ERISA; Foreign Pension Plan. (a) Crown Holdings will furnish, or will cause to be furnished, to each Lender and the Administrative Agent notice thereof and copies of all documentation relating thereto, immediately upon becoming aware of any of the following events: (i) the taking of any specific actions by Crown Holdings or any other Person to terminate any Pension Plan (other than a termination pursuant to Section 4041(b) of ERISA which can be completed without Crown Holdings or any ERISA Affiliate having to provide more than $25.0 million in addition to the normal contribution required for the plan year in which termination occurs to make such Pension Plan sufficient), (ii) the occurrence of a Termination Event which could result in a Lien or in the incurrence by a Credit Party of any liability, fine or penalty which would reasonably be expected to have a Material Adverse Effect, or (iii) any increase in the contingent liability of a Credit Party with respect to any post-retirement Welfare Plan benefit if the increase in such contingent liability would reasonably be expected to have a Material Adverse Effect. (b) Crown Holdings will furnish, or will cause to be furnished, upon request by the Administrative Agent, to each Lender and the Administrative Agent, copies of: (i) each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) filed by any Credit Party or ERISA Affiliate with the United States Department of Labor with respect to each Pension Plan; (ii) the most recent actuarial valuation report for each Pension Plan or Foreign Plan; (iii) all notices received by any Credit Party or ERISA Affiliate from a Multiemployer Plan sponsor or any governmental agency concerning a Termination Event; and (iv) such other documents or governmental reports or filings relating to any Plan as the Administrative Agent shall reasonably request. (c) Each Credit Party will (i) correct any failure to satisfy the minimum funding standards, or make any required installment, under Section 412 of the Code within ninety (90) days after the occurrence thereof, except where the failure to so satisfy would not reasonably be expected to have a Material Adverse Effect, and (ii) establish, maintain and operate all Foreign Plans in compliance in all material respects with all requirements of law and the respective requirements of the governing documents for such Foreign Plans, except for failures to comply which, in the aggregate, would not reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Samples: Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc)
ERISA; Foreign Pension Plan. (a) Crown Holdings will furnishAs soon as practicable and in any event within three (3) Business Days after Company, any of its Subsidiaries knows or has reason to know that a Termination Event has occurred with respect to any Plan (whether or not the requirement for notice of such Termination Event has been waived by the PBGC), deliver, or will cause such Subsidiary to deliver, to Administrative Agent a certificate of a responsible officer of Company or such Subsidiary, as the case may be, setting forth the details of such Termination Event and the action, if any, which Company or such Subsidiary is required or proposes to take, together with any notices required or proposed to be furnishedgiven;
(b) Upon the request of any Lender made from time to time, deliver, or cause each Subsidiary to deliver, to each Lender a copy of the most recent actuarial report and the Administrative Agent notice thereof annual report (Form 5500) completed with respect to any Plan;
(c) As soon as possible and copies in any event within three (3) Business Days after Company or any of all documentation relating thereto, immediately upon becoming aware of its Subsidiaries knows or has reason to know that any of the following events: have occurred or is reasonably likely to occur with respect to any Plan:
(i) such Plan has been or may be terminated, if the taking of any specific actions by Crown Holdings liability to Company or any other Person of its Subsidiaries with respect to terminate any Pension such termination exceeds $2,500,000, determined on a plan termination basis using actuarial assumptions prescribed by the PBGC, or such Plan (other than a termination pursuant has been or may be reorganized, petitioned or declared insolvent under Title IV of ERISA, if the liability to Section 4041(b) of ERISA which can be completed without Crown Holdings Company or any ERISA Affiliate having of its Subsidiaries with respect to provide more than such reorganization, petition or insolvency could reasonably be expected to exceed $25.0 million in addition to the normal contribution required for the plan year in which termination occurs to make such Pension Plan sufficient), 2,500,000,
(ii) the occurrence Plan Sponsor intends to terminate such Plan, if the liability to Company or any of its Subsidiaries with respect to such termination will exceed $2,500,000,
(iii) the PBGC has instituted or will institute proceedings under Section 515 of ERISA to collect a Termination Event which could result in delinquent contribution to such Plan or under Section 4042 of ERISA to terminate such Plan,
