ERISA and Canadian Plans. (a) Disclosure Schedule (3.12) lists (i) all ERISA Affiliates and (ii) all Plans and separately identifies all Pension Plans, including Title IV Plans, Multiemployer Plans, ESOPs and Welfare Plans, including all Retiree Welfare Plans. As of the Closing Date, copies of all such listed Plans, together with a copy of the latest IRS/DOL 5500-series form for each such Plan, have been delivered to Agent. Except with respect to Multiemployer Plans, each Qualified Plan has been determined by the IRS to qualify under Section 401 of the IRC, the trusts created thereunder have been determined to be exempt from tax under the provisions of Section 501 of the IRC, and nothing has occurred that would cause the loss of such qualification or tax-exempt status. Each Plan is in compliance with the applicable provisions of ERISA and the IRC, including the timely filing of all reports required under the IRC or ERISA, including the statement required by 29 C.F.R. Section 2520.104-23. Neither any Credit Party nor ERISA Affiliate has failed to make any contribution or pay any amount due as required by either Section 412 of the IRC or Section 302 of ERISA or the terms of any such Plan. Neither any Credit Party nor ERISA Affiliate has engaged in a “prohibited transaction,” as defined in Section 406 of ERISA and Section 4975 of the IRC, in connection with any Plan, that would subject any Credit Party to a material tax on prohibited transactions imposed by Section 502(i) of ERISA or Section 4975 of the IRC.
(b) Except as set forth in Disclosure Schedule (3.12): (i) no Title IV Plan has any Unfunded Pension Liability; (ii) no ERISA Event or event described in Section 4062(e) of ERISA with respect to any Title IV Plan has occurred or is reasonably expected to occur; (iii) there are no pending, or to the knowledge of any Credit Party, threatened claims (other than claims for benefits in the normal course), sanctions, actions or lawsuits, asserted or instituted against any Plan or any Person as fiduciary or sponsor of any Plan; (iv) no Credit Party or ERISA Affiliate has incurred or reasonably expects to incur any liability as a result of a complete or partial withdrawal from a Multiemployer Plan; (v) within the last five years no Title IV Plan of any Credit Party or ERISA Affiliate has been terminated, whether or not in a “standard termination” as that term is used in Section 4041(b)(1) of ERISA, nor has any Title IV Plan of any Credit Party or any ERISA Affiliate (determined at any tim...
ERISA and Canadian Plans. Each of the Loan Parties will not, and will not permit any of its Subsidiaries to:
(a) allow, or take (or permit any ERISA Affiliate to take) any action which would cause, any unfunded or unreserved liability for benefits under any Plan (exclusive of any Multiemployer Plan) or Canadian Plan to exist or to be created that exceeds $250,000 with respect to any such Plan or $500,000 with respect to all such Plans or Canadian Plans in the aggregate on either a going concern or a wind-up basis; or
(b) with respect to any Multiemployer Plan, allow, or take (or permit any ERISA Affiliate to take) any action which would cause, any unfunded or unreserved liability for benefits under any Multiemployer Plan to exist or to be created, either individually as to any such Plan or in the aggregate as to all such Plans, that could, upon any partial or complete withdrawal from or termination of any such Multiemployer Plan or Plans, have a Material Adverse Effect.
