Flexible Benefit and Health Reimbursement Accounts Sample Clauses

Flexible Benefit and Health Reimbursement Accounts. As soon as reasonably practicable following the later of the Closing Date or the last day of any applicable continued participation under the Transition Services Agreement (such date shall constitute the “Flex Transfer Effective Date”), the Transferred Employees’ health-care and dependent-care flexible spending accounts and health reimbursement accounts under Seller’s flexible spending account plan (“Seller Flex Plan”) shall be spun-off and transferred to a flexible spending account plan sponsored by Purchaser or its Affiliates (“Purchaser Flex Plan”). The Purchaser Flex Plan shall be responsible after the Flex Transfer Effective Date for reimbursement of eligible health-care and dependent-care claims incurred in the plan year in which the Flex Transfer Effective Date occurs by Transferred Employees (and their spouses and dependents), to the extent not previously reimbursed by the Seller Flex Plan. To the extent that the amount of the net aggregate flexible spending account balances for Transferred Employees as of the Closing Date is positive, such amount will increase the amount of Indebtedness under this Agreement. To the extent that the amount of the net aggregate flexible spending account balances for Transferred Employees as of the Closing Date is negative, such amount will decrease the amount of Indebtedness under this Agreement. In addition, (i) to the extent that Seller has received, prior to the Closing Date, requests under Seller’s health reimbursement account plan for reimbursement of eligible health-care expenses incurred by Transferred Employees or their covered spouses or dependents during the plan year in which the Closing Date occurs and such plan has not reimbursed Transferred Employees (or their covered spouses or dependents) prior to Closing Date, Indebtedness shall be increased by the amount of such requests), and (ii) to the extent that (A) the net aggregate amount of eligible health-care and dependent-care expenses incurred by Transferred Employees or their covered spouses or dependents reimbursed by Purchaser or its Affiliates in respect of the plan year in which the Closing Date occurs is less than (B) the amount of the net aggregate flexible spending account balances for the Transferred Employees that increases Indebtedness in accordance with this Section 5.5(l), a pro-rata portion of such shortfall will decrease the amount of Indebtedness under this Agreement (after having previously increased Indebtedness by the full amount of th...
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Related to Flexible Benefit and Health Reimbursement Accounts

  • Health Care Benefits (a) Each regular full-time employee may elect coverage for himself and his eligible dependents* under one of the following health insurance plans:

  • Health and Welfare Benefit Plans During the Employment Period, Executive and Executive’s immediate family shall be entitled to participate in such health and welfare benefit plans as the Employer shall maintain from time to time for the benefit of senior executive officers of the Employer and their families, on the terms and subject to the conditions set forth in such plan. Nothing in this Section shall limit the Employer’s right to change or modify or terminate any benefit plan or program as it sees fit from time to time in the normal course of business so long as it does so for all senior executives of the Employer.

  • Health and Welfare Benefits (Article 17 applies to full-time nurses only)

  • Reimbursement from Third Party Payors The accounts receivable of Holdings, the Borrower and the Restricted Subsidiaries have been and will continue to be adjusted to reflect the reimbursement policies required by all applicable Requirements of Law and other Third Party Payor Arrangements to which Holdings, the Borrower or such Restricted Subsidiary is subject, and do not exceed in any material respect amounts the Borrower or such Restricted Subsidiary is entitled to receive under any capitation arrangement, fee schedule, discount formula, cost-based reimbursement or other adjustment or limitation to usual charges. All xxxxxxxx by Holdings, the Borrower and each Restricted Subsidiary pursuant to any Third Party Payor Arrangements have been made in compliance with all applicable Requirements of Law, except where failure to comply would not, individually or in the aggregate, be reasonably likely to have a Material Adverse Effect. There has been no intentional or material over-billing or over-collection by the Borrower or any Restricted Subsidiary pursuant to any Third Party Payor Arrangements, other than as created by routine adjustments and disallowances made in the ordinary course of business by the Third Party Payors with respect to such xxxxxxxx.

  • Health and Welfare Plans (a) A copy of the master contracts with the carriers for the extended health care, dental and group life plans shall be sent to the President of the Union.

  • Employee Benefit Plans and Related Matters; ERISA (a) Section 4.17(a) of the Parent Disclosure Schedule sets forth as of the date of this Agreement a true and complete list of the material Parent Benefit Plans, including all Parent Benefit Plans subject to ERISA. With respect to each such material Parent Benefit Plan, Parent has made available to the Company a true and complete copy of such Parent Benefit Plan, if written, or a description of the material terms of such Parent Benefit Plan if not written, and to the extent applicable, (i) any proposed amendments, (ii) all trust agreements, insurance contracts or other funding arrangements, (iii) the most recent actuarial and trust reports for both ERISA funding and financial statement purposes, (iv) the most recent Form 5500 with all attachments required to have been filed with the IRS or the Department of Labor and all schedules thereto, (v) the most recent IRS determination or opinion letter, and (vi) all current summary plan descriptions.

  • Health Care Matters Without limiting the generality of any representation or warranty made in Article 7 or any covenant made in Articles 8 or 9, each Borrower represents and warrants on a joint and several basis to and covenants with the Administrative Agent and each Lender, and shall be deemed to represent, warrant and covenant on each day on which any advance or accommodation in respect of any Loan is requested or made or any Liabilities shall be outstanding under this Agreement (or any Affiliate Term Loan Liabilities shall be outstanding under the Term Loan Agreement), that:

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