Participation in Purchaser's Plans Sample Clauses

Participation in Purchaser's Plans. Subject to the terms and conditions set forth in the Transition Services Agreement, (a) Transferring Employees in the United States shall be eligible for participation in any health coverage, insurance, retirement and other benefit plans or arrangements (including all "employee benefit plans," as defined by Section 3(3) of ERISA) for which similarly situated employees of Purchaser are eligible, and (b) Transferring Employees in other jurisdictions shall be eligible for participation in such health coverage, insurance, retirement and other benefit plans or arrangements as Purchaser may elect to establish for them. Purchaser will give credit for Past Service for purposes of (i) determining eligibility for participation in the above referenced plans or arrangements, (ii) determining the duration and amount, if any, of short-term disability benefits due, and (iii) vesting under any retirement plans covering the Transferring Employees. Transferring Employees will also receive credit toward any deductible under Purchaser's medical plans for expenses incurred under Seller's corresponding plans. Purchaser will waive any pre-existing condition restrictions under Purchaser's welfare plans with respect to Transferring Employees.
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Participation in Purchaser's Plans. Purchaser agrees that New Employees and SOG's employees (other than Non-Retained SOG Employees) shall be eligible for participation in all health coverage, insurance, retirement and other benefit plans, programs or arrangements (including all "employee benefit plans", as defined by ERISA Section 3(3)) sponsored or maintained by Purchaser for which similarly situated employees of Purchaser are eligible ("Purchaser Plans"). Other than with respect to The Xxxxxxx Maritime Corporation Retirement Stock Plan, The Xxxxxxx Maritime Corporation Retirement Income System Plan and The Paper, Allied-Industrial Chemical and Energy Worker (PACE) PACE Industry 401(k) Fund ("
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Participation in Purchaser's Plans. Salaried New Hire Employees shall be eligible for participation in any health coverage, insurance, retirement and other benefit plans or arrangements (including all “employee benefit plans” as defined by Section 3(3) of ERISA) for which similarly situated employees of Purchaser are eligible, which participation shall at all times be in accordance with the terms of such plans except as otherwise expressly provided in this Section 13.06. Purchaser will give Salaried New Hire Employees credit for Past Service for purposes of (i) determining eligibility for participation in the above referenced plans or arrangements, (ii) determining the duration and amount, if any, of short-term disability benefits due and (iii) vesting (including eligibility for early retirement, disability and benefit options and forms) under any retirement plans covering the Salaried New Hire Employees. Salaried New Hire Employees will also receive credit toward any deductible under Purchaser’s medical plans for expenses incurred in 2007 under Seller’s corresponding plans. Purchaser will waive any pre-existing condition restrictions under Purchaser’s self-insured health plans with respect to Salaried New Hire Employees. Seller agrees to provide Purchaser with any and all information necessary to facilitate the timely and efficient enrollment of New Hire Employees into Purchaser’s Welfare Plans and other employee benefit plans, including health plan coverage information, dependent data, and amount of deductibles paid. Nothing in this Agreement, however, shall be deemed to (i) require Purchaser to give Salaried New Hire Employees credit for Past Service for purposes of benefit accruals under any of Purchaser’s retirement plans, (ii) require Purchaser to provide Salaried New Hire Employees with any particular level of benefits or maintain any particular employee benefit plan, program, policy or arrangement, or (iii) prohibit or restrict, in any way, Purchaser’s right to amend or terminate any plan, program, policy or arrangement. Purchaser shall remain solely responsible for all costs associated with its employee benefit plans, contracts, programs, policies and arrangements.
Sample 1
Participation in Purchaser's Plans. Purchaser agrees that New Employees shall be eligible for participation in all health coverage, insurance, retirement and other benefit plans, programs or arrangements (including all "employee benefit plans", as defined by ERISA Section 3(3)) sponsored or maintained by Purchaser for which similarly situated employees of Purchaser are eligible ("Purchaser Plans"). Other than with respect to The Xxxxxxx Maritime Corporation Retirement Stock Plan, The Xxxxxxx Maritime Corporation Retirement Income System Plan and The Paper, Allied-Industrial Chemical and Energy Worker (PACE) PACE Industry 401(k) Fund ("
Sample 1

Related to Participation in Purchaser's Plans

  • Participation in Plans Notwithstanding any other provision of this Agreement, the Executive shall have the right to participate in any and all of the plans or programs made available by the Company (or it subsidiaries, divisions or affiliates) to, or for the benefit of, executives (including the annual stock option and restricted stock grant programs) or employees in general, on a basis consistent with other senior executives.

  • Participation in Benefit Plans During the Term hereof, Executive shall be entitled to participate in any group insurance, hospitalization, medical, dental, health, accident, disability, or similar plan or program of the Company now existing or established hereafter to the extent that he is eligible under the general provisions thereof. The Company may, in its sole discretion and from time to time, amend, eliminate, or establish additional benefit programs as it deems appropriate. Executive shall also participate in all standard fringe benefits offered by the Company to its salaried executives.

