Employee Benefit Plans/Labor Relations. (a) SCHEDULE 3.13(A) of the Disclosure Schedule contains a complete and accurate list of each employee benefit plan, program, agreement or arrangement, whether written or oral, covering employees, former employees or directors of any Seller, or providing benefits to such persons in respect of services provided to any Seller (collectively, the "BENEFIT PLANS"). SCHEDULE 3.13(A) of the Disclosure Schedule indicates which of the Benefit Plans is an "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and which of the Benefit Plans is subject to Section 302 or Title IV of ERISA.
Employee Benefit Plans/Labor Relations. (a) Section 4.18(a) of the Disclosure Schedule lists all of Seller’s pension, profit sharing, savings, retirement or other deferred compensation plan, or any bonus (whether payable in cash or stock) or incentive program, or any group health plan (whether insured or self-funded), or any disability or group life insurance plan or other employee welfare benefit plan, or any collective bargaining agreement or other agreement, written or oral, with any trade or labor union, employees association or similar organization (each, a “Plan”).
Employee Benefit Plans/Labor Relations. (a) Except as disclosed in Schedule 5.19 hereto, there are no ------------- employee benefit plans, agreements or arrangements maintained by Parent or any of its Subsidiaries, including, without limitation, (i) "employee benefit plans," within the meaning of Section 3(3) of ERISA; (ii) affirmative action plans; (iii) current or deferred compensation, pension, profit sharing, vacation or severance plans or programs; or (iv) medical, hospital, accident, disability or death benefit plans (collectively, "Parent Benefit Plans"). All Parent Benefit Plans are administered in accordance with, and are in material compliance with, all applicable laws and regulations. No default exists with respect to the obligations of Parent under any Parent Benefit Plans.
Employee Benefit Plans/Labor Relations. (a) Schedule 3.13(a) of the Disclosure Schedule contains a complete and accurate list of each employee benefit plan, program, agreement or arrangement, whether written or oral, covering employees, former employees or managers of the Seller, or providing benefits to such persons in respect of services provided to the Seller (collectively, the "Benefit Plans"). Schedule 3.13(a) of the Disclosure Schedule indicates which of the Benefit Plans is an "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and which of the Benefit Plans is subject to Section 302 or Title IV of ERISA. With respect to each Benefit Plan, the Seller heretofore delivered to the Purchaser a accurate and complete copy of such Benefit Plan and any amendments thereto (or if the Benefit Plan is not a written plan, an accurate and detailed written description thereof), and, if applicable, (i) any related trust or other funding documents, and (ii) any reports or summaries required under ERISA and the most recent determination letter received from the Internal Revenue Service with respect to each Benefit Plan intended to qualify under section 401 of the Code.
Employee Benefit Plans/Labor Relations. (a) Section 4.18(a) of the Company Disclosure Letter sets forth a true and complete list as of the date hereof of (i) each material "employee benefit plan" (as such term is defined in Section 3(3) of ERISA) that the Company or any of its Subsidiaries sponsors, participates in, is a party or contributes to, or with respect to which the Company or any of its Subsidiaries would reasonably be expected to have any material liability and (ii) each other material employee benefit plan, program or arrangement, including any stock option, stock purchase, stock appreciation right or other stock or stock-based incentive plan, cash bonus or incentive compensation arrangement, retirement or deferred compensation plan, profit sharing plan, unemployment or severance compensation plan, or each employment, severance or consulting agreement, for the benefit of any current or former employee or director of the Company or any of its Subsidiaries that does not constitute an "employee benefit plan" (as defined in Section 3(3) of ERISA), that the Company or any of its Subsidiaries presently sponsors, participates in, is a party or contributes to, or with respect to which the Company or any of its Subsidiaries would reasonably be expected to have any material liability (each, a "Benefit Plan"). (b) With respect to each Benefit Plan, the Company has made available to Parent a true and complete copy of such Benefit Plan as in effect on the date of this Agreement, including any amendments thereto, and a true and complete copy of the following items (in each case, only if applicable) (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most recently filed annual report on IRS Form 5500, (iv) the most recent financial statements and actuarial or other valuation reports prepared with respect thereto and (v) the most recently received IRS determination letter. (c) Neither the Company nor any Person that is a member of a "controlled group of corporations" with, or is under "common control" with, or is a member of the same "affiliated service group" with the Company, in each case, as defined in Sections 414(b), (c), (m) or (o) of the Code maintains, contributes to or sponsors (or has in the past six (6) years maintained, contributed to, or sponsored) a multiemployer plan as defined in Section 3(37) of ERISA or an employee benefit plan that is subject to Section 302 or Title IV Plan of ERISA or Section 412 of the C...
