ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business (whether or not incorporated) which together with the Company is treated as single employer under Section 414(b), (c), (m) or (o) of the Code.
Appears in 5 contracts
Samples: Agreement and Plan of Reorganization (Newpark Resources Inc), Agreement and Plan of Reorganization (Newpark Resources Inc), Agreement and Plan of Reorganization (Newpark Resources Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade or business (whether or not incorporated) which together with the Company ” shall mean any Person who is treated as a single employer under along with the Seller pursuant to Section 414(b), (c), (m) or (oc) of the Code.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Oclaro, Inc.), Option Agreement (Oclaro, Inc.), Asset Purchase Agreement (Ii-Vi Inc)
ERISA Affiliate. For purposes of this Section 3.15The term “ERISA AFFILIATE” means, the term "ERISA Affiliate" means each in relation to any PERSON, any trade or business (whether or not incorporated) which together with is a member of a group of which that PERSON is a member and which is under common control within the Company is treated as single employer meaning of the regulations promulgated under Section 414(b), (c), (m) or (o) 414 of the CodeCODE.
Appears in 5 contracts
Samples: Loan and Security Agreement (Avatech Solutions Inc), Loan and Security Agreement (Avatech Solutions Inc), Loan and Security Agreement (Martek Biosciences Corp)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade or business (whether or not incorporated) which ” shall mean any Person that, together with the Company Company, is or was at any time treated as a single employer under Section 414(b), (c), (m) or (o) 414 of the CodeCode or Section 4001 of ERISA and any general partnership of which the Company is or has been a general partner.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Rovi Corp), Merger Agreement (Green Mountain Coffee Roasters Inc), Merger Agreement (Diedrich Coffee Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business Any entity (whether or not incorporated) which is or was, together with the Company is Company, treated as a single employer under Section section 414(b), (c), (m) ), or (o) of the Code.
Appears in 4 contracts
Samples: Merger Agreement (Associated Banc-Corp), Merger Agreement (State Financial Services Corp), Merger Agreement (Associated Banc-Corp)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade ” shall mean any Company Subsidiary or business any entity (whether or not incorporated) which other than the Company or any Company Subsidiary that, together with the Company Company, is required to be treated as a single employer under Section 414(b), (c), (m) or (o) of the Code.
Appears in 3 contracts
Samples: Merger Agreement (Biosite Inc), Merger Agreement (Beckman Coulter Inc), Merger Agreement (Biosite Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade ” shall mean any entity which is (or business (whether at any relevant time was) a member of a “controlled group of corporations” with, under “common control” with, or not incorporated) which together with the Company is treated a member of an “affiliated service group” with, Seller as single employer under defined in Section 414(b), (c), (m) or (o) of the Code.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Sigmatel Inc), Asset Purchase Agreement (Seracare Life Sciences Inc), Sale and Purchase Agreement (Silicon Laboratories Inc)
ERISA Affiliate. For purposes of this Section 3.15, the The term "ERISA AffiliateAFFILIATE" means each means, in relation to any PERSON, any trade or business (whether or not incorporated) which together with is a member of a group of which that PERSON is a member and which is under common control within the Company is treated as single employer meaning of the regulations promulgated under Section 414(b), (c), (m) or (o) 414 of the CodeCODE.
Appears in 3 contracts
Samples: Loan and Security Agreement (Avatech Solutions Inc), Loan and Security Agreement (Accom Inc), Loan and Security Agreement (Ea Engineering Science & Technology Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade shall mean any Company Subsidiary or business any entity (whether or not incorporated) which other than the Company or any Company Subsidiary that, together with the Company Company, is required to be treated as a single employer under Section 414(b), (c), (m) or (o) of the Code.
Appears in 3 contracts
Samples: Merger Agreement (Inverness Medical Innovations Inc), Merger Agreement (Inverness Medical Innovations Inc), Merger Agreement (Inverness Medical Innovations Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade or business (whether or not incorporated) which together ” shall mean any Person under common control with the Company is treated as single employer under Section within the meaning of Sections 414(b), (c), (m) or and (o) of the Code, and the regulations issued thereunder.
Appears in 2 contracts
Samples: Merger Agreement (Poseida Therapeutics, Inc.), Merger Agreement (Poseida Therapeutics, Inc.)
ERISA Affiliate. For purposes of this Section 3.15, the The term "“ERISA Affiliate" ” means each trade business or business (whether entity which is a member of a “controlled group of corporations,” under “common control” or not incorporated) which together a member of an “affiliated service group” with the Company is treated as single employer under Section within the meaning of Sections 414(b), (c), (m) or (om) of the Code, or required to be aggregated with the Company under Section 414(o) of the Code, or is under “common control” with the Company, within the meaning of Section 4001(a)(14) of ERISA.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Nuvox Inc /De/), Securities Purchase Agreement (Nuvox Inc /De/)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each ” shall mean, with respect to any entity, trade or business, any other entity, trade or business (whether that is, or not incorporated) which together with was at the Company is treated as single employer under relevant time, a member of a group described in Section 414(b), (c), (m) or (o) of the CodeCode or Section 4001(b)(1) of ERISA that includes or included the first entity, trade or business, or that is, or was at the relevant time, a member of the same “controlled group” as the first entity, trade or business pursuant to Section 4001(a)(14) of ERISA.
