ESTABLISHMENT OF HOSPIRA PLANS Sample Clauses

ESTABLISHMENT OF HOSPIRA PLANS. Prior to the Distribution Date, Hospira shall adopt the following employee benefit plans and their related trusts: (a) the Hospira SIP, (b) the Hospira ARP, (c) the Hospira SRP, (d) the Hospira Health Care Plan, and (e) the Hospira Life Accident Plan. Hospira shall also adopt (i) the Hospira Supplemental ARP, (ii) the Hospira KSP, (iii) the Hospira Flexible Benefit Plan, (iv) the Hospira Extended Disability Plan, and (v) the Hospira OMPP, none of which shall have a related trust unless Hospira elects, in its sole and absolute discretion, to establish a rabbi trust or other trust for any of those plans. During the Transition Period, each of the foregoing Hospira Benefit Plans, except as expressly provided in this Agreement, shall be substantially similar in all material respects to the corresponding Abbott Benefit Plan as in effect as of the Distribution Date. As more fully described in Articles 4, 5 and 6 or as otherwise mutually agreed upon by Abbott and Hospira from time to time, Abbott shall, or shall cause the applicable Abbott Benefit Plan's related trust to, transfer to the relevant Hospira Benefit Plan's related trust, amounts equal to trust assets, insurance reserves, and other related assets of each Abbott 13 <Page> Benefit Plan's related trust relating to the Liabilities of such Abbott Benefit Plan assumed by Hospira or such Hospira Benefit Plan. As more fully described in Articles 4, 5 and 6, or as otherwise mutually agreed upon by Abbott and Hospira from time to time, Hospira shall, or shall cause the relevant Hospira Benefit Plan to, assume the Liabilities of the corresponding Abbott Benefit Plan with respect to all benefits accrued under that Abbott Benefit Plan by Transferred Employees prior to the Transfer Date. Except as expressly provided in this Agreement, after the Transition Period, Hospira may modify or terminate any Hospira Benefit Plan, as it deems appropriate. Hospira shall cause the Hospira Benefit Plans to honor all plan elections made by Transferred Employees pursuant to corresponding Abbott Benefit Plans. Except as provided in this Agreement, Abbott and Hospira shall use commercially reasonable efforts to ensure that the Distribution and the transfer of any Transferred Employee's employment to the Hospira Group will not entitle that Transferred Employee to a distribution or payment of benefits under any Abbott Benefit Plan. 2.4
Sample 1
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Related to ESTABLISHMENT OF HOSPIRA PLANS

  • Compliance with Employee Benefit Plans (a) The Company and each ERISA Affiliate have operated and administered each Plan in compliance with all applicable laws except for such instances of noncompliance as have not resulted in and could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. Neither the Company nor any ERISA Affiliate has incurred any liability pursuant to Title I or IV of ERISA or the penalty or excise tax provisions of the Code relating to employee benefit plans (as defined in section 3 of ERISA), and no event, transaction or condition has occurred or exists that could, individually or in the aggregate, reasonably be expected to result in the incurrence of any such liability by the Company or any ERISA Affiliate, or in the imposition of any Lien on any of the rights, properties or assets of the Company or any ERISA Affiliate, in either case pursuant to Title I or IV of ERISA or to section 430(k) of the Code or to any such penalty or excise tax provisions under the Code or federal law or section 4068 of ERISA or by the granting of a security interest in connection with the amendment of a Plan, other than such liabilities or Liens as would not be individually or in the aggregate Material.

  • Terminability of Welfare Plans No Employee Benefit Plan, which is an employee welfare benefit plan within the meaning of ss.3(1) or ss.3(2)(B) of ERISA, provides benefit coverage subsequent to termination of employment, except as required by Title I, Part 6 of ERISA or the applicable state insurance laws. The Borrower may terminate each such Plan at any time (or at any time subsequent to the expiration of any applicable bargaining agreement) in the discretion of the Borrower without liability to any Person other than for claims arising prior to termination.

  • Nondiscretionary Details and Minor Expenses The Custodian shall attend to all nondiscretionary details in connection with the sale or purchase or other administration of Investments, except as otherwise directed by Instruction, and may make payments to itself or others for minor expenses of administering Investments under this Agreement, provided that the Fund shall have the right to request an accounting with respect to such expenses.

  • Third Party Administrators for Defined Contribution Plans 2.1 The Fund may decide to make available to certain of its customers, a qualified plan program (the “Program”) pursuant to which the customers (“Employers”) may adopt certain plans of deferred compensation (“Plan or Plans”) for the benefit of the individual Plan participant (the “Plan Participant”), such Plan(s) being qualified under Section 401(a) of the Code and administered by TPAs which may be plan administrators as defined in the Employee Retirement Income Security Act of 1974, as amended.

  • Compensation Program Amendments Each of the Company’s compensation, bonus, incentive and other benefit plans, arrangements and agreements (including golden parachute, severance and employment agreements) (collectively, “Benefit Plans”) with respect to you is hereby amended to the extent necessary to give effect to provisions (1) and (2). For reference, certain affected Benefit Plans are set forth in Appendix A to this letter. In addition, the Company is required to review its Benefit Plans to ensure that they do not encourage senior executive officers to take unnecessary and excessive risks that threaten the value of the Company. To the extent any such review requires revisions to any Benefit Plan with respect to you, you and the Company agree to negotiate such changes promptly and in good faith.

  • Retirement Plans In connection with the individual retirement accounts, simplified employee pension plans, rollover individual retirement plans, educational IRAs and XXXX individual retirement accounts (“XXX Plans”), 403(b) Plans and money purchase and profit sharing plans (collectively, the “Retirement Plans”) within the meaning of Section 408 of the Internal Revenue Code of 1986, as amended (the “Code”) sponsored by a Fund for which contributions of the Fund’s shareholders (the “Participants”) are invested solely in Shares of the Fund, JHSS shall provide the following administrative services:

  • Development Plans 4.3.1 For each Licensed Indication and corresponding Licensed Product in the Field, Licensee will prepare and deliver to Licensor a development plan and budget (each a “Development Plan”). The initial Development Plans for each Licensed Indication will be delivered within […***…] after the Grant Date for such Licensed Indication.

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