Pension Reform Act of 1974. The Company has not incurred any material accumulated Unfunded Deficiency within the meaning of ERISA nor has it incurred any material liability to the Pension Benefit Guaranty Corporation ("PBGC") established under ERISA (or any successor thereto under ERISA) in connection with any Plan established or maintained by the Company, and the Company is in full compliance in all material respects with all provisions of ERISA.
Pension Reform Act of 1974. Neither the purchase of the Notes by you nor the consummation of any of the other transactions contemplated by this Agreement is or will constitute a "prohibited transaction" within the meaning of Section 4975 of the Internal Revenue Code of 1986, as amended (the "Code"), or Section 406 of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The Internal Revenue Service has issued a determination that each "employee pension benefit plan," as defined in Section 3 of ERISA (a "Plan"), established, maintained or contributed to by the Company or any Subsidiary (except for any Plan which is unfunded and maintained primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees) is qualified under Section 401(a) and related provisions of the Code and that each related trust or custodial account is exempt from taxation under Section 501(a) of the Code. All Plans of the Company or any Subsidiary comply in all material respects with ERISA and other applicable laws. There exist with respect to the Company or any Subsidiary no "multi-employer plans," as defined in the Multiemployer Pension Plan Amendments Act of 1980, for which a material withdrawal or termination liability may be incurred. There exist with respect to all Plans or trusts established or maintained by the Company or any Subsidiary: (i) no accumulated funding deficiency within the meaning of ERISA; (ii) no termination of any Plan or trust which could result in any liability to the Pension Benefit Guaranty Corporation ("PBGC") or any "reportable event," as that term is defined in ERISA, which could constitute grounds for termination of any Plan or trust by the PBGC; and (iii) no "prohibited transaction," as that term is defined in ERISA, which could
Pension Reform Act of 1974. Except as set forth in the Solutions Schedules, Solutions does not have any unfunded pension liability to the Pension Benefit Guaranty Corporation or any other person or entity in connection with any retirement, pension plan, or similar arrangement.
Pension Reform Act of 1974. Neither CTI nor NewCo have any unfunded pension liability to the Pension Benefit Guaranty Corporation or any other person or entity in connection with any retirement, pension plan, or similar arrangement.
Pension Reform Act of 1974. Neither the purchase of the Notes by you nor the consummation of any of the other transactions contemplated by this Agreement is or will constitute a "prohibited transaction" within the meaning of Section 4975 of the Code or Section 406 of ERISA. The Company and each ERISA Affiliate are in substantial compliance with all applicable provisions and requirements of ERISA with respect to each Employee Benefit Plan, and have substantially performed all their obligations under each Employee Benefit Plan. There are no actions, suits or claims (other than routine claims for benefits) pending or threatened against any Employee Benefit Plan or its assets liability for which would constitute a Material Adverse Effect, and, to the best knowledge of Company, no facts exist which could give rise to any such actions, suits or claims. Except as disclosed in the attached Annex IV, within the period of five years ending on the Closing Date, no ERISA Event has occurred, there is no unpaid liability of Company or any ERISA Affiliate that arose in connection with any ERISA Event that occurred prior to such five-year period and no ERISA Event is reasonably expected to occur with respect to any Employee Benefit Plan.
Pension Reform Act of 1974. Neither the Company nor any Material Subsidiary has incurred any material accumulated funding deficiency within the meaning of the Employee Retirement Income Security Act of 1974, as amended, or has incurred any material liability (which has become due but which has not been paid) to the Pension Benefit Guaranty Corporation established under such Act (or any successor thereto under such Act) in connection with any employee benefit plan established or maintained by the Company or any Material Subsidiary.
Pension Reform Act of 1974. Neither the execution and delivery of this Agreement and the other Loan Documents nor the consummation of any of the transactions contemplated thereunder is or will constitute a "prohibited transaction" within the meaning of Section 4975 of the Internal Revenue Code of 1986, as amended (the "Code"), or Section 406 of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The Internal Revenue Service has issued a determination that each "employee pension benefit plan," as defined in Section 3 of ERISA (a "Plan"), established, maintained or contributed to by the Borrower or any Subsidiary (except for any Plan which is unfunded and maintained primarily for the purpose of providing deferred compensation and supplemental retirement benefits for a select group of management or highly compensated employees) is qualified under Section 401(a) and related provisions of the Code and that each related bug or custodial account is exempt from taxation under Section 501(a) of the Code. All Plans of the Borrower or any Subsidiary comply in all material respects with ERISA and other applicable laws. There exist with respect to the Borrower or any Subsidiary no "multiemployer plans," as defined in Section 4001(a)(3) of ERISA, for which a material withdrawal or termination liability may be incurred. There exist with respect to all Plans or trusts established or maintained by the Borrower or any Subsidiary: (i) no material accumulated funding deficiency within the meaning of ERISA; (ii) no termination of any Plan or trust which would result in any material liability to the Pension Benefit Guaranty Corporation ("PBGC") or any "reportable event," as that term is defined in ERISA, which is likely to constitute grounds for termination of any Plan or trust by the PBGC; and (iii) no "prohibited transaction," as that term is defined in ERISA, which is likely to subject any Plan, trust or party dealing with any such Plan or trust to any material tax or penalty on prohibited transactions imposed by Section 4975 of the Code. As of the last valuation
Pension Reform Act of 1974. Except as set forth in the Source Schedules, Source does not have any unfunded pension liability to the Pension Benefit Guaranty Corporation or any other person or entity in connection with any retirement, pension plan or similar arrangement.
Pension Reform Act of 1974. NDSCo does not have any unfunded pension liability to the Pension Benefit Guaranty Corporation or to any other person or entity in connection with any retirement or pension plan or similar arrangement.
Pension Reform Act of 1974. ATC does not have any unfunded pension liability to the Pension Benefit Guaranty Corporation or to any other person or entity in connection with any retirement or pension plan or similar arrangement.