(iv) that an application may be or has been made to the Secretary of the Treasury for a Lien waiver or in modification of the incurrence by a Credit Party minimum funding standard (including any required installment payments) or on extension of any liability, fine amortization period under Section 412 of the Code,
(v) that Company or penalty which would any of its Subsidiaries will or could reasonably be expected to have incur any liability in excess of $2,500,000 (including, but not limited to, contingent or secondary liability) to or on account of the termination or withdrawal from a Plan under Section 401(a)(29), 4971, 4975 or 4980 of the Code or Section 409 or 502(1) of ERISA, or
(vi) that Company or any of its Subsidiaries or ERISA Affiliates has or may incur any liability that could reasonably be expected to result in a Material Adverse EffectEffect under any “employee welfare benefit plan” (within the meaning of Section 3(1) of ERISA) that provides benefits to retired employees (other than as required by Section 601 et seq. of ERISA) or any employee pension benefit plan (as defined in Section 3(2) of ERISA), deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof; and
(iiid) As soon as possible and in any increase event within five (5) Business Days after Company, any of its Subsidiaries or any of their ERISA Affiliates knows or has reason to know that any of them has caused a complete withdrawal or partial withdrawal (within the meaning of Sections 4203 and 4205, respectively, of ERISA) from any Multiemployer Plan, deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof. For purposes of this Section 7.7, Company shall be deemed to have knowledge of all facts known by the Plan Administrator of any Plan of which Company is the Plan Sponsor, and each Subsidiary of Company shall be deemed to have knowledge of all facts known by the Plan Administrator of any Plan of which such Subsidiary, respectively, is a Plan Sponsor. In addition to its other obligations set forth in the contingent liability this Article VII, Company shall, and shall cause each of a Credit Party its Subsidiaries and ERISA Affiliates to:
(i) provide Administrative Agent with prompt written notice, with respect to any post-retirement Welfare Plan benefit if the increase in such contingent liability would reasonably be expected to have a Material Adverse Effect.
(b) Crown Holdings will furnishPlan, or will cause to be furnished, upon request by the Administrative Agent, to each Lender and the Administrative Agent, copies of: (i) each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) filed by any Credit Party or ERISA Affiliate with the United States Department of Labor with respect to each Pension Plan; (ii) the most recent actuarial valuation report for each Pension Plan or Foreign Plan; (iii) all notices received by any Credit Party or ERISA Affiliate from a Multiemployer Plan sponsor or any governmental agency concerning a Termination Event; and (iv) such other documents or governmental reports or filings relating to any Plan as the Administrative Agent shall reasonably request.
(c) Each Credit Party will (i) correct any failure to satisfy the minimum funding standards, or make any required installment, under standard requirements of Section 412 of the Code that results in an accumulated funding deficiency in excess of $2,500,000,
(ii) furnish to Administrative Agent, promptly after delivery of the same to the PBGC, a copy of any delinquency notice pursuant to Section 412(n)(4) of the Code,
(iii) correct any such failure to satisfy funding requirements or delinquency referred to in the foregoing clauses (i) and (ii) within ninety (90) days after the occurrence thereof, except where the failure to so satisfy would not reasonably be expected to have a Material Adverse Effect;
(iv) comply in good faith in all material respects with the requirements set forth in Section 4980B of the Code and with Sections 601(a) and 606 of ERISA;
(v) at the request of any Lender, deliver to such Lender (and a copy to Administrative Agent) copies of the most recent annual reports, actuarial reports and notices received by Company or any of its Subsidiaries with respect to any Foreign Pension Plan no later than ten (ii10) establishdays after the date of such request.
(e) Establish, maintain and operate all Foreign Pension Plans in compliance in all material respects with all requirements Requirements of law Law and the respective requirements of the governing documents for such Foreign Plans, including the payment of any required contributions on or before the due date for such payments, except for failures to comply which, in the aggregate, would could not be reasonably be expected to have a Material Adverse Effectsubject Company or any of its Subsidiaries to liability, individually or in the aggregate, in excess of $2,500,000.
Appears in 4 contracts
Samples: Term Loan Agreement (Texas Petrochemicals Inc.), Term Loan Agreement (Texas Petrochemicals Inc.), Term Loan Agreement (Texas Petrochemicals Inc.)