Appears in 2 contracts
Samples: Merger Agreement (Mallinckrodt PLC), Merger Agreement (Sucampo Pharmaceuticals, Inc.)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each Any trade or business (whether or not incorporated) that is a member of a group of which together with the Company Borrower is a member and which is treated as a single employer under Section 414(b), (c), (m) or (o) 414 of the Code.
Appears in 2 contracts
Samples: Credit Agreement (MGC DIAGNOSTICS Corp), Credit Agreement (Vascular Solutions Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" ” means each the Seller and any trade or business (whether or not incorporated) which together or at any time within the six (6) year period prior to the date of this Agreement would have been treated as a single employer with the Company is treated as single employer Seller under Code Section 414(b), (c), (m) or (o) of the Code414.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Westell Technologies Inc)
ERISA Affiliate. For purposes the purpose of this Section 3.152.22, the term "“ERISA Affiliate" means each ” shall mean (i) any related company or trade or business (whether or not incorporated) which together that is required to be aggregated with the Seller or the Company is treated as single employer under Section Code Sections 414(b), (c), (m) or (o); (ii) any other company, entity or trade or business that has adopted or has ever participated in any Benefit Plan; and (iii) any predecessor or successor company or trade or business of the CodeSeller or the Company or any entity described in Section 2.22.13(i) and (ii) immediately above.
Appears in 2 contracts
Samples: Partnership Agreement (Paincare Holdings Inc), Partnership Interest Purchase Agreement (Paincare Holdings Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business Any entity (whether or not incorporated) which is or was, together with the Company is (for purposes of Section 2.10) or Associated (for purposes of Section 3.18), treated as a single employer under Section section 414(b), (c), (m) ), or (o) of the Code.
Appears in 2 contracts
Samples: Merger Agreement (Associated Banc-Corp), Merger Agreement (First Federal Capital Corp)
ERISA Affiliate. For purposes of this Section 3.15ERISA Affiliate shall mean, the term "ERISA Affiliate" means each with respect to any Person, any trade or business (whether or not incorporated) which together with the Company that is treated as single employer under a member of a group described in Section 414(b), (c), (m) or (oSection 414(c) of the CodeCode of which such Person is a member.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Eloquent Inc), Securities Purchase Agreement (Buffalo Wild Wings Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade or business (whether or not incorporated) which together ” shall mean any Person under common control with any of the Company is treated as single employer under Section Acquired Corporations within the meaning of Sections 414(b), (c), (m) or and (o) of the Code, and the regulations thereunder.
Appears in 2 contracts
Samples: Merger Agreement (Applied Materials Inc /De), Merger Agreement (Compellent Technologies Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each ” shall mean any trade or business (whether or not incorporated) which together with the Company is or has ever been under common control, or which is or has ever been treated as a single employer employer, with Seller or any of its Affiliates under Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
Samples: Asset Purchase Agreement
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means ” shall mean each trade Subsidiary of the Company and any other Person that is or business (whether or not incorporated) which together has been under common control with the Company is treated as single employer under or any of its Subsidiaries within the meaning of Section 414(b), (c), (m) or (o) of the CodeCode and the regulations issued thereunder.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business Any entity (whether or not incorporated) which is or was, together with the Company is Seller, treated as a single employer under Section 414(b), (c), (m) ), or (o) of the Code.
Appears in 1 contract
Samples: Asset Purchase Agreement (Rc2 Corp)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business (whether or not incorporated) which together with the Company is Companies are treated as single employer under Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Newpark Resources Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business (whether or not incorporated) shall mean any entity which together with the Company is treated as has ever been considered a single employer with any Seller under Section 4001(b) of ERISA or Section 414(b), (c), (m) or (o) of the Code...
Appears in 1 contract
Samples: Asset Purchase Agreement (Sunland Entertainment Co Inc)
ERISA Affiliate. For purposes of this Section 3.15, the The term "“ERISA Affiliate" ” means each trade any entity which is (or business (whether at any relevant time was) a member of a “controlled group of corporations” with, under “common control” with, or not incorporated) which together with the Company is treated a member of an “affiliated service group” with, Tritton, as single employer under defined in Section 414(b), (c), (m) or (o) of the Code, or under “common control” with Tritton within the meaning of Section 4001(b)(1) of ERISA.
Appears in 1 contract
Samples: Stock Purchase Agreement (Mad Catz Interactive Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each shall mean any trade or business (whether or not incorporated) which together with the Company is or, at any relevant time, was treated as a single employer under with Company within the meaning of Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
Samples: Merger Agreement (Microtune Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business (whether or not incorporated) which together with the either Company is treated as single employer under Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Newpark Resources Inc)
ERISA Affiliate. For purposes of this Section 3.15, the The term "ERISA Affiliate" means each trade or business (whether or not incorporated) shall mean any Person which together is treated as a single employer with the Company is treated as single employer under Section 414(b), (c), (m) or (o) ss.414 of the Code.
