Employment Contracts and Employee Benefit Plans Sample Clauses

Employment Contracts and Employee Benefit Plans. Buyer is not assuming, nor shall it have responsibility for the continuation of, any liabilities under or in connection with:
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Employment Contracts and Employee Benefit Plans. Schedule 2.13 ----------------------------------------------- contains a complete and correct list and description of all employment contracts to which the Company is a party or by which it is bound and of all pension, bonus, profit sharing, retirement, stock option, medical expense, dental expense, hospitalization, life insurance or other death benefit, severance, and other benefit plans, agreements, arrangements or other programs providing remuneration or benefits for employees at the Facility, including without limitation any employee benefit plan defined in section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), whether or not funded and whether or not reflected in any plan documents. There have been no material defaults, breaches, omissions or other failings by the Company or, to the best knowledge of any Seller, any fiduciary under any of these contracts or programs.
Sample 1
Employment Contracts and Employee Benefit Plans. A complete list (as of November 29, 1997) of all employees of Century or CNB, their respective dates of hire, cash compensation, compensation pursuant to participation in each of the Plans and the amount of any indebtedness to CNB has been delivered to Bancshares. On or before the Closing Date, Century and CNB shall fully accrue for (in accordance with generally accepted accounting principles) all amounts payable under any of the Plans. Century and CNB has also delivered to Bancshares a list of all employees who are currently entitled to perquisites (including, but not limited to, automobiles and club memberships) as well as a brief description of each such perquisite. Since the date of such list, no employment contract or Plan has been instituted, agreed to, or changed by Century or CNB, nor has there been any increase in the compensation payable or to become payable by Century or CNB to any employee, whose total compensation for services rendered currently exceeds $15,000 annually.
Sample 1
Employment Contracts and Employee Benefit Plans. Buyer is not assuming, nor shall it have responsibility for the continuation of, any liabilities under or in connection with any Employee Benefit Plan as maintained, administered, or contributed to by Seller and covering any employees, except Buyer is assuming all liabilities under the Pentegra Plan, as defined in Section 2.02(e) of this Agreement, and Buyer agrees to become the successor plan sponsor, within the meaning of ERISA, and to maintain and administer the Pentegra Plan in accordance with applicable law and ERISA and except to the extent amounts are provided for in Retained Cash.
Sample 1
Employment Contracts and Employee Benefit Plans. The Disclosure Schedule contains a complete list of each employee contract, bonus, savings, profit sharing, stock bonus, consulting, pension, retirement, insurance, severance or any union or collective bargaining agreements or any contract or agreement with any labor organization and other similar, analogous or related arrangement or plan, written or oral, including, without limitation, each "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") (all of the foregoing hereinafter collectively referred to as the "Plans") with respect to any one or more employees of Bank. To the extent Plans have been reduced to writing, complete and accurate copies of all such Plans have been delivered to Bancshares. Each oral Plan, if any, has been accurately described in the Disclosure Schedule. A complete list (as of August 1, 1997) of all employees of Bank, their respective dates of hire, cash compensation, compensation pursuant to participation in each of the Plans and the amount of any indebtedness to Bank has been delivered to Bancshares. On or
Sample 1
Employment Contracts and Employee Benefit Plans. There have been no material defaults, breaches, omissions or other failings by the Seller or any fiduciary under any pension, bonus, profit sharing, retirement, stock option, medical expense, dental expense, hospitalization, life insurance or other death benefit, severance, and other benefit plans, agreements, arrangements or other programs providing enumeration of benefits for Seller's employees, including available vacation of Seller's employees.
Sample 1
Employment Contracts and Employee Benefit Plans. Schedule 9(a)(x) will contain (i) a complete and correct list of all pension, bonus, profit sharing, retirement, stock option, medical expense, dental expense, hospitalization, life insurance or other death benefit, severance, and other benefit plans, agreements, arrangements or programs providing benefits for Seller's employees, whether or not funded and whether or not reflected in any plan documents, including available vacation of Seller's employees, (ii) a list all of the current employees of the Seller and the independent contractors regularly performing services on behalf of the Seller, and (iii) a list of the compensation paid to the current employees of the Seller and the independent contractors regularly performing services on behalf of the Seller, including any salary, bonus or other payment arrangement made with any of them. The Seller is not a party to or bound by any collective bargaining agreement, nor has the Seller experienced any strikes, grievances, claims of unfair labor practices, or other collective bargaining disputes. The Seller has not, to Seller's knowledge, committed any unfair labor practice. The Seller has no knowledge of any organizational effort presently being made or threatened by or on behalf of any labor union with respect to employees of the Seller. To the best of Seller's knowledge, there have been no material defaults, breaches, omissions or other failings by the Seller or any fiduciary under any of these contracts or programs. Except as set forth in Schedule 9(a)(x), the Seller does not sponsor any employee benefit plan defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (29 U.S.C. Section 1002(3)).
Sample 1
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Employment Contracts and Employee Benefit Plans. Brim has supplied THC with a complete and correct list and description of all employment contracts to which Brim is a party or by which it is bound and of all pension, profit sharing, retirement, savings, deferred compensation, consulting, bonus, commission, stock option, termination or severance allowance, insurance (including, without limitation, life, disability, medical, hospitalization and dental insurance or coverage) and other employee agreements and plans and benefits, arrangements or other programs providing remuneration or benefits for employees at the Hospital which are maintained, administered or contributed to by Brim, including, without limitation, all "employee benefit plans" as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), whether or not funded and whether or not reflected in any plan documents. To the best of Seller's knowledge, there have been no material defaults, breaches, omissions or other failings by Seller under any of these contracts or programs.
Sample 1
Employment Contracts and Employee Benefit Plans. Schedule 9(k) will contain (i) a complete and correct list of all pension, bonus, profit sharing, retirement, stock option, medical expense, dental expense, hospitalization, life insurance or other death benefit, severance, and other benefit plans, agreements, arrangements or other programs providing remuneration or benefits for Seller's employees, whether or not funded and whether or not reflected in any plan documents, including available vacation of Seller's employees and (ii) a list all of the current employees of the Seller and independent contractors regularly performing services on behalf of the Seller and their respective rates of compensation including any salary, bonus or other payment arrangement made with any of them. The Seller is not a party to or bound by any collective bargaining agreement, nor has the Seller experienced any strikes, grievances, claims of unfair labor practices, or other collective bargaining disputes. The Seller has not, to Seller's knowledge, committed any unfair labor practice. The Seller has no knowledge of any organizational effort presently being made or threatened by or on behalf of any labor union with respect to employees of the Seller. There have been no material defaults, breaches, omissions or other failings by the Seller or any fiduciary under any of these contracts or programs. Except as set forth in Schedule 9(m), the Seller does not sponsor any employee benefit plan defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (29 U.S.C. Section 1002(3)).
Sample 1

