Multiemployer Pension Plans. With respect to each Multiemployer Pension Plan listed in Section 7.7 of the Seller Disclosure Schedule which is a defined benefit pension plan in which any Union Employee participates under an applicable collective bargaining agreement and for which compliance with Section 4204 of ERISA is necessary in order to avoid the occurrence of a complete or partial withdrawal as a result of the transactions contemplated by this Agreement:
(a) Buyer shall contribute to the Multiemployer Pension Plan substantially the same number of contribution base units (as defined by Section 4001(a)(11) of ERISA) for which Seller and its predecessors had an obligation to contribute to such plan.
(b) Buyer shall comply with the provisions of Section 4204(a)(1)(B) of ERISA and provide to the Multiemployer Pension Plan for a period of five (5) plan years commencing with the first plan year beginning after the Closing Date, a bond issued by a corporate surety company that is an acceptable surety within the meaning of Section 4204(a)(1)(B) of ERISA, or an amount (including a letter of credit, if acceptable to the Multiemployer Pension Plan) held in escrow by a bank or similar financial institution satisfactory to the Multiemployer Pension Plan, in an amount equal to the greater of (A) the average annual contribution required to be made by Seller and its predecessors with respect to the Multiemployer Pension Plan for the three (3) plan years preceding the plan year in which the Closing Date occurs, or (B) the annual contribution that the Seller and its predecessors were required to make with respect to the Multiemployer Pension Plan for the last plan year before the plan year in which the Closing Date occurs. To the extent required under Section 4204 of ERISA, such bond (or escrowed funds or letter of credit) shall be paid to the Multiemployer Pension Plan if Buyer withdraws from the Multiemployer Pension Plan or fails to make a contribution to the Multiemployer Pension Plan when due, at any time during the first five (5) plan years beginning after the Closing Date. Notwithstanding the foregoing, Buyer shall not be obligated to provide such bond (or escrowed funds or letter of credit) if excepted from such obligation under a variance that may be obtained pursuant to the provisions of 29 C.F.R. Section 4204.11, 4204.12, 4204.13 and 4204.21. Buyer shall have no obligation to provide such bond (or escrowed funds or letter of credit) until notified by the plan trustees of their decision w...
Multiemployer Pension Plans. With respect to each Multiemployer Pension Plan listed in Section 7.5 of the Seller Disclosure Schedule which is a defined benefit pension plan in which any Union Employee participates under an applicable collective bargaining agreement, Buyer and Seller shall cooperate with each other to take such action as are necessary to ensure that the consummation of the transaction described herein does not result in withdrawal liability assessment for any Multiemployer Pension Plan.
Multiemployer Pension Plans. (a) For each multiemployer pension plan (as defined in ERISA Section 4001(a)(3)) to which Seller or any of its affiliates has, or within the past six years had, an obligation to contribute with respect to the Business or the Purchased Assets, Seller has provided Buyers with copies of all material correspondence from each multiemployer pension plan relating to its funded status under the Pension Protection Act for the most recent plan year, relating to or describing the existence of any minimum funding violation or application for waiver of a minimum funding violation, or relating to any rehabilitation plan or default plan adopted under such Pension Protection Act, and with one of the following:
(i) a copy of a letter from the administrator of the multiemployer pension plan setting forth the estimated withdrawal liability which would be imposed by the multiemployer pension plan if the Seller or its affiliate, as applicable, were to withdraw from the multiemployer pension plan in a complete withdrawal, as of the most recently-obtained information, and the factors and methods used to determine such estimate; or
(ii) a copy of the most recently-available Form 5500 and/or actuarial report of the multiemployer pension plan, which sets forth the actuarial assumptions used in determining the present value of unfunded vested benefits for withdrawal liability purposes, and which shows that the multiemployer pension plan had no unfunded vested benefits for withdrawal liability purposes as of the date of such report or form; or
(iii) a copy of a letter from the administrator of the multiemployer pension plan or the most recently-available actuarial report of the multiemployer pension plan, which sets forth the allocation method used by the multiemployer pension plan under Section 4211 of ERISA, the present value of unfunded vested benefits of the multiemployer pension plan for withdrawal liability purposes as of each plan year relevant under such allocation method, and the total employer contributions (net of withdrawn employers) for each such relevant plan year, and a listing by relevant plan year of the total contributions to the multiemployer pension plan which the Seller and all of its affiliates were obligated to make for such plan year.
(b) Except as disclosed in Schedule 4.15(b), neither Seller, nor any of its affiliates has incurred a withdrawal (either complete or partial) (as defined in section 4203 or 4205 of ERISA) from any multiemployer pension plan with ...
