and Retirement Plans. Except as disclosed on Schedule 4.16, no Seller maintains any "employee pension benefit plan" or any "employee welfare benefit plan" (as defined respectively in Section 3(2) and 3(1) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") on behalf of the Business's employees, and, except as disclosed on Schedule 4.16, no Seller maintains any retirement plans, bonus arrangements, life insurance or medical insurance programs or any other fringe benefit arrangements for any employees whether written or unwritten.
Employee Benefit and Retirement Plans. Except as disclosed on Schedule 4.14, no Seller maintains any "employee pension benefit plan" or any "employee welfare benefit plan" (as defined respectively in Section 3(2) and 3(1) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")) on behalf of such Seller's employees engaged in the Business. Except as disclosed on Schedule 4.14, no Seller maintains any pension, retirement, profit-sharing, deferred compensation, stock option, employee stock ownership, share purchase, retention, change in control or severance plans; bonus or other incentive arrangements; life or disability insurance plans; medical, vision, dental or other health insurance plans; flexible spending account; vacation, holiday or any other fringe benefit arrangements for any employees engaged in the Business, whether written or unwritten, funded or unfunded, actual or contingent. Each Seller acknowledges and agrees that (i) Buyers shall not be treated as a successor employer within the meaning of Treasury Regulation § 54-4980B-9 (“COBRA”), (ii) Sellers will retain all obligations under COBRA for all employees of the Business, whether or not hired by Buyers, and (iii) Buyers shall have no liability under COBRA relating to the employees engaged in the Business for events occurring on or prior to the Closing. Sellers agrees to provide each employee engaged in the Business with COBRA notices.
Employee Benefit and Retirement Plans. The Solid Disclosure Schedule contains a list of all pension, bonus, profit-sharing, stock option or employee welfare agreements or arrangements to which Solid is a party or by which Solid is bound. All are in full force and effect. Except as set forth in the Solid Disclosure Schedule, during the past five years, Solid has not maintained or contributed to any defined benefit pension plans (as defined in Section 3(2) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")) or any multi-employer plans (as defined in Section 3(37)(A) of ERISA). Each employee benefit plan (as defined in Section 3(3) of ERISA) (each, an "Employee Benefit Plan" or "Plan") maintained for employees of Solid to which Solid has contributed and any related trust agreement, annuity contract or any other funding or implementing instrument complies currently in all material respects, as to form, operation and administration, with the provisions of ERISA, as amended, and all other applicable laws, rules and regulations and with the Internal Revenue Code of 1986, as amended (the "Code"), where required in order to be tax-qualified under Section 401(a) or 403(a) and 501(a) of the Code, and, to the best knowledge of Solid, no event has occurred that will cause disqualification of any such Plan under said Sections. All necessary governmental approvals for the Employee Benefit Plans have been obtained; each Employee Benefit Plan that is subject thereto meets the minimum funding standards of Section 302 of ERISA, Section 412 of the Code and any other applicable law, and no accumulated funding deficiency, whether or not waived, exists with respect to any such Plan; each Employee Benefit Plan that is an employee pension benefit plan (as defined in Section 3(2)(A) of ERISA) has been duly authorized by the Board of Directors of Solid and a favorable determination as to the qualification under the Code of each such employee pension benefit plan has been made by the Internal Revenue Service. References to Solid in this Section 2.14 include any of its Subsidiaries. The retirement plans of any foreign Subsidiary comply with applicable foreign law in all material respects.