Related to Employment Contracts and Employee Benefit Plans

  • Employee Benefit Plans Except as could not reasonably be expected to result, either individually or in the aggregate, in a Material Adverse Effect, (i) each Employee Benefit Plan and Foreign Pension Plan (and each related trust, insurance contract or fund) has been documented, funded and administered in compliance with all applicable Laws, including, without limitation, ERISA and the Code; (ii) the sponsor or adopting employer of each Employee Benefit Plan which is intended to qualify under Section 401(a) of the Code has received or timely applied for a favorable determination letter, or is entitled to rely on a favorable opinion letter, as applicable, from the IRS indicating that such Employee Benefit Plan is so qualified and nothing has occurred subsequent to the issuance of such determination letter or opinion letter which would cause such Employee Benefit Plan to lose its qualified status; (iii) no liability to the PBGC (other than required premium payments), the IRS, any Employee Benefit Plan or any Trust established under Title IV of ERISA has been or is expected to be incurred by any ERISA Party (other than contributions made to an Employee Benefit Plan or such Trust or expenses paid on their behalf, in each case in the ordinary course); (iv) no ERISA Event has occurred or is reasonably expected to occur; (v) the present value of the aggregate benefit liabilities under each Pension Plan (determined as of the end of the most recent plan year on the basis of the actuarial assumptions specified for funding purposes in the most recent actuarial valuation for such Pension Plan) did not exceed the aggregate current value of the assets of such Pension Plan; (vi) no ERISA Party is in “default” (as defined in Section 4219(c)(5) of ERISA) with respect to payments to a Multiemployer Plan; (vii) no ERISA Party has incurred any obligation in connection with the termination of, or withdrawal from, any Foreign Pension Plan; and (viii) the present value of the accrued benefit liabilities (whether or not vested) under each Foreign Pension Plan, determined as of the end of Holdings’ and the Borrowers’ most recently ended Fiscal Year for which audited financial statements are available on the basis of the actuarial assumptions described in Holdings’ audited financial statements for such Fiscal Year, did not exceed the aggregate of (A) the current value of the assets of such Foreign Pension Plan allocable to such benefit liabilities and (B) the amount then reserved on Holdings’ consolidated balance sheet in respect of such liabilities (and such amount reserved on Holdings’ consolidated balance sheet does not constitute a material liability to Holdings and its Restricted Subsidiaries taken as a whole).

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