ERISA; Foreign Pension Plan. (a) Crown Holdings will furnishAs soon as practicable and in any event within three (3) Business Days after Company, any of its Subsidiaries knows or has reason to know that a Termination Event has occurred with respect to any Plan (whether or not the requirement for notice of such Termination Event has been waived by the PBGC), deliver, or will cause such Subsidiary to deliver, to Administrative Agent a certificate of a responsible officer of Company or such Subsidiary, as the case may be, setting forth the details of such Termination Event and the action, if any, which Company or such Subsidiary is required or proposes to take, together with any notices required or proposed to be furnishedgiven;
(b) Upon the request of any Lender made from time to time, deliver, or cause each Subsidiary to deliver, to each Lender a copy of the most recent actuarial report and the Administrative Agent notice thereof annual report (Form 5500) completed with respect to any Plan;
(c) As soon as possible and copies in any event within three (3) Business Days after Company or any of all documentation relating thereto, immediately upon becoming aware of its Subsidiaries knows or has reason to know that any of the following events: have occurred or is reasonably likely to occur with respect to any Plan:
(i) such Plan has been or may be terminated, if the taking of any specific actions by Crown Holdings liability to the Company or any other Person of its Subsidiaries with respect to terminate any Pension such termination exceeds $2,500,000, determined on a plan termination basis using actuarial assumptions prescribed by the PBGC, or such Plan (other than a termination pursuant has been or may be reorganized, petitioned or declared insolvent under Title IV of ERISA, if the liability to Section 4041(b) of ERISA which can be completed without Crown Holdings the Company or any ERISA Affiliate having of its Subsidiaries with respect to provide more than such reorganization, petition or insolvency could reasonably be expected to exceed $25.0 million in addition to the normal contribution required for the plan year in which termination occurs to make such Pension Plan sufficient), 2,500,000,
(ii) the occurrence Plan Sponsor intends to terminate such Plan, if the liability to the Company or any of its Subsidiaries with respect to such termination will exceed $2,500,000,
(iii) the PBGC has instituted or will institute proceedings under Section 515 of ERISA to collect a Termination Event which could result in delinquent contribution to such Plan or under Section 4042 of ERISA to terminate such Plan,
(iv) that an application may be or has been made to the Secretary of the Treasury for a Lien waiver or in modification of the incurrence by a Credit Party minimum funding standard (including any required installment payments) or on extension of any liability, fine amortization period under Section 412 of the Code,
(v) that Company or penalty which would any of its Subsidiaries will or could reasonably be expected to have incur any liability in excess of $2,500,000 (including, but not limited to, contingent or secondary liability) to or on account of the termination or withdrawal from a Plan under Section 401(a)(29), 4971, 4975 or 4980 of the Code or Section 409 or 502(1) of ERISA, or
(vi) that Company or any of its Subsidiaries or ERISA Affiliates has or may incur any liability that could reasonably be expected to result in a Material Adverse EffectEffect under any “employee welfare benefit plan” (within the meaning of Section 3(1) of ERISA) that provides benefits to retired employees (other than as required by Section 601 et seq. of ERISA) or any employee pension benefit plan (as defined in Section 3(2) of ERISA), deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof; and
(iiid) As soon as possible and in any increase event within five (5) Business Days after Company, any of its Subsidiaries or any of their ERISA Affiliates knows or has reason to know that any of them has caused a complete withdrawal or partial withdrawal (within the meaning of Sections 4203 and 4205, respectively, of ERISA) from any Multiemployer Plan, deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof. For purposes of this Section 7.7, Company shall be deemed to have knowledge of all facts known by the Plan Administrator of any Plan of which Company is the Plan Sponsor, and each Subsidiary of Company shall be deemed to have knowledge of all facts known by the Plan Administrator of any Plan of which such Subsidiary, respectively, is a Plan Sponsor. In addition to its other obligations set forth in the contingent liability this Article VII, Company shall, and shall cause each of a Credit Party its Subsidiaries and ERISA Affiliates to:
(i) provide Administrative Agent with prompt written notice, with respect to any post-retirement Welfare Plan benefit if the increase in such contingent liability would reasonably be expected to have a Material Adverse Effect.
(b) Crown Holdings will furnishPlan, or will cause to be furnished, upon request by the Administrative Agent, to each Lender and the Administrative Agent, copies of: (i) each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) filed by any Credit Party or ERISA Affiliate with the United States Department of Labor with respect to each Pension Plan; (ii) the most recent actuarial valuation report for each Pension Plan or Foreign Plan; (iii) all notices received by any Credit Party or ERISA Affiliate from a Multiemployer Plan sponsor or any governmental agency concerning a Termination Event; and (iv) such other documents or governmental reports or filings relating to any Plan as the Administrative Agent shall reasonably request.