Employee Benefit Plans/Labor Relations. EMPLOYEE PLAN" means any pension, retirement, profit-sharing, deferred compensation, bonus, severance or other incentive plan, medical, vision, dental or other health plan, life insurance plan or other employee benefit plan, arrangement, program or practice, including, without limitation, any "EMPLOYEE BENEFIT plan" as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), covering any Employees ("EMPLOYEES") of the Company, and under which Employees of the Company are eligible to participate or derive a benefit, except any government-sponsored program or legally or governmentally required benefit. The Company has no liability under any Employee Plan, including, without limitation, an Employee Plan which is an "employee benefit plan" as defined in Section 3(3) of ERISA.
Employee Benefit Plans/Labor Relations. (a) Except as disclosed in Schedule 4.18 hereto, there are no employee ------------- benefit plans, agreements or arrangements maintained by Exchange Place, including (i) "employee benefit plans" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"); (ii) current or deferred compensation, pension, profit sharing, vacation or severance plans or programs; or (iii) medical, hospital, accident, disability or death benefit plans (collectively, "Exchange Place Benefit Plans"). All Exchange Place Benefit Plans are administered in accordance with, and are in material compliance with, all applicable laws and regulations. No default exists with respect to the obligations of Exchange Place under any Exchange Place Benefit Plan.
Employee Benefit Plans/Labor Relations. (a) Except as disclosed in Schedule 4.18 hereto, there are no ------------- employee benefit plans, agreements or arrangements maintained by SCE, including, without limitation, (i) "employee benefit plans" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"); (ii) current or deferred compensation, pension, profit sharing, vacation or severance plans or programs; or (iii) medical, hospital, accident, disability or death benefit plans (collectively, "SCE Benefit Plans"). All SCE Benefit Plans are administered in accordance with, and are in material compliance with, all applicable laws and regulations. No default exists with respect to the obligations of SCE under any SCE Benefit Plan.
Employee Benefit Plans/Labor Relations. (a) Except as disclosed in Schedule 4.18 hereto, there are no ------------- employee benefit plans, agreements or arrangements maintained by Pantheon, including (i) "employee benefit plans" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"); (ii) current or deferred compensation, pension, profit sharing, vacation or severance plans or programs; or (iii) medical, hospital, accident, disability or death benefit plans (collectively, "Pantheon Benefit Plans"). To the knowledge of Pantheon and without investigation, all Pantheon Benefit Plans are administered in accordance with, and are in material compliance with, all applicable laws and regulations, and no default exists with respect to the obligations of Pantheon under any Pantheon Benefit Plan.
Employee Benefit Plans/Labor Relations. (a) Except as disclosed in Schedule 4.18 hereto, there are no employee ------------- benefit plans, agreements or arrangements maintained by Digital, including, without limitation, (i) "employee benefit plans," within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"); (ii) current or deferred compensation, pension, profit sharing, vacation or severance plans or programs; or (iii) medical, hospital, accident, disability or death benefit plans (collectively, "Digital Benefit Plans"). All Digital Benefit Plans are administered in accordance with, and are in material compliance with, all applicable laws and regulations. No default exists with respect to the obligations of Digital under any Digital Benefit Plans.