Employee Benefit and Retirement Plans. Listed on Schedule 4.1.15 are the material "employee pension benefit plans" and "employee welfare benefit plans" (as defined respectively in Sections 3(2) and 3(l) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), which CBS and its Affiliates maintain on behalf of their employees at the Stations. In all respects material to this transaction, all "employee pension benefit plans" and "employee welfare benefit plans" listed on Schedule 4.1.15 hereto comply in all material respects with all applicable requirements of law and regulation. None of CBS or any of its Affiliates has incurred or reasonably expects to incur (either directly or indirectly, including as a result of any of the transactions contemplated hereby or any indemnification obligation) any liability (including, without limitation, withdrawal liability) that could become a liability of Entercom, under or pursuant to Title I or IV of ERISA or the penalty, excise tax or joint and several liability provisions of the Code relating to employee benefit plans and no event, transaction or condition has occurred or exists which could result in any such liability. CBS and its Affiliates have made all required contributions to all multi-employer plans within the meaning of Section 3(37) of ERISA.
Employee Benefit and Retirement Plans. Except as disclosed on Schedule 4.16, the Selling Parties do not now maintain any "employee pension benefit plan" or any "employee welfare benefit plan" (as defined respectively in Section 3(2) and 3(1) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") on behalf of the Business's employees, and, except as disclosed on Schedule 4.16, the Selling Parties do not maintain any retirement plans, bonus arrangements, life insurance or medical insurance programs or any other fringe benefit arrangements (collectively "fringe benefit arrangements") for any employees whether written or unwritten.
Employee Benefit and Retirement Plans. Listed on Schedule 4.2.17 (with a brief description thereof) are the material "employee pension benefit plans" and "employee welfare benefit plans" (as defined respectively in Sections 3(2) and 3(l) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")) which Entercom and ECI maintain on behalf of its employees employed at KLOU. In all respects material to this transaction, all "employee pension benefit plans" and "employee welfare benefit plans" listed on Schedule 4.2.17 hereto comply in all material respects with all applicable requirements of law and regulation including ERISA. Neither Entercom nor ECI has incurred or reasonably expects to incur (either directly or indirectly, including as a result of any of the transactions contemplated hereby or any indemnification obligation) any liability (including, without limitation, withdrawal liability) that could become a liability of Entercom or ECI under or pursuant to Title I or IV of ERISA or the penalty, excise tax or joint and several liability provisions of the Code relating to employee benefit plans and no event, transaction or condition has occurred or exists which could result in any such liability. Entercom and ECI have made all required contributions to all multiemployer plans within the meaning of Section 3(37) of ERISA.
Employee Benefit and Retirement Plans. ARS and ARS License do not now maintain and have never maintained any "employee pension benefit plan" or any "employee welfare benefit plan" (as defined respectively in Sections_3(2) and 3(l) of ERISA) on behalf of the Station's employees except as listed on Schedule_4.1.18 hereto and all retirement plans, bonus arrangements, life insurance or medical insurance programs or any other fringe benefit arrangements (collectively "Fringe Benefit Arrangements") for any employees of the Station whether written or unwritten except as are listed on Schedule 4.1.18
Employee Benefit and Retirement Plans. ARS does not now maintain and has never maintained any "employee pension benefit plan" or any "employee welfare benefit plan" (as defined respectively in Sections 3(2) and 3(1) of ERISA on behalf of the Station's employees except as listed on Schedule "4.1.18" hereto and all retirement plans, bonus arrangements, life insurance or medical insurance programs or any other fringe benefit arrangements (collectively "Fringe Benefit Arrangements") for any employees of the Station whether written or unwritten except as are listed on Schedule "4.1.18" hereto. All "employee pension benefit plans," "employee welfare benefit plans" and Fringe Benefit Arrangements listed on Schedule "4.1.18" hereto comply in all respects with all applicable requirements of law and
Employee Benefit and Retirement Plans. 7 Section 2.15 Labor Matters........................................................7
Employee Benefit and Retirement Plans. 22 4.1.18 EMPLOYEES.................................... 23 4.1.19 TRADE OR BARTER.............................. 23 4.1.20 ENVIRONMENTAL COMPLIANCE,POLYCHLORINATED BIPHENYLS, ASBESTOS AND OTHER TOXIC OR HAZARDOUS SUBSTANCES...................... 23 4.1.21
