Multiemployer Plan Withdrawal Liability. Each Borrower shall (i) once in each calendar year request a current statement of withdrawal liability from each Multiemployer Plan to which any Borrower or any ERISA Affiliate is or has been obligated to contribute during such year and (ii) within fifteen (15) days after such Borrower receives such current statement, transmit a copy of such statement to the Lender.
Multiemployer Plan Withdrawal Liability. Promptly upon, and in any event within thirty (30) days after receipt by Borrower, the REIT or any ERISA Affiliate of any of them of a notice from a Multiemployer Plan regarding the imposition of material withdrawal liability, a copy of said notice.
Multiemployer Plan Withdrawal Liability. The Company or any other member of its Controlled Group shall have been notified by the sponsor of a Multiemployer Plan that it has incurred withdrawal liability to such Multiemployer Plan in an amount which, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Company or any other member of its Controlled Group as withdrawal liability (determined as of the date of such notification), could reasonably be expected to have a Material Adverse Effect.
Multiemployer Plan Withdrawal Liability. The Borrower Representative shall (i) once in each calendar year beginning in January, 2005, request a current statement of withdrawal liability from each Multiemployer Plan to which any Borrower or any ERISA Affiliate thereof is or has been obligated to contribute during such year and (ii) within fifteen (15) days after such Borrower receives such current statement, transmit a copy of such statement to the Administrative Agent and each Lender.
Multiemployer Plan Withdrawal Liability. The General Partner, the --------------------------------------- Borrower or any other member of the Controlled Group shall have been notified by the sponsor of a Multiemployer Plan that it has incurred withdrawal liability to such Multiemployer Plan in an amount which, when aggregated with all other amounts required to be paid to Multiemployer Plans by the General Partner, the Borrower or any other member of the Controlled Group as withdrawal liability (determined as of the date of such notification), exceeds $1,000,000 or requires payments exceeding $250,000 per annum.
Multiemployer Plan Withdrawal Liability. Promptly upon, and in any event within thirty (30) days after receipt by Borrower or any ERISA Affiliate of Borrower of a notice from a Multiemployer Plan regarding the imposition of material withdrawal liability, a copy of said notice.
Multiemployer Plan Withdrawal Liability. The Parties hereto agree that Section 6.06(i) of the JV Agreement shall be amended by adding the following new subsection (iii):
Multiemployer Plan Withdrawal Liability. Promptly upon, and in any event within thirty (30) days after receipt by Borrower, the REIT or any ERISA Affiliate of any of them of a xxxxxx from a Multiemployer Plan regarding the imposition of material withdrawal liability, a copy of said notice. (r) Failure to Make Section 412 Payment. Promptly upon, and in any event within thirty (30) days after, Borrower, the REIT or any ERISA Affiliate of any of them fails to make a required installment under subsection (m) of Section 412 of the Internal Revenue Code or any other payment required under Section 412 of the Internal Revenue Code on or before the due date for such installment or payment, a notification of such failure, if such failure could result in either the imposition of a Lien under said Section 412 or otherwise have or could reasonably be anticipated to have a Material Adverse Effect on Borrower or the REIT. (s) Failure of the REIT to Qualify as Real Estate Investment Trust. Promptly upon, and in any event within forty-eight (48) hours after a Responsible Official of Borrower first has actual knowledge of (i) the REIT failing to continue to qualify as a real estate investment trust as defined in Section 856 of the Internal Revenue Code (or any successor provision thereof), (ii) any act by the REIT causing its election to be taxed as a real estate investment trust to be terminated, (iii) any act causing the REIT to be subject to the taxes imposed by Section 857(b)(6) of the Internal Revenue Code (or any successor provision thereto), or (iv) the REIT failing to be entitled to a dividends paid deduction which meets the requirements of Section 857 of the Internal Revenue Code, a notice of any such occurrence or circumstance. (t) Asset Acquisitions and Dispositions, Indebted- ness, Merger, Etc. Without limiting any restriction in the Loan Documents, concurrently with notice to Borrower's priority mailing list and in all events not later xxxx xxx public disclosure, written notice of any material investments (other than in Cash Equivalents), material acquisitions, asset purchases, dispositions, disposals, divestitures or similar transactions involving Property, the raising of additional equity or the incurring or repayment of material Debt, or any material merger, by or with Borrower or the REIT, and, promptly upon consummation of such transaction, a Compliance Certifi- cate, in form and substance reasonably acceptable to Lender, demonstrating in reasonable detail (which detail shall include actual calcu...
Multiemployer Plan Withdrawal Liability. The Borrowers shall (i) once in each calendar year beginning in January, 2005, request a current statement of withdrawal liability from each Multiemployer Plan subject to Title IV of ERISA to which any Borrower or any ERISA Affiliate is or has been obligated to contribute during such year and (ii) within fifteen (15) days after such Borrower receives such current statement, transmit a copy of such statement to the Administrative Agent and each Lender. If a Multiemployer Plan fails to provide the Borrowers with the requested information within a reasonable period of time, Borrower Representative shall promptly notify the Administrative Agent and each Lender of such failure and any reasons given therefor.
Multiemployer Plan Withdrawal Liability. Pursuant to the Asset Purchase Agreement, by and among Tops and C&S and certain of C&S’s Affiliates, dated as of August 1, 2002 (the “2002 Asset Purchase Agreement”), C&S and Tops elected to proceed under ERISA Section 4204 and, in connection therewith, C&S assumed Tops’ obligations under the New York State Teamsters Conference Pension and Retirement Fund (the “New York Plan”) and the Teamsters Local 400 Pension Fund (the “Ohio Plan”) (collectively, the “Multiemployer Plans” and individually, a “Multiemployer Plan”). In connection with the closure by Tops of its former northeast Ohio operations, Tops funded the entire union pension withdrawal liability to the Ohio Plan. Upon any subsequent withdrawal from a Multiemployer Plan by C&S, Tops hereby agrees to indemnify C&S (and any of its Affiliates which for purposes of this Section 10.3, are included within the term “C&S”) as follows:
(i) In the event of any of the following prior to the expiration of this Agreement at the end of the Term, that results in the withdrawal (whether complete or partial) from a Multiemployer Plan: (w) default of Tops resulting in termination of this Agreement under Section 9.2(a); (x) a termination pursuant to Section 9.2(d); (y) a termination of this Agreement by Tops pursuant to Section 9.3(b); or (z) a workforce reduction agreed to by Tops in connection with (1) a Force Majeure or (2) a reduction in Tops Volume; then in each case, Tops will be liable to C&S for *. If, however, C&S does not experience a withdrawal from such Multiemployer Plan as a result of the events specified in this clause (i) because it has not ceased to have an obligation to contribute to the Multiemployer Plan under another collective bargaining agreement or agreements, then, upon any subsequent complete or partial withdrawal liability assessed against C&S, Tops will be liable to C&S for *.
(ii) If the withdrawal (whether complete or partial) from a Multiemployer Plan occurs prior to the expiration of this Agreement at the end of the Term and is not the result of any event described in Section 10.3(a)(i), Tops will be liable to C&S for * equal to * (x) * or (y) *. If, however C&S does not experience a withdrawal from such Multiemployer Plan as a result or an event specified in this clause (ii) because it has not ceased to have an obligation to contribute to the Multiemployer Plan under another collective bargaining agreement or agreements, then, upon any subsequent complete or partial withdrawal liability...
