Maintenance of Employee Benefits Sample Clauses

Maintenance of Employee Benefits. (a) For a period of twelve months from the Closing Date, Buyer agrees that it will, and will cause the Companies and the Subsidiaries to, provide the current Employees with compensation and benefits coverage that, in the aggregate, is substantially comparable to the compensation and benefits coverage provided to such Employees immediately prior to the Closing Date; provided, that in no event shall Buyer be required to provide such Employees with any benefits to the extent that such provision of benefits would adversely affect the financial condition or results of operation of the Companies and the Subsidiaries on a stand-alone basis. Without limiting the generality of the foregoing, Buyer shall honor and assume the vacation or other paid time off for each Employee that has been accrued on the Closing Working Capital Statement but remains unused as of the Closing Date. (b) Buyer will, and will cause the Companies and the Subsidiaries to, (i) waive all limitations as to pre-existing conditions, exclusions and waiting periods with respect to participation and coverage requirements applicable to the Employees under any health and welfare plans in which such Employees are eligible to participate after the Closing Date to the extent that such limitations were waived under the applicable employee plan; (ii) provide each Employee with credit for any co-payments and deductibles paid prior to the Closing Date in satisfying any applicable deductible or out-of-pocket requirements under any health and welfare plans that such Employees are eligible to participate in after the Closing Date; and (iii) provide each Employee with full credit for all service with Seller, any Company or any Subsidiary for purposes of eligibility and vesting (but not for purposes of benefit accrual under any defined benefit pension plan) under any such plans or arrangements provided after the Closing Date pursuant to this Section 9.01. (c) Buyer and Seller acknowledge and agree that nothing contained in this Section 9.01 shall be construed to limit in any way the ability of Buyer, the Companies or the Subsidiaries to terminate the employment of any current Employee from and after the Closing Date.
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Maintenance of Employee Benefits. ‌ The employer shall maintain any Employee Benefits existing prior to the signing of this Agreement.
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Maintenance of Employee Benefits. An employee may elect to continue coverage of his/her benefit package while on a leave of absence by paying the full cost of premium to the Company who will then maintain the benefits by paying the cost of the premium to the appropriate underwriter, excluding maternity/parental, WSIB or sick leave as in Article 20.03.
Sample 1
Maintenance of Employee Benefits. (a) For a period of two years from the Closing Date, Buyer agrees that the Surviving Corporation will, or will cause the Company and each Subsidiary to, continue to maintain employee and retiree compensation and benefit plans, programs, arrangements and policies for the benefit of employees of TISM, the Company and each Subsidiary which provide compensation and benefits that are substantially comparable, in the aggregate, to those provided by TISM, the Company or any Subsidiary, if applicable, for the benefit of such employees immediately prior to the Closing Date. Buyer agrees that the Surviving Corporation will, or will cause the Company and each Subsidiary to, give employees of the Company and each Subsidiary full credit for purposes of eligibility, vesting and benefit accrual under any such plans or arrangements maintained by TISM, the Company or any Subsidiary, if applicable, pursuant to this Section 10.03 for such employees' ----- service recognized for such purposes under the Employee Plans and Benefit Arrangements. (b) Without limiting the generality of the foregoing, for a period of two years from the Closing Date, Buyer agrees that the Surviving Corporation will, or will cause the Company and each Subsidiary to, provide deferred compensation benefits to employees of TISM, the Company and each Subsidiary no less favorable than those provided to such employees pursuant to the Deferred Compensation Plans for the most recently completed fiscal year of the Company immediately preceding the date hereof.
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Maintenance of Employee Benefits. 25.01 A permanent employee, disabled due to an accident for which compensation is payable under the Workers' Compensation Act, may choose to remit his/her normal share of benefit premiums upon the understanding that such a share contribution would only be made for three (3) pay periods following the date of the accident and that the Division would render its normal contribution. Extensions of the period during which the Division and the employee may make contributions shall be made at the sole discretion of the Division.
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Maintenance of Employee Benefits. 43 9.6. WARN................................................................................................44 9.7.
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Maintenance of Employee Benefits. 46 -- Section 10.04. Employee Agreements and Change of Control...... 47 -- PAGE ---- ARTICLE 11 ---------- CONDITIONS TO THE MERGER ------------------------
Sample 1
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Related to Maintenance of Employee Benefits

  • Employee Benefits During the Employment Term, Executive will be entitled to participate in the employee benefit plans currently and hereafter maintained by the Company of general applicability to other senior executives of the Company. The Company reserves the right to cancel or change the benefit plans and programs it offers to its employees at any time.

