No Company Benefit Plan. (i) is a “defined benefit plan,” as defined in Section 3(35) of ERISA (whether or not subject to ERISA), (ii) is a “multiemployer plan,” as defined in Section 3(37) of ERISA (a “Multiemployer Plan”) or (iii) provides for retiree or post-termination health benefits except as required by applicable Laws.
No Company Benefit Plan is (i) maintained outside the United States primarily for the benefit of persons substantially all of whom are nonresident aliens with respect to the United States, or (ii) subject to the laws of any jurisdiction outside the United States.
No Company Benefit Plan is maintained outside the jurisdiction of the United States, or covers any employee residing or working outside of the United States.
No Company Benefit Plan. (i) provides or provided any benefit guaranteed by the Pension Benefit Guaranty Corporation; (ii) is or was a “multiemployer plan” as defined in Section 400 I (a)(3) of ERISA; or (iii) is or was subject to the minimum funding standards of Section 412 of the Code or Section 302 of ERISA. Further, no Company Benefit Plan is a “multiple employer plan” within the meaning of Section 413(c) of the Code or a “multiple employer welfare arrangement” (as defined in Section 3(40) of ERISA). To the Knowledge of the Company, except for the Company Subsidiaries, there is no Person that (by reason of common control or otherwise) is treated together with the Company as a single employer within the meaning of Section 414 of the Code.
No Company Benefit Plan is a source of unfunded benefit liability that may be attributable to the Company, and no non-exempt prohibited transaction (within the meaning of Section 406 of ERISA and Section 4975 of the Code), no breach of fiduciary duty, and no reportable event, as defined in ERISA, has occurred in connection with any Company Benefit Plan;
No Company Benefit Plan. (i) provides or provided any benefit guaranteed by the Pension Benefit Guaranty Corporation; (ii) is or was a “multiemployer plan” as defined in Section 4001(a)(3) of ERISA; or (iii) is or was subject to the minimum funding standards of Section 412 of the Code or Section 302 of ERISA. Except for the Company Subsidiaries, there is no Person that (by reason of common control or otherwise) is treated together with the Company as a single employer within the meaning of Section 414 of the Code.
No Company Benefit Plan. (i) is a “multiemployer plan” (within the meaning of Section 4001(a)(3) of ERISA) (“Multiemployer Plan”), (ii) is a plan that has two or more contributing sponsors, at least two of whom are not under common control within the meaning of Section 4063 of ERISA (a “Multiple Employer Plan”), (iii) provides welfare benefits to employees or directors of any of the Group Companies beyond their termination of service, except as required by applicable Law. None of the Group Companies nor any of their respective ERISA Affiliates has, at any time during the last six years, contributed to or been obligated to contribute to any Multiemployer Plan or Multiple Employer Plan and none of the Group Companies nor any of their respective ERISA Affiliates has incurred any Withdrawal Liability that has not been satisfied in full. There has been no communication by Seller or any Group Company which could reasonably be interpreted to promise employees retiree welfare benefits.
No Company Benefit Plan. (A) is a “registered pension plan”, a “retirement compensation arrangement”, a “deferred profit sharing plan”, or a “salary deferral arrangement”, as each such term is defined in the Tax Act;
(B) is a “multi-employer plan” as such term is defined in subsection 8500(i) of the Regulations of Tax Act;
(C) contains a “defined benefit provision” as defined in subsection 147.1(1) of the Tax Act;
(D) provides for health and welfare benefits which are not fully-insured;
No Company Benefit Plan is (i) a multiemployer pension plan (as defined in Section 3(37) of ERISA) (a “Multiemployer Plan”), (ii) an “employee pension benefit plan” (as defined in Section 3(2) of ERISA) that is subject to Title IV of ERISA (“Title IV Plan”) (iii) a “multiple employer plan” as defined in Section 413(c) of the Code or (iv) a “multiple employer welfare arrangement” within the meaning of Section 3(40) of ERISA, and neither the Company nor any of its ERISA Affiliates has sponsored or contributed to, been required to contribute to, or had any actual or contingent liability under, a (i) Multiemployer Plan, or (ii) Title IV Plan, in each case, at any time within the previous six (6) years.
No Company Benefit Plan is (i) a multiemployer pension plan (as defined in Section 3(37) of ERISA) or other pension plan subject to Title IV of ERISA, (ii) a multiple employer plan (as described in Section 413(c) of Code or Sections 210, 4063, 4064 or 4066 of ERISA) or (iii) a “multiple employer welfare arrangement” (as defined in Section 3(40) of ERISA). The Company has no Liability under Title IV of ERISA, Section 302 of ERISA, or Sections 412 and 4971 and no condition exists that presents a risk to the Company of incurring or being subject (whether primarily, jointly or secondarily) to a material Liability thereunder. There does not now exist, nor do any circumstances exist that would reasonably be expected to result in, any Liability for Taxes under Section 4980B or Section 4980H of the Code that would be a Liability of the Company following the Closing.
