ERISA; Employee Benefit Plans. Except as disclosed on Schedule 5.23 attached hereto, none of the Anderson Parties nor any Person xxxxx, in conjunction with any of the Anderson Parties, is treated as x xxxxxe employer under Section 414 of the Code (referred to as an "ERISA Affiliate") has any officer or employee bonus, incentive compensation, profit-sharing, pension, stock ownership, medical expense reimbursement plan, group insurance or employee welfare or benefit plan of any nature whatsoever (an "Employee Benefit Plan"), including, without limitation, any "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or any "multiemployer plan" within the meaning of ERISA. To the extent, if any, that there has heretofore been any such Employee Benefit Plan in effect, such plan has been terminated, required notice, if any, has been given to the Pension Benefit Guaranty Corporation and received from such Anderson Party or ERISA Affiliate xxx xxx liabilities, if any, of any Anderson Party with respect therexx xxxx been fully and finally discharged and released in writing. No Anderson Party or any ERISA Affxxxxxx has any obligation, liability or commitment to any Person with respect to any Employee Benefit Plan that will be the obligation of, or will affect the property or assets of HIP or Highwoods.
Appears in 2 contracts
Samples: Merger Agreement (Highwoods Forsyth L P), Merger Agreement (Highwoods Properties Inc)
ERISA; Employee Benefit Plans. Except as disclosed on Schedule SCHEDULE 5.23 attached hereto, none of the Anderson Parties nor any Person xxxxxPexxxx xxxch, in conjunction with any of the Anderson Parties, is treated as treatex xx x xxxxxe xingle employer under Section 414 of the Code (referred to as an "ERISA Affiliate") has any officer or employee bonus, incentive compensation, profit-sharing, pension, stock ownership, medical expense reimbursement plan, group insurance or employee welfare or benefit plan of any nature whatsoever (an "Employee Benefit Plan"), including, without limitation, any "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or any "multiemployer plan" within the meaning of ERISA. To the extent, if any, that there has heretofore been any such Employee Benefit Plan in effect, such plan has been terminated, required notice, if any, has been given to the Pension Benefit Guaranty Corporation and received from such Anderson Party or ERISA Affiliate xxx xxx Affxxxxxx xnd all liabilities, if any, of any Anderson Party with respect therexx xxxx xxxxxxx have been fully and finally discharged and released in writing. No Anderson Party or any ERISA Affxxxxxx Xxxxxxxte has any obligation, liability or commitment to any Person with respect to any Employee Benefit Plan that will be the obligation of, or will affect the property or assets of HIP HPI or Highwoods.
Appears in 1 contract
Samples: Master Agreement of Merger and Acquisition (Highwoods Properties Inc)
ERISA; Employee Benefit Plans. Except as disclosed on Schedule SCHEDULE 5.23 attached hereto, none of the Anderson Xxxxxxxx Parties nor any Person xxxxxwhich, in conjunction with any of the Anderson Xxxxxxxx Parties, is treated as x xxxxxe a single employer under Section 414 of the Code (referred to as an "ERISA Affiliate") has any officer or employee bonus, incentive compensation, profit-sharing, pension, stock ownership, medical expense reimbursement plan, group insurance or employee welfare or benefit plan of any nature whatsoever (an "Employee Benefit Plan"), including, without limitation, any "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or any "multiemployer plan" within the meaning of ERISA. To the extent, if any, that there has heretofore been any such Employee Benefit Plan in effect, such plan has been terminated, required notice, if any, has been given to the Pension Benefit Guaranty Corporation and received from such Anderson Xxxxxxxx Party or ERISA Affiliate xxx xxx and all liabilities, if any, of any Anderson Xxxxxxxx Party with respect therexx xxxx thereto have been fully and finally discharged and released in writing. No Anderson Xxxxxxxx Party or any ERISA Affxxxxxx Affiliate has any obligation, liability or commitment to any Person with respect to any Employee Benefit Plan that will be the obligation of, or will affect the property or assets of HIP HPI or Highwoods.
Appears in 1 contract
Samples: Master Agreement of Merger and Acquisition (Highwoods Forsyth L P)
ERISA; Employee Benefit Plans. Except as disclosed on Schedule 5.23 6.22 which shall be completed and attached heretohereto prior to the Closing Date, none of the Anderson Parties no ACP Corporation, ACP Partnership nor any Person xxxxxwhich, in conjunction with any of the Anderson PartiesACP Corporations or Partnerships, is treated as x xxxxxe a single employer under Section 414 of the Code (referred to as an "ERISA Affiliate") has any officer or employee bonus, incentive compensation, profit-sharing, pension, stock ownership, medical expense reimbursement plan, group insurance or employee welfare or benefit plan of any nature whatsoever (an "Employee Benefit Plan"), including, without limitation, any "employee benefit plan" within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA") or any "multiemployer plan" within the meaning of ERISA. To the extent, if any, that there has heretofore been any such Employee Benefit Plan in effect, such plan has been terminated, required notice, if any, has been given to the Pension Benefit Guaranty Corporation and received from such Anderson Party ACP Corporation, ACP Partnership or ERISA Affiliate xxx xxx and all liabilities, if any, of any Anderson Party ACP Corporation or ACP Partnership with respect therexx xxxx thereto have been fully and finally discharged and released in writing. No Anderson Party ACP Corporation, ACP Partnership or any ERISA Affxxxxxx Affiliate has any obligation, liability or commitment to any Person with respect to any Employee Benefit Plan that will be the obligation of, or will affect the property or assets of HIP HPI or Highwoods.
Appears in 1 contract
Samples: Master Agreement of Merger and Acquisition (Highwoods Properties Inc)