Payments and Compliance. With respect to each Employee Plan/Agreement, (i) all payments due from Company to date have been made and all amounts properly accrued to date as liabilities of Company which have not been paid have been properly recorded on the books of Company and are reflected in the Recent Balance Sheet; (ii) Company has complied with, and each such Employee Plan/Agreement conforms in form and operation to, all applicable laws and regulations, including but not limited to ERISA and the Code, in all respects and all reports and information relating to such Employee Plan/Agreement required to be filed with any governmental entity have been timely filed; (iii) all reports and information relating to each such Employee Plan/Agreement required to be disclosed or provided to participants or their beneficiaries have been timely disclosed or provided; (iv) each such Employee Plan/Agreement which is intended to qualify under Section 401 of the Code has received a favorable determination letter from the Internal Revenue Service with respect to such qualification, its related trust has been determined to be exempt from taxation under Section 501(a) of the Code, and nothing has occurred since the date of such letter that has or is likely to adversely affect such qualification or exemption; (iv) there are no actions, suits or claims pending (other than routine claims for benefits) or threatened with respect to such Employee Plan/Agreement or against the assets of such Employee Plan/Agreement; and (v) no Employee Plan/Agreement is a plan which is established and maintained outside the United States primarily for the benefit of individuals substantially all of whom are nonresident aliens.
Payments and Compliance. With respect to each Employee Plan/Agreement, all payments due from the Company to date have been made and all amounts properly accrued to date as liabilities of the Company which have not been paid, have been properly recorded on the books of the Company and to the extent they relate to employees employed by the Company as of the date thereof, are reflected in the Company Statements in such detail as required by the format of those Statements.
Payments and Compliance. With respect to each Employee Plan/Agreement (A) all payments due from any Seller Group Person to date have been made and all amounts properly accrued to date as liabilities of Seller which have not been paid have been properly recorded on the books of Seller and are reflected in Seller's most recent balance sheet; (B) all reports and information relating to each such Employee Plan/Agreement required to be disclosed or provided to participants or their beneficiaries have been timely disclosed or provided; and (C) each such Employee Plan/Agreement which is intended to qualify under Section 401 of the Code has received a favorable determination letter from the Internal Revenue Service with respect to such qualification, its related trust has been determined to be exempt from taxation under Section 501(a) of the Code, and, to the knowledge of each Seller Group Person, nothing has occurred since the date of such letter that would adversely affect such qualification or exemption. Each trust created under any such Employee Plan/Arrangement is exempt from tax under Section 501(a) of the Code and has been so exempt during the period from creation to date. Seller has furnished Buyer with the most recent determination letters of the Internal Revenue Service relating to each such Employee Plan/Arrangement. Each Employee Plan/Arrangement has been maintained in compliance with its terms and with the requirements prescribed by any and all applicable Laws, including but not limited to ERISA and the Code.
Payments and Compliance. With respect to each Employee Plan/Agreement, (i) all payments due from Company to date have been made and all amounts properly accrued to date as Liabilities of Company which have not been paid have been properly recorded on the books of Company and are reflected in the Recent Balance Sheet; (ii) Company has complied with, and each such Employee Plan/Agreement conforms in form and operation to, all applicable laws and regulations, including but not limited to ERISA and the Code, in all respects and all reports and information relating to such Employee Plan/Agreement required to be filed with any governmental entity have been timely filed; and (iii) all reports and information relating to each such Employee Plan/Agreement required to be disclosed or provided to participants or their beneficiaries have been timely disclosed or provided.
Payments and Compliance. With respect to each Employee Plan/Agreement, (i) all payments due from a Fiskars Company to date have been made and all amounts properly accrued to date as liabilities of the Fiskars Company which have not been paid have been properly recorded on the books of the Fiskars Company and are reflected in the Recent Balance Sheet; (ii) all reports and information relating to each such Employee Plan/Agreement required to be disclosed or provided to participants or their beneficiaries have been timely disclosed or provided; and (iii) each such Employee Plan/Agreement which is intended to qualify under Section 401 of the Code has received a favorable determination letter from the Internal Revenue Service with respect to such qualification, its related trust has been determined to be exempt from taxation under Section 501(a) of the Code, and nothing has occurred since the date of such letter that has or is likely to adversely affect such qualification or exemption.