(c) Each Credit Party will (i) correct any failure to satisfy the minimum funding standards, or make any required installment, under standard requirements of Section 412 of the Code that results in an accumulated funding deficiency in excess of $2,500,000,
(ii) furnish to Administrative Agent, promptly after delivery of the same to the PBGC, a copy of any delinquency notice pursuant to Section 412(n)(4) of the Code,
(iii) correct any such failure to satisfy funding requirements or delinquency referred to in the foregoing clauses (i) and (ii) within ninety (90) days after the occurrence thereof, except where the failure to so satisfy would not reasonably be expected to have a Material Adverse Effect;
(iv) comply in good faith in all material respects with the requirements set forth in Section 4980B of the Code and with Sections 601(a) and 606 of ERISA;
(v) at the request of any Lender, deliver to such Lender (and a copy to Administrative Agent) copies of the most recent annual reports, actuarial reports and notices received by Company or any of its Subsidiaries with respect to any Foreign Pension Plan no later than ten (ii10) establishdays after the date of such request.
(e) Establish, maintain and operate all Foreign Pension Plans in compliance in all material respects with all requirements Requirements of law Law and the respective requirements of the governing documents for such Foreign Plans, including the payment of any required contributions on or before the due date for such payments, except for failures to comply which, in the aggregate, would could not be reasonably be expected to have a Material Adverse Effectsubject Company or any of its Subsidiaries to liability, individually or in the aggregate, in excess of $2,500,000.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Texas Petrochemicals Inc.), Revolving Credit Agreement (Texas Petrochemicals Inc.)
ERISA; Foreign Pension Plan. (a) Crown Holdings will furnishAs soon as practicable and in any event within three (3) Business Days after a Credit ------------------------------ Party, any of its Subsidiaries or any of their ERISA Affiliates knows or has reason to know that a Termination Event has occurred with respect to any Plan (whether or not the requirement for notice of such Termination Event has been waived by the PBGC), deliver, or will cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a certificate of a responsible officer of the Credit Party or such Subsidiary or ERISA Affiliate, as the case may be, setting forth the details of such Termination Event and the action, if any, which the Credit Party or such Subsidiary or ERISA Affiliate is required or proposes to take, together with any notices required or proposed to be furnishedgiven;
(b) As soon as possible and in any event within three (3) Business Days after a Credit Party, any of its Subsidiaries or any of their ERISA Affiliates knows or has reason to each Lender and the Administrative Agent notice thereof and copies of all documentation relating thereto, immediately upon becoming aware of know that any of the following events: have occurred or is reasonably likely to occur with respect to any Plan or Multiemployer Plan:
(i) the taking a Plan or Multiemployer Plan has been or may be terminated, reorganized, petitioned or declared insolvent under Title IV of any specific actions by Crown Holdings or any other Person to terminate any Pension Plan (other than a termination pursuant to Section 4041(b) of ERISA which can be completed without Crown Holdings or any ERISA Affiliate having to provide more than $25.0 million in addition to the normal contribution required for the plan year in which termination occurs to make such Pension Plan sufficient), ERISA,
(ii) the occurrence Plan Sponsor takes any action to terminate a Plan or Multiemployer Plan,
(iii) the PBGC has instituted or will institute proceedings under Section 515 of ERISA to collect a delinquent contribution to a Multiemployer Plan or under Section 4042 of ERISA to terminate a Plan or Multiemployer Plan,
(iv) that an accumulated funding deficiency has been incurred or that on application may be or has been made to the Secretary of the Treasury for a waiver or modification of the minimum funding standard (including any required installment payments) or on extension of any amortization period under Section 412 of the Code,
(v) that a Credit Party, any of its Subsidiaries or any of their ERISA Affiliates will or may incur any liability (including, but not limited to, contingent or secondary liability) to or on account of a Termination Event which could result in a Lien Plan or in Multiemployer Plan under Section 401(a)(29), 4971, 4975 or 4980 of the incurrence by Code or Section 409 or 502(1) of ERISA, or
(vi) that a Credit Party Party, any of its Subsidiaries or any liability, fine of their ERISA Affiliates has or penalty which would may incur any liability that could reasonably be expected to have result in a Material Adverse EffectEffect under any "welfare plan" (within the meaning of Section 3(1) of ERISA) that provides benefits to retired employees (other than as required by Section 601 et seq. of ERISA) or any "pension plan" (as defined in Section 3(2) of ERISA), deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof; and
(iiic) As soon as possible and in any increase in the contingent event within five (5) business days after receipt of notice of any material withdrawal liability assessed against a Credit Party, any of its Subsidiaries or any of their ERISA Affiliates as a result of a Credit Party complete withdrawal or partial withdrawal (within the meaning of Sections 4203 and 4205, respectively, of ERISA) from any Multiemployer Plan, deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof.
