Common use of International Employee Matters Clause in Contracts

International Employee Matters. (i) With respect to each Company Benefit Plan that is maintained outside the jurisdiction of the United States or primarily covers Company Employees residing or working outside the United States (a “Company International Plan”), (A) the Company International Plan has been established, maintained and administered in all material respects in compliance with its terms and all applicable Legal Requirements, (B) all contributions and expenses that are required to be made have been made or properly accrued, (C) with respect to any such Company International Plan that is intended to be eligible to receive favorable tax treatment under the Legal Requirements applying to such Company International Plan, all requirements necessary to obtain such favorable tax treatment have been satisfied, and (D) the Company International Plan has no unfunded liabilities that, as of the Effective Time, will not be offset by insurance or otherwise be fully accounted for on a basis which complies with International Accounting Standard 19 (IAS 19) (whether or not IAS 19 applies to the Company or, if relevant, any of its Subsidiaries). No promise has been made to any Company Employee residing or working outside the United States that his or her defined contribution benefits under any funded Company International Plan will at any point in the future equate to or not be less than any particular amount. (ii) There is no term of employment for any Company Employee residing or working outside the United States providing that the consummation of the transactions contemplated by this Agreement shall entitle such Company Employee (A) to treat the change of control as a breach of any contract, (B) to any payment, benefit or change of terms of employment (whether or not conditioned upon the occurrence of any other event) or (C) to treat himself or herself as redundant or released from any obligation to his or her employer.

International Employee Matters. (i) With respect to each Company Benefit Plan that is maintained outside the jurisdiction of the United States or primarily covers Company Employees residing or working outside the United States (a “Company International Plan”)States, (A) the Company International Benefit Plan has been established, maintained and administered in all material respects in compliance with its terms and all applicable Legal Requirements, (B) all contributions and expenses that are required to be made have been made or properly accrued, (C) with respect to any such Company International Benefit Plan that is intended to be eligible to receive favorable tax treatment under the Legal Requirements applying to such Company International Benefit Plan, all requirements necessary to obtain such favorable tax treatment have been satisfied, and (D) no liability which could be material to Company and its ERISA Affiliates, taken as a whole, exists or reasonably could be imposed upon the assets of Company International Plan has no unfunded liabilities that, as of the Effective Time, will not be offset by insurance or otherwise be fully accounted for on a basis which complies with International Accounting Standard 19 (IAS 19) (whether or not IAS 19 applies to the Company or, if relevant, any of its Subsidiaries). No promise has been made ERISA Affiliates by reason of any such Company Benefit Plan, other than to any the extent reflected on the Company Employee residing or working outside the United States that his or her defined contribution benefits under any funded Company International Plan will at any point in the future equate to or not be less than any particular amountFinancials. (ii) There is no term of employment for any Company Employee residing or working outside the United States providing that the consummation of the transactions contemplated by this Agreement shall entitle such Company Employee (A) to treat the change of control as a breach of any contractContract, (B) to any payment, benefit or change of terms of employment (whether or not conditioned upon the occurrence of any other event) or (C) to treat himself or herself as redundant or released from any obligation to his or her employer.

International Employee Matters. (i) With respect to each Company Verigy Benefit Plan that is maintained outside the jurisdiction of the United States or primarily covers Company Verigy Employees residing or working outside the United States (a “Company Verigy International Plan”), (A) the Company Verigy International Plan has been established, maintained and administered in all material respects in compliance with its terms and all applicable Legal Requirements, (B) all contributions and expenses that are required to be made have been made or properly accrued, (C) with respect to any such Company Verigy International Plan that is intended to be eligible to receive favorable tax treatment under the Legal Requirements applying to such Company Verigy International Plan, all requirements necessary to obtain such favorable tax treatment have been satisfied, and (D) the Company Verigy International Plan has no unfunded liabilities that, as of the Effective Time, will not be offset by insurance or otherwise be fully accounted for on a basis which complies with International Accounting Standard 19 (IAS 19) (whether or not IAS 19 applies to the Company Verigy or, if relevant, any of its Subsidiaries). No promise has been made to any Company Verigy Employee residing or working outside the United States that his or her defined contribution benefits under any funded Company Verigy International Plan will at any point in the future equate to or not be less than any particular amount. (ii) There is no term of employment for any Company Verigy Employee residing or working outside the United States providing that the consummation of the transactions contemplated by this Agreement shall entitle such Company Verigy Employee (A) to treat the change of control as a breach of any contract, (B) to any payment, benefit or change of terms of employment (whether or not conditioned upon the occurrence of any other event) or (C) to treat himself or herself as redundant or released from any obligation to his or her employer.

International Employee Matters. (i) With respect to each Company LTX-Credence Benefit Plan that is maintained outside the jurisdiction of the United States or primarily covers Company LTX-Credence Employees residing or working outside the United States (a “Company LTX-Credence International Plan”), (A) the Company LTX-Credence International Plan has been established, maintained and administered in all material respects in compliance with its terms and all applicable Legal Requirements, (B) all contributions and expenses that are required to be made have been made or properly accrued, (C) with respect to any such Company LTX-Credence International Plan that is intended to be eligible to receive favorable tax treatment under the Legal Requirements applying to such Company LTX-Credence International Plan, all requirements necessary to obtain such favorable tax treatment have been satisfied, and (D) the Company LTX-Credence International Plan has no unfunded liabilities that, as of the Effective Time, will not be offset by insurance or otherwise be fully accounted for on a basis which complies with International Accounting Standard 19 (IAS 19) (whether or not IAS 19 applies to the Company LTX-Credence or, if relevant, any of its Subsidiaries). No promise has been made to any Company LTX-Credence Employee residing or working outside the United States that his or her defined contribution benefits under any funded Company LTX-Credence International Plan will at any point in the future equate to or not be less than any particular amount. (ii) There is no term of employment for any Company LTX-Credence Employee residing or working outside the United States providing that the consummation of the transactions contemplated by this Agreement shall entitle such Company LTX-Credence Employee (A) to treat the change of control as a breach of any contract, (B) to any payment, benefit or change of terms of employment (whether or not conditioned upon the occurrence of any other event) or (C) to treat himself or herself as redundant or released from any obligation to his or her employer.