Payments and Compliance. Except as set forth in Schedule 6.1l(e), with respect to each Employee Plan/Agreement, (i) all payments due from Seller to date have been made and all amounts properly accrued to date as a Liability of Seller which have not been paid have been properly recorded on the books of Seller and are reflected in the Financial Statements; (ii) Seller has complied with, and each such Employee Plan/Agreement conforms in form and operation to, all Laws, including but not limited to ERISA and the Code, in all respects and all reports and information relating to such Employee Plan/Agreement required to be filed with any Governmental Entity have been timely filed,; (iii) all reports and information relating to each such Employee Plan/Agreement required to be disclosed or provided to participants or their beneficiaries have been timely disclosed or provided; and (iv) there are no actions, suits or claims pending (other than routine claims for benefits) or threatened with respect to such Employee Plan/Agreement, except where the failure to comply with the foregoing will not have a Material Adverse Effect.
Payments and Compliance. With respect to each Employee Plan/Agreement, (i) all payments due from any Target to date have been made and (ii) all amounts properly accrued to date as liabilities of any Target which have not been paid have been properly recorded on the books of such Target.
Payments and Compliance. With respect to each Employee Plan/Agreement, (i) all payments due from Company to date have been made and all amounts properly accrued to date as Liabilities of Company (and all amounts not yet accrued but which will accrue or become due with respect to periods of employment prior to the Closing Date) which have not been paid and will be paid by the Company or will be reflected in the Final Closing Balance Sheet; (ii) Company has substantially complied with, and each such Employee Plan/Agreement conforms in all material respects in form and operation to, all applicable laws and regulations, including but not limited to ERISA and the Code, and (iii) there are no actions, suits or claims pending (other than routine claims for benefits) or threatened with respect to such Employee Plan/Agreement or against the assets of such Employee Plan/Agreement.
Payments and Compliance. With respect to each U.S. Polycom Plan, except as would not reasonably be expected to result in a material liability to Polycom and its Subsidiaries, taken as a whole: (i) all contributions, premium payments, and other payments due under the plan have been completely and timely made; (ii) each Polycom Company and the plan administrators and fiduciaries (within the meaning of ERISA) have funded, administered and maintained the plan in material compliance with its terms and all applicable Laws and Orders, including ERISA, COBRA, the Affordable Care Act, and the Code; (iii) all reports and information required to be filed with any Governmental Authority or provided to participants, alternate payees and/or their beneficiaries have been timely filed or provided and, when filed or provided, were correct and complete, (iv) if intended to qualify under Section 401 of the Code, the plan has received a favorable determination, opinion, or advisory letter from the IRS on which the plan sponsor may rely with respect to such qualification and nothing has occurred that has caused or could reasonably be expected to cause the loss of such qualification; (v) no U.S. Polycom Plan is under, and neither Polycom nor any of its Subsidiaries has received any notice with respect to a U.S. Polycom Plan of, an audit or investigation by the IRS, DOL, PBGC, or any other Governmental Authority; (vi) no U.S. Polycom Plan provides any employer premium subsidies with respect to post-retirement health and welfare benefits or for any current or former employee of Polycom or any of its Subsidiaries (or any dependents or beneficiaries thereof), other than in connection with severance benefits; and (vii) no proceeding is pending or, to the Knowledge of Polycom, threatened against any U.S. Polycom Plan (other than routine claims for benefits and appeals of such claims), any trustee or fiduciaries thereof, any of the assets of any trust of the U.S. Polycom Plan, or any of Polycom or its Subsidiaries related to any such plan; and (vii) no condition or circumstance exists that could reasonably be expected to subject Polycom or any of its Subsidiaries or any U.S. Polycom Plan to penalties or excise Taxes under Sections 4908H or 4980I of the Code. Further, each Polycom Company has maintained adequate records to enable it to comply with any reporting obligations it may have under Sections 6055 and 6056 of the Code.
Payments and Compliance. With respect to each employee benefit plan, (a) all payments due from Seller to date have been made and all amounts properly