(i) provide Administrative Agent with prompt written notice, with respect to any post-retirement Welfare Plan benefit if the increase in such contingent liability would reasonably be expected to have a Material Adverse Effect.
(b) Crown Holdings will furnishPlan, or will cause to be furnished, upon request by the Administrative Agent, to each Lender and the Administrative Agent, copies of: (i) each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) filed by any Credit Party or ERISA Affiliate with the United States Department of Labor with respect to each Pension Plan; (ii) the most recent actuarial valuation report for each Pension Plan or Foreign Plan; (iii) all notices received by any Credit Party or ERISA Affiliate from a Multiemployer Plan sponsor or any governmental agency concerning a Termination Event; and (iv) such other documents or governmental reports or filings relating to any Plan as the Administrative Agent shall reasonably request.
(c) Each Credit Party will (i) correct any failure to satisfy the minimum funding standards, or make any required installment, under standard requirements of Section 412 of the Code Code,
(ii) furnish to Administrative Agent, promptly after delivery of the same to the PBGC, a copy of any delinquency notice pursuant to Section 412(n)(4) of the Code,
(iii) correct any such failure to satisfy funding requirements or delinquency referred to in the foregoing clauses (i) and (ii) within ninety (90) days after the occurrence thereof, except where the failure to so satisfy would not reasonably be expected to have a Material Adverse Effect;
(iv) comply in good faith in all material respects with the requirements set forth in Section 4980B of the Code and with Sections 601(a) and 606 of ERISA;
(v) at the reasonable request of any Lender, deliver to such Lender (and a copy to Administrative Agent) complete copies of the most recent annual report (iiForm 5500) establishof each Plan filed with the United States Department of Labor and the most recent actuarial report completed with respect to any Plan; and
(vi) at the reasonable request of any Lender, deliver to such Lender (and a copy to Administrative Agent) copies of the most recent annual reports, actuarial reports and notices received by Company or any of its Subsidiaries with respect to any Foreign Pension Plan no later than ten (10) days after the date of such request.
(d) Establish, maintain and operate all Foreign Pension Plans in compliance in all material respects with all requirements Requirements of law Law and the respective requirements of the governing documents for such Foreign Plans, including the payment of any required contributions on or before the due date for such payments, except for failures to comply which, in the aggregate, would could not be reasonably be expected to have a Material Adverse Effectsubject Company or any of its Subsidiaries to liability, individually or in the aggregate in excess of $2,000,000.
Appears in 1 contract
Samples: Credit Agreement (Us Can Corp)
ERISA; Foreign Pension Plan. (a) Crown Holdings will furnishAs soon as practicable and in any event within three Business Days after Company, or will cause to be furnished, to each Lender and the Administrative Agent notice thereof and copies of all documentation relating thereto, immediately upon becoming aware of any of the following events: (i) the taking of any specific actions by Crown Holdings its Subsidiaries knows or any other Person has reason to terminate any Pension Plan (other than a termination pursuant to Section 4041(b) of ERISA which can be completed without Crown Holdings or any ERISA Affiliate having to provide more than $25.0 million in addition to the normal contribution required for the plan year in which termination occurs to make such Pension Plan sufficient), (ii) the occurrence of know that a Termination Event which could result in a Lien or in the incurrence by a Credit Party of any liability, fine or penalty which would reasonably be expected to have a Material Adverse Effect, or (iii) any increase in the contingent liability of a Credit Party has occurred with respect to any post-retirement Welfare Plan benefit (whether or not the requirement for notice of such Termination Event has been waived by the PBGC), deliver, or cause such Subsidiary to deliver, to Administrative Agent a certificate of a responsible officer of Company or such Subsidiary, as the case may be, setting forth the details of such Termination Event and the action, if the increase in any, which Company or such contingent liability would reasonably Subsidiary is required or proposes to take, together with any notices required or proposed to be expected to have a Material Adverse Effectgiven.