  • Sub-participation A Lender may sub-participate all or any part of its rights and/or obligations under the Security Documents at its own expense without the consent of, consultation with or notice to, the Borrowers.

  • Participation in Public Offering No Shareholder may participate in any Public Offering hereunder unless such Shareholder (a) agrees to sell such Shareholder’s Registrable Securities on the basis provided in any underwriting arrangements approved by the Persons entitled hereunder to approve such arrangements and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such underwriting arrangements and the provisions of this Agreement in respect of registration rights.

  • L/C Participations (a) The Issuing Lender irrevocably agrees to grant and hereby grants to each L/C Participant, and, to induce the Issuing Lender to issue Letters of Credit hereunder, each L/C Participant irrevocably agrees to accept and purchase and hereby accepts and purchases from the Issuing Lender, on the terms and conditions hereinafter stated, for such L/C Participant’s own account and risk an undivided interest equal to such L/C Participant’s Revolving Credit Commitment Percentage in the Issuing Lender’s obligations and rights under and in respect of each Letter of Credit issued hereunder and the amount of each draft paid by the Issuing Lender thereunder. Each L/C Participant unconditionally and irrevocably agrees with the Issuing Lender that, if a draft is paid under any Letter of Credit for which the Issuing Lender is not reimbursed in full by the Borrower through a Revolving Credit Loan or otherwise in accordance with the terms of this Agreement, such L/C Participant shall pay to the Issuing Lender upon demand at the Issuing Lender’s address for notices specified herein an amount equal to such L/C Participant’s Revolving Credit Commitment Percentage of the amount of such draft, or any part thereof, which is not so reimbursed.

  • Participation Rights At least 20 days prior to any Transfer, in any one transaction or series of related transactions, by a holder of Class A Unit, Class B Units or Class C Units, of any Units (other than one or more Transfers (i) pursuant to a transaction pursuant to Section 10.3 or Section 15.7, (ii) to any Affiliate of the Investors or Contributors, as applicable, (iii) which are Exempt Transfers or (iv) to any current or former officer, employee, manager, director, member, partner or co-investor of the Investors or any of their Affiliates), such holder of Class A Units, Class B Units and/or Class C Units (the “Transferring Unitholder”) shall deliver a written notice (the “Sale Notice”) to the LLC and to each of the other Unitholders (the “Other Unitholders”), specifying in reasonable detail the number and class of Units to be Transferred and the terms and conditions of the contemplated Transfer. The Other Unitholders holding the same class or series of Units (with the Class A Units, Class B Units, Class C Units and Class D Units each being treated as a separate class or series for purposes of this Section 10.2) may elect to participate in the contemplated Transfer by delivering written notice to the Transferring Unitholder within 20 days after delivery of the Sale Notice (such Unitholders delivering such notice of election in accordance with this Section 10.2, collectively, the “Electing Unitholders”). Such participation shall be based upon the Pro Rata Share represented by the Units requested to be included in such Transfer by each Unitholder relative to the Pro Rata Share of all Units of such class or series held by the Unitholders participating in such Transfer (including the Transferring Unitholder). Each Electing Unitholder shall Transfer his, her or its Units on the same terms and conditions, with the aggregate consideration to be paid in connection with such Transfer allocated among each Unit included therein based on such Unit’s Pro Rata Share, determined based upon the Total Equity Value Proceeds implied by the price offered in the Sale Notice; provided that in the event that Units being transferred by the Transferring Unitholder are comprised solely of Class A Units or Class B Units, the aggregate consideration to be paid in connection with such Transfer shall be allocated based on the proportionate Class A Unreturned Capital and Class A Unpaid Yield, or Class B Unreturned Capital and Class B Unpaid Yield, as the case may be. Notwithstanding the foregoing, (A) if the Transferring Unitholder intends to Transfer Units of more than one class or series, each of the Other Unitholders electing to participate must participate in all such Transfers (to the extent such Other Unitholders hold such other class or series), (B) if such Transfer constitutes a Sale of the LLC, the Class D Units shall be deemed to be the same class of Units as the Class C Units for the purpose of this Section 10.2, and (C) in no event shall any Unitholder be entitled to Transfer any unvested Management Incentive Units pursuant this Section 10.2.

  • Company Participation Subject to Section B.6, the Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial action if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense, conduct and/or settlement of such action.

  • Electronic Participation in Plan The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. The Participant hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

  • Joint Participation in Drafting Each party to this Agreement has participated in the negotiation and drafting of this Agreement and the other Transaction Documents. As such, the language used herein and therein shall be deemed to be the language chosen by the parties hereto to express their mutual intent, and no rule of strict construction will be applied against any party to this Agreement.

  • Sale of Participations Any Lender may, in the ordinary course of its commercial banking business and in accordance with applicable law, at any time sell participations to one or more Eligible Transferees (each a “Participant”) in all or a portion of its rights or obligations under this Agreement and the other Loan Documents (including, without limitation, all or a portion of the Commitment and the Loans and participations owing to it and the Note, if any, held by it); provided that:

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