Appears in 1 contract
Samples: Securities Purchase Agreement (Gabriel Communications Inc /De/)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade ” shall mean any Company Subsidiary and any other Person under common control with the Company or business (whether any Company Subsidiary, or not incorporated) which that, together with the Company is treated as or any Company Subsidiary, could be deemed a “single employer under employer” within the meaning of Section 4001(b)(1) of ERISA or Section 414(b), (c), (m) or (o) of the Code, and the regulations issued thereunder.
Appears in 1 contract
Samples: Merger Agreement (Pegasystems Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each trade or business Any other entity (whether or not incorporated) which is ---------------- or was, together with the Company is any Affiliated Company, treated as a single employer under Section section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" ” means each trade or business any “person” (whether or not incorporatedwithin the meaning of Section 3(9) which of ERISA) that, together with MMG, would be deemed a “single employer” within the Company is treated as single employer under meaning of Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the The term "“ERISA Affiliate" means each trade ” shall mean any Person that at any relevant time is or business (whether or not incorporated) which together with the Company is treated as was considered a single employer with any of the Entities under Section 414(b), (c), (m) or (o) 414 of the Code.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the The term "ERISA Affiliate" shall means each trade or business (whether or not incorporatedincorporated and whether or not foreign) which together with the Company is or may hereafter become a member of a group of which Borrower is a member and which is treated as a single employer under ERISA Section 414(b4001(b)(1), (c), (m) or (o) of the CodeIRC Section 414.
Appears in 1 contract
Samples: Loan and Security Agreement (American Business Financial Services Inc /De/)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each ” shall mean any trade or business (whether or not incorporated) which together with that is part of the Company is treated as single employer same controlled group, or under common control with, or part of an affiliated service group that includes Holdings, within the meaning of Code Section 414(b), (c), (m) ), or (o) of the Codeor ERISA Section 4001(a)(14).
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each shall mean the Company and any trade or business (whether or not incorporated) which together is treated as a single employer with the Company is treated as single employer under within the meaning of Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means each Any trade or business (business, whether or not incorporated) which together with the Company , that is treated as a single employer with the Borrower under Section 414(b), (c), (m) or (o) of the CodeCode and Section 4001(a)(14) of ERISA.
Appears in 1 contract
Samples: Loan Agreement (Fuelcell Energy Inc)
ERISA Affiliate. For purposes of this Section 3.153.14, the term "ERISA --------------- Affiliate" means each trade or business (whether or not incorporated) which together with the Company is treated as a single employer under Section 414(b4.14(b), (c), (m) or (o) of the Internal Revenue Code.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means ” shall mean each entity, trade or business (whether that is, at the relevant time, a member of a controlled group or not incorporated) affiliated service group of which together the Company or any Subsidiary is a member or that is treated as a single employer with the Company is treated as single employer or any Subsidiary under Section 414(b), (c414(c), (m414(m) or (o414(o) of the CodeCode or Section 4001(a)(14) of ERISA.
Appears in 1 contract
Samples: Merger Agreement (AVX Corp)
ERISA Affiliate. For purposes of this Section 3.15, the The term "ERISA Affiliate" means each ", as applied to any Person, shall mean (i) any corporation or any trade or business (whether or not incorporated) which together with is a member of a group of trades or businesses under common control within the Company is treated as single employer under meaning of Section 414(b), ) or (c)) of the Code of which that Person is a member, and (mii) or any member of an affiliated service group within the meaning of Section 414(m) and (o) of the CodeCode of which that Person or any trade or business described in clause (i) above is a member.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.153.14, the term "ERISA Affiliate" means each trade or business (whether or not incorporated) which together with the Company is treated as a single employer under Section 414(b4.14(b), (c), (m) or (o) of the Internal Revenue Code.
Appears in 1 contract
Samples: Acquisition Agreement (Netbank Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "ERISA Affiliate" means shall mean each trade or business (business, whether or not incorporated) , which together with any of the Company Companies or Services is treated as a single employer under Code Section 414(b), (c), (m) or (o) of the Code).
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Front Royal Inc)
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means ” shall mean each trade Subsidiary of the Company and any other Person under common control with the Company or business (whether any of its Subsidiaries or not incorporated) which that, together with the Company is treated as or any of its Subsidiaries, could be deemed a “single employer under employer” within the meaning of Section 4001(b)(1) of ERISA or Section 414(b), (c), (m) or (o) of the Code.
Appears in 1 contract
ERISA Affiliate. For purposes of this Section 3.15, the term "“ERISA Affiliate" means each trade ” shall mean, with respect to the Company, any other person or business (whether or not incorporated) which entity that, together with the Company is Company, would be treated as a “single employer employer” under Section Code Sections 414(b), (c), (m) or (o) of the Codeor ERISA Section 4001.
Appears in 1 contract
Samples: Stock Purchase Agreement (Ameron International Corp)