Multiemployer Pension Plans. Except as set forth on Part III of Annex 3 hereto, neither the Company nor any ERISA Affiliate is an employer required to contribute to any Multiemployer Pension Plan. Neither the Company nor any ERISA Affiliate has incurred, nor is expected to incur, any withdrawal liability (that has not previously been fully satisfied) under Title IV, Subtitle E of ERISA with respect to any Multiemployer Pension Plan. None of the Multiemployer Pension Plans referred to in Part III of Annex 3 have been terminated under Section 4041A of ERISA, have been placed in reorganization status under Title IV of ERISA, or have been determined to be "insolvent" (as such term is defined in Section 4245 of ERISA).
Multiemployer Pension Plans. Neither the Borrower nor any of its Subsidiaries shall partially or totally withdraw any amounts from a Plan or Multiemployer Plan (as defined in Section 4001(a)(3) of ERISA) without the prior written consent of the Required Banks, unless the withdrawal liability of the Borrower and its Subsidiaries from all such withdrawals in the aggregate shall not exceed $5,000,000.
Multiemployer Pension Plans. None of the Plans is a “multiemployer plan” within the meaning of Section 4001(a)(3) of ERISA (a “Multiemployer Pension Plan”). Neither Dohmxx xxx any ERISA Affiliate has ever contributed to, or been obligated to contribute to, any Multiemployer Pension Plan on behalf of any Business Employees. Neither Dohmxx xxx any ERISA Affiliate has contributed to or been obligated to contribute to any Multiemployer Pension Plan for at least six (6) years prior to the Closing Date. Neither Dohmxx xxx any ERISA Affiliate has or potentially has any Controlled Group Liability to any Multiemployer Pension Plan, including but not limited to any Liability arising under Sections 4204(a) or 4212(c) of ERISA.
Multiemployer Pension Plans. Sellers have not at any time been a participant in any Multiemployer Pension Plan as defined in Section 3(37) of ERISA.
Multiemployer Pension Plans. If the Borrower, any Subsidiary or any Person which is a member of the controlled group or under common control with the Borrower or any Subsidiary (within the meaning of Section 414(b) of the Internal Revenue Code of 1986, as amended (the "Code"), or Section 4001(b)(1) of ERISA) (a "Control Group Person") is required to make contributions to a Multiemployer Pension Plan, (i) the Borrower shall notify the Agent and the Lenders within thirty (30) days after the withdrawal from such Multiemployer Pension Plan by the Borrower, any Subsidiary or any Control Group Person of the details of any such withdrawal if such withdrawal could reasonably result in the imposition of any withdrawal liability on the Borrower, any Subsidiary, or any Control Group Person pursuant to Section 4201 of ERISA, and (ii) the Borrower shall promptly provide the Agent and the Lenders with copies of all assessments of such withdrawal liability received by the Borrower, any Subsidiary or any Control Group Person.
Multiemployer Pension Plans. Intentionally omitted.
Multiemployer Pension Plans. (a) HERC Holdings Multiemployer Pension Plans. The plans set forth on Schedule 7.04(a), each a multiemployer plan within the meaning of Section 4001(a)(3) of ERISA, cover HERC Holdings Employees (or Former HERC Holdings Employees) (the “HERC Holdings Multiemployer Plans”). As of the Distribution, HERC Holdings shall, or shall cause another member of the HERC Holdings Group to, retain (or assume to the extent necessary) the collective bargaining agreements which provide for contributions to the HERC Holdings Multiemployer Plans, and neither New Hertz Holdings nor any member of the Hertz Group shall have further Liability thereunder. HERC Holdings or the applicable member of the HERC Holdings Group shall continue after the Distribution to be responsible for any obligations under such collective bargaining agreements requiring contributions to the HERC Holdings 34 Multiemployer Plans, and shall be solely responsible for any withdrawal liability (including, without limitation, with respect to any Former Employee) arising in connection with any HERC Holdings Multiemployer Plan, and neither New Hertz Holdings nor any member of the Hertz Group shall have any Liability with respect thereto.
(b) New Hertz Holdings Multiemployer Pension Plans. The plans set forth on Schedule 7.04(b), each a multiemployer plan within the meaning of Section 4001(a)(3) of ERISA, cover New Hertz Holdings Employees (or Former New Hertz Holdings Employees) (the “New Hertz Holdings Multiemployer Plans”). As of the Distribution, New Hertz Holdings shall, or shall cause another member of the Hertz Group to, retain (or assume to the extent necessary) the collective bargaining agreements which provide for contributions to the New Hertz Holdings Multiemployer Plans, and neither HERC Holdings nor any member of the HERC Holdings Group shall have further Liability thereunder. New Hertz Holdings or the applicable member of the Hertz Group shall continue after the Distribution to be responsible for any obligations under such collective bargaining agreements requiring contributions to the New Hertz Holdings Multiemployer Plans, and shall be solely responsible for any withdrawal liability (including, without limitation, with respect to any Former Employee) arising in connection with any New Hertz Holdings Multiemployer Plan, and neither HERC Holdings nor any member of the HERC Holdings Group shall have any Liability with respect thereto. Article VIII U.S.