  • Employee Benefit Matters (a) Parent agrees that, effective as of the Effective Time and for a one year period following the Effective Time, Parent shall provide, or cause Acquisition and its subsidiaries and successors to provide, those persons who, immediately prior to the Effective Time, were employees of the Company and its subsidiaries and who continue in such employment ("Continuing Employees"), with benefits and compensation no less favorable in the aggregate to benefits and compensation that are provided to the Continuing Employees as of the date of this Agreement. (b) Except with respect to accruals under any defined benefit pension plan, at such time as a Continuing Employee is provided benefits under the benefit plans or arrangements of Parent or the Surviving Corporation, or any subsidiary of Parent or the Surviving Corporation, Parent will, or will cause the Surviving Corporation and its subsidiaries to, give such Continuing Employee full credit for purposes of eligibility and vesting under such employee benefit plans or arrangements maintained by Parent, Acquisition or any subsidiary of Parent or Acquisition for such Continuing Employees' service with the Company or any subsidiary of the Company to the same extent recognized by the Company at such time. Parent will, or will cause the Surviving Corporation and its subsidiaries to, (i) waive all limitations as to preexisting conditions (except to the extent that such limitations were not waived under the Company's then-existing welfare plans), exclusions and waiting periods with respect to participation and coverage requirements applicable to the Continuing Employees under any welfare plan that such employees may be eligible to participate in after the Effective Time, and (ii) provide each Continuing Employee with credit for any co-payments and deductibles paid prior to the Effective Time in satisfying any applicable deductible or out-of-pocket requirements under any welfare plans that such employees are eligible to participate in after the Effective Time to the same extent as if those deductibles or co-payments had been paid under the welfare plans for which such employees are eligible after the Effective Time. (c) Parent and Acquisition (i) to cause Acquisition after consummation of the Merger contemplated by this Agreement to assume, honor, and pay all amounts provided under, all Company Employee Plans in accordance with their terms, and (ii) to honor and to cause Acquisition to honor, all rights, privileges and modifications to or with respect to any such Company Employee Plans that become effective as a result of any of the transactions contemplated by this Agreement.

  • Employee Benefits Plans Schedule 6.11 hereto identifies each ERISA Plan as of the Closing Date. No ERISA Event has occurred or is reasonably expected to occur with respect to an ERISA Plan. No Controlled Group member has failed to make a required material installment or other required material payment under Section 412(a) of the Code on or before the due date or within a reasonable time after such due date. No Controlled Group member has failed to make contributions to an ERISA Plan that is a Multiemployer Plan in accordance with the applicable governing documents which is reasonably likely to result in a material liability to the Controlled Group member. No Benefit Plan (other than a Multiemployer Plan) has any accumulated funding deficiency (as defined in Section 412(a) of the Code). None of the Companies have adopted or plans to adopt any amendments that could reasonably result in a material increase in the cost of providing benefits under the ERISA Plan. With respect to each ERISA Plan (other than a Multiemployer Plan) that is intended to be qualified under Code Section 401(a), (a) the ERISA Plan and any associated trust operationally comply (or as soon as reasonably practicable are corrected to comply) with the applicable requirements of Code Section 401(a); (b) the ERISA Plan and any associated trust have been amended to comply with all such requirements as currently in effect, other than those requirements for which a retroactive amendment can be made within the “remedial amendment period” available under Code Section 401(b) (as extended under Treasury Regulations and other Treasury pronouncements upon which taxpayers may rely); (c) the ERISA Plan and any associated trust have received a favorable determination letter from the Internal Revenue Service stating that the ERISA Plan qualifies under Code Section 401(a), that the associated trust qualifies under Code Section 501(a) and, if applicable, that any cash or deferred arrangement under the ERISA Plan qualifies under Code Section 401(k), unless the ERISA Plan was first adopted at a time for which the above-described “remedial amendment period” has not yet expired; (d) the ERISA Plan currently satisfies the requirements of Code Section 410(b), subject to any retroactive amendment that may be made within the above-described “remedial amendment period”; and (e) no contribution made to the ERISA Plan is subject to an excise tax under Code Section 4972. With respect to any Pension Plan, the “accumulated benefit obligation” of Controlled Group members with respect to the Pension Plan (as determined in accordance with Statement of Accounting Standards No. 87, “Employees Accounting for Pensions”) does not exceed the fair market value of Pension Plan assets by an amount that would have a Material Adverse Effect. Each Foreign Employee Benefit Plan is in compliance in all material respects with all laws, regulations and rules applicable thereto and the respective requirements of the governing documents for Foreign Employee Benefit Plan. With respect to any Foreign Employee Benefit Plan, reasonable reserves have been established in accordance with local laws or prudent business practice or where required by ordinary accounting practices in the jurisdiction in which Foreign Employee Benefit Plan is maintained.

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