(b) Crown Holdings will furnishUpon the request of any Lender made from time to time, deliver, or will cause each Subsidiary to be furnished, upon request by the Administrative Agentdeliver, to each Lender a copy of the most recent actuarial report and the Administrative Agent, copies of: (i) each Schedule B (Actuarial Information) to the annual report (Form 5500 Series5500) filed by any Credit Party or ERISA Affiliate with the United States Department of Labor completed with respect to each Pension any Plan; (ii) the most recent actuarial valuation report for each Pension Plan or Foreign Plan; (iii) all notices received by any Credit Party or ERISA Affiliate from a Multiemployer Plan sponsor or any governmental agency concerning a Termination Event; and (iv) such other documents or governmental reports or filings relating to any Plan as the Administrative Agent shall reasonably request.
(c) Each Credit Party will As soon as possible and in any event within three Business Days after Company or any of its Subsidiaries knows or has reason to know that any of the following have occurred or is reasonably likely to occur with respect to any Plan:
(i) correct such Plan has been or may be terminated, if the liability to Company or any of its Subsidiaries with respect to such termination exceeds $2,500,000, determined on a plan termination basis using actuarial assumptions prescribed by the PBGC, or such Plan has been or may be reorganized, petitioned or declared insolvent under Title IV of ERISA, if the liability to Company or any of its Subsidiaries with respect to such reorganization, petition or insolvency could reasonably be expected to exceed $2,500,000,
(ii) the Plan Sponsor intends to terminate such Plan, if the liability to Company or any of its Subsidiaries with respect to such termination will exceed $2,500,000,
(iii) the PBGC has instituted or will institute proceedings under Section 515 of ERISA to collect a delinquent contribution to such Plan or under Section 4042 of ERISA to terminate such Plan,
(iv) that an application may be or has been made to the Secretary of the Treasury for a waiver or modification of the minimum funding standard (including any required installment payments) or on extension of any amortization period under Section 412 of the Code,
(v) that Company or any of its Subsidiaries will or could reasonably be expected to incur any liability in excess of $2,500,000 (including, but not limited to, contingent or secondary liability) to or on account of the termination or withdrawal from a Plan under Section 401(a)(29), 4971, 4975 or 4980 of the Code or Section 409 or 502(1) of ERISA, or
(vi) that Company or any of its Subsidiaries or ERISA Affiliates has or may incur any liability that could reasonably be expected to result in a Material Adverse Effect under any “employee welfare benefit plan” (within the meaning of Section 3(1) of ERISA) that provides benefits to retired employees (other than as required by Section 601 et seq. of ERISA) or any employee pension benefit plan (as defined in Section 3(2) of ERISA), deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof;
(d) As soon as possible and in any event within five Business Days after Company, any of its Subsidiaries or any of their ERISA Affiliates knows or has reason to know that any of them has caused a complete withdrawal or partial withdrawal (within the meaning of Sections 4203 and 4205, respectively, of ERISA) from any Multiemployer Plan, deliver, or cause such Subsidiary or ERISA Affiliate to deliver, to Administrative Agent a written notice thereof. For purposes of this Section 7.7, Company shall be deemed to have knowledge of all facts known by the Plan Administrator of any Plan of which Company is the Plan Sponsor, and each Subsidiary of Company shall be deemed to have knowledge of all facts known by the Plan Administrator of any Plan of which such Subsidiary, respectively, is a Plan Sponsor. In addition to its other obligations set forth in this Article VII, Company shall, and shall cause each of its Subsidiaries and ERISA Affiliates to:
(i) provide Administrative Agent with prompt written notice, with respect to any Plan, of any failure to satisfy the minimum funding standards, or make any required installment, under standard requirements of Section 412 of the Code that results in an accumulated funding deficiency in excess of $2,500,000,
(ii) furnish to Administrative Agent, promptly after delivery of the same to the PBGC, a copy of any delinquency notice pursuant to Section 412(n)(4) of the Code,
(iii) correct any such failure to satisfy funding requirements or delinquency referred to in the foregoing clauses (i) and (ii) within ninety (90) days after the occurrence thereof, except where the failure to so satisfy would not reasonably be expected to have a Material Adverse Effect;
(iv) comply in good faith in all material respects with the requirements set forth in Section 4980B of the Code and with Sections 601(a) and 606 of ERISA; and
(v) at the request of any Lender, deliver to such Lender (and a copy to Administrative Agent) copies of the most recent annual reports, actuarial reports and notices received by Company or any of its Subsidiaries with respect to any Foreign Pension Plan no later than ten days after the date of such request.
