Common use of Plans and Material Documents Clause in Contracts

Plans and Material Documents. Schedule 3.12(a) of the Disclosure Schedule lists all employee benefit plans (as defined under Section 3(3) of ERISA) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, to which the Company, Xxxxx, or any other Subsidiary is a party, with respect to which the Company, Xxxxx, or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, or any other Subsidiary (collectively, the "Plans"). The Company has furnished the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most recently filed IRS Form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (v) the most recently prepared actuarial report and financial statement in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a) of the Disclosure Schedule, the Company, Xxxxx or any other Subsidiary does not have any express or implied commitment, (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual or (iii) to modify, change or terminate any Plan (other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx or any other Subsidiary.

Plans and Material Documents. Schedule 3.12(a11.15(a) of the Disclosure Schedule lists all employee benefit plans (as defined under Section 3(3) of or ERISA) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs programs, or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, to which the Company, Xxxxx, Compost or any other Subsidiary is a party, with respect to which the Company, Xxxxx, Compost or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, Compost or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, Compost or any other Subsidiary (collectively, the "PlansPlan"). The Company Compost has furnished the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most moist recently filed IRS Form form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (v) the most recently prepared actuarial