Common use of International Employee Plan Clause in Contracts

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following the Effective Time, Parent, from terminating or amending any International Employee Plan at any time for any reason without liability to the Company, or, following the Effective Time, Parent.

Appears in 1 contract

Samples: Merger Agreement (Autodesk Inc)

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International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in material compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective TimeClosing Date, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following LLC or any of its subsidiaries or the Effective Time, Parent, Buyer from terminating or amending any International Employee Plan at any time for any reason without liability to the Company, or, following LLC or any of its subsidiaries or the Effective Time, ParentBuyer (other than ordinary administration expenses or routine claims for benefits).

Appears in 1 contract

Samples: Membership Interest and Asset Purchase Agreement (Catalytica Energy Systems Inc)

International Employee Plan. Each International Employee Plan Plan, if any, has --------------------------- been established, maintained and administered in compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws Laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable lawLaw, no condition exists that would prevent the Company, or, following the Effective Time, Parent, Company or Parent from terminating or amending any International Employee Plan at any time for any reason without liability to the Company, or, following the Effective Time, ParentCompany or its Affiliates (other than ordinary administration expenses or routine claims for benefits).

Appears in 1 contract

Samples: Merger Agreement (Cypress Semiconductor Corp /De/)

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent Holdings, the Company, or, following the Effective Time, Parent, Company or Parent from terminating or amending any International Employee Plan at any time for any reason without liability to Holdings, the Company, or, following the Effective Time, ParentCompany or its Affiliates (other than ordinary administration expenses or routine claims for benefits).

Appears in 1 contract

Samples: Stock Purchase Agreement (Cypress Semiconductor Corp /De/)

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in compliance in all material respects with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws Laws that are applicable to such International Employee Plan. Furthermore, to the Knowledge of the Company, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable lawLaw, no condition exists that would prevent the Company, or, following the Effective Time, Parent, Company or Parent from terminating or amending any International Employee Plan at any time for any reason without liability to the Company, or, following the Effective Time, ParentCompany or its ERISA Affiliates (other than ordinary notice and administration requirements and expenses or routine claims for benefits).

Appears in 1 contract

Samples: Merger Agreement (Solarcity Corp)

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following the Effective Time, Parent, Company or Parent from terminating or amending any International Employee Plan in accordance with the terms thereof at any time for any reason without liability to the Company, or, following the Effective Time, ParentCompany or its Affiliates (other than ordinary administration expenses or routine claims for benefits).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ibeam Broadcasting Corp)

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in material compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilitiesliabilities that, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following Parent or the Effective Time, Parent, Surviving Corporation from terminating or amending any International Employee Plan at any time for any reason without liability to the Company, orParent, following the Effective Time, ParentSurviving Corporation or their respective Affiliates.

Appears in 1 contract

Samples: Merger Agreement (Numerical Technologies Inc)

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International Employee Plan. Each International Employee Plan Plan, --------------------------- if any, has --------------------------- been established, maintained and administered in material compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following the Effective Time, Parent, Company from terminating or amending any International Employee Plan at any time for any reason without liability to the Company, or, following the Effective Time, ParentCompany or its Affiliates (other than ordinary administration expenses or routine claims for benefits).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lantronix Inc)

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in material compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has material unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following the Effective Time, Parent, Company or Parent from terminating or amending any International Employee Plan at any time for any reason without material liability to the Company, or, following the Effective Time, ParentCompany or its Affiliates (other than ordinary administration expenses and accrued benefits).

Appears in 1 contract

Samples: Merger Agreement (Predictive Systems Inc)

International Employee Plan. Each International Employee Plan has --------------------------- been established, maintained and administered in compliance with its terms and conditions and with the requirements prescribed by any and all statutory or regulatory laws that are applicable to such International Employee Plan. Furthermore, no International Employee Plan has unfunded liabilities, that as of the Effective Time, will not be offset by insurance or fully accrued. Except as required by applicable law, no condition exists that would prevent the Company, or, following the Effective Time, Parent, Company or Parent from terminating or amending any International Employee Plan in accordance with the terms thereof at any time for any reason without liability to the Company, or, following the Effective Time, ParentCompany or its Affiliates (other than ordinary administration expenses or routine claims for benefits).

Appears in 1 contract

Samples: Merger Agreement (Ibeam Broadcasting Corp)

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