(iie) establishEstablish, maintain and operate all Foreign Pension Plans in compliance in all material respects with all requirements Requirements of law Law and the respective requirements of the governing documents for such Foreign Plans, including the payment of any required contributions on or before the due date for such payments, except for failures to comply which, in the aggregate, would could not be reasonably be expected to have a Material Adverse Effectsubject Company or any of its Subsidiaries to liability in excess of $2,500,000.
Appears in 1 contract
ERISA; Foreign Pension Plan. (a) Crown Holdings will furnish, or will cause to be furnished, to each Lender and the Administrative Agent notice thereof and copies of all documentation relating thereto, immediately upon becoming aware of any of the following events: (i) the taking of any specific actions by Crown Holdings or any other Person to terminate any Pension Plan (other than a termination pursuant to Section 4041(b) of ERISA which can be completed without Crown Holdings or any ERISA Affiliate having to provide more than $25.0 million 25,000,000 in addition to the normal contribution required for the plan year in which termination occurs to make such Pension Plan sufficient), (ii) the occurrence of a Termination Event which could result in a Lien or in the incurrence by a Credit Party of any liability, fine or penalty which would reasonably be expected to have a Material Adverse Effect, or (iii) any increase in the contingent liability of a Credit Party with respect to any post-retirement Welfare Plan benefit if the increase in such contingent liability would reasonably be expected to have a Material Adverse Effect.
(b) Crown Holdings will furnish, or will cause to be furnished, upon request by the Administrative Agent, to each Lender and the Administrative Agent, copies of: (i) each Schedule B (Actuarial Information) to the annual report (Form 5500 Series) filed by any Credit Party or ERISA Affiliate with the United States Department of Labor Internal Revenue Service with respect to each Pension Plan; (ii) the most recent actuarial valuation report for each Pension Plan or Foreign Plan; (iii) all notices received by any Credit Party or ERISA Affiliate from a Multiemployer Plan sponsor or any governmental agency concerning a Termination Event; and (iv) such other documents or governmental reports or filings relating to any Plan as the Administrative Agent shall reasonably request.
(c) Each Credit Party will (i) correct any failure to satisfy the minimum funding standards, or make any required installment, under Section 412 of the Code within ninety (90) days after the occurrence thereof, except where the failure to so satisfy would not reasonably be expected to have a Material Adverse Effect, and (ii) establish, maintain and operate all Foreign Plans in compliance in all material respects with all requirements of law and the respective requirements of the governing documents for such Foreign PlansPlans (including, for greater certainty, to pay all contributions, premiums and payments when due in accordance with its terms and all applicable laws), except for failures to comply which, in the aggregate, would not reasonably be expected to have a Material Adverse Effect.
(d) Each Canadian Credit Party shall provide the Canadian Administrative Agent and each Lender with (i) upon request by the Canadian Administrative Agent, copies of all annual information returns, actuarial reports and any other reports which have been filed with a Governmental Authority with respect to each Canadian Defined Benefit Plan, promptly after filing, and (ii) any direction, order, notice, ruling or opinion that any Canadian Credit Party may receive from a Governmental Authority with respect to any Canadian Defined Benefit Plan, promptly after receipt.
(e) Each Canadian Credit Party will promptly notify the Canadian Administrative Agent and each Lender on becoming aware of (i) a Canadian Pension Termination Event, (ii) the failure to make a required contribution or payment under any Canadian Defined Benefit Plan when due in accordance with its terms and applicable laws, (iii) the occurrence of any event which is reasonably likely to result in any Canadian Credit Party incurring any liability, fine or penalty with respect to any Canadian Defined Benefit Plan, (iv) the establishment of any new plan which, if it currently existed, would be a Canadian Defined Benefit Plan, or any change to an existing Canadian Defined Benefit Plan which would materially affect the funding obligations or funded status of such plan, (v) the acquisition of an interest in any Person if such Person sponsors, administers, or participates in, or has any liability in respect of, any Canadian Defined Benefit Plan or Multiple Employer Plan; or (vi) any increase in the contingent liability of a Canadian Credit Party with respect to any post-retirement Foreign Plan benefit if the increase in such contingent liability would reasonably be expected to have a Material Adverse Effect. In the notice to the Canadian Administrative Agent and each Lender of the foregoing, copies of all documentation relating thereto shall be provided.
Appears in 1 contract