ERISA and Canadian Plans. (Section 9.15). Do not fail to maintain Plans as required in Section 9.15 of the Credit Agreement. Yes No
ERISA and Canadian Plans. Each of the Loan Parties will not, and will not permit any of its Subsidiaries to:
(a) allow, or take (or permit any ERISA Affiliate to take) any action which would cause, any unfunded or unreserved liability for benefits under any Plan (exclusive of any Multiemployer Plan) or Canadian Plan to exist or to be created that exceeds $250,000 with
ERISA and Canadian Plans. Promptly upon the Canadian Borrower obtaining knowledge thereof (and in any event within five (5) Business Days), written notice from the Canadian Borrower to the Administrative Agent of:
(i) any event or condition that constitutes an ERISA Event and any change in the funding status of any Plan that, individually or in the aggregate, has had or could reasonably be expected to have a Material Adverse Effect, in each case together with a description of any such event or condition or a copy of any such notice and a statement by the chief financial officer of the Canadian Borrower briefly setting forth the details regarding such event, condition or notice and the action, if any, which has been or is being taken or is proposed to be taken with respect thereto. Promptly upon request, the Canadian Borrower shall furnish the Administrative Agent with such additional information concerning any Plan as may be reasonably requested, including copies of each annual report or return, as well as all schedules and attachments thereto required to be filed with any Governmental Authority pursuant to ERISA and the Code, for each ''plan year'' (within the meaning of Section 3(39) of ERISA); and
ERISA and Canadian Plans. Promptly upon the Canadian Borrower obtaining knowledge thereof (and in any event within five (5) Business Days), written notice from the Canadian Borrower to the Administrative Agent of:
(i) any event or condition that constitutes an ERISA Event and any change in the funding status of any Plan that, individually or in the aggregate, has had or could reasonably be expected to have a Material Adverse Effect, in each case together with a description of any such event or condition or a copy of any such notice and a statement by the chief financial officer of the Canadian Borrower briefly setting forth the details regarding such event, condition or notice and the action, if any, which has been or is being taken or is proposed to be taken with respect thereto. Promptly upon request, the Canadian Borrower shall furnish the Administrative Agent with such additional information concerning any Plan as may be reasonably requested, including copies of each annual report or return, as well as all schedules and attachments thereto required to be filed with any Governmental Authority pursuant to ERISA and the Code, for each “plan year” (within the meaning of Section 3(39) of ERISA); and
(ii) upon the institution of any steps by the Canadian Borrower or any of its Subsidiaries to terminate any Canadian Plan that, individually or in the aggregate, has had or could reasonably be expected to have a Material Adverse Effect, or the occurrence of any event with respect to any Canadian Plan that, individually or in the aggregate, had had or could reasonably be expected to have a Material Adverse Effect and, upon request by the Administrative Agent, copies of all documentation relating thereto.
ERISA and Canadian Plans. 33 3.13 No Litigation.................................................................................34 3.14 Brokers.......................................................................................34 3.15 Intellectual Property.........................................................................34
ERISA and Canadian Plans. 46 5.11 Post-Closing Date Delivery of Loan Documents............... 46 5.12
ERISA and Canadian Plans. (a) Each Credit Party shall comply in all material respects with the applicable provisions of ERISA and the IRC, except to the extent such failure to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Each Credit Party shall furnish to the Administrative Agent written notice as soon as possible, and in any event within ten (10) Business Days after any Credit Party knows or has reason to know, of: (a) a material increase in the benefits of any existing Plan, the establishment of any new Plan, or the commencement of contributions to any Plan; or (b) an ERISA Event, together with a statement of an officer setting forth the details of such ERISA Event and action which the Credit Parties propose to take with respect thereto. The Credit Parties shall furnish to the Administrative Agent, within thirty (30) Business Days after the filing thereof with the Department of Labor, IRS or PBGC, copies of each annual report (Form 5500 series) filed for each Plan (other than Multiemployer Plans). The Credit Parties shall furnish to the Administrative Agent, within thirty (30) days after receipt by any Credit Party or ERISA Affiliate, copies of each actuarial report for each Title IV Plan.
(b) Each Credit Party shall ensure that each Canadian Benefit Plan and each Canadian Pension Plan continues to be administered and, where applicable, registered, funded and invested in compliance in all material respects with the terms of such plan and all applicable laws, except to the extent such failure to comply, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Each Credit Party shall furnish to the Administrative Agent written notice as soon as possible, and in any event within ten (10) Business Days after any Credit Party knows or has reason to know, of: (a) a material increase in the benefits provided under any existing Canadian Benefit Plan or Canadian Pension Plan, the establishment of any new Canadian Benefit Plan or Canadian Pension Plan, or the commencement of contributions to any Canadian Benefit Plan or and Canadian Pension Plan; or (b) a Canadian Pension Plan Event, together with a statement of an officer setting forth the details of such Canadian Pension Plan Event and action which the Credit Parties propose to take with respect thereto. Each Credit Party shall deliver to the Administrative Agent within thirty (30) Business Days after the filing thereof with the ...
ERISA and Canadian Plans. No Credit Party shall, or shall cause or permit any ERISA Affiliate to, cause or permit to occur (i) an event that could result in the imposition of a Lien under Section 412 of the IRC or Section 302 or 4068 of ERISA or (ii) an ERISA Event to the extent such ERISA Event would reasonably be expected to result in taxes, penalties and other liabilities in an aggregate amount in excess of $750,000 in the aggregate, except to the extent the payment of such liabilities are prohibited or stayed by the Bankruptcy Court or the Bankruptcy Code. No Credit Party shall permit to occur a Canadian Pension Plan Event to the extent such Canadian Pension Plan Event would reasonably be expected to result in Postpetition penalties or other liabilities in an aggregate amount in excess of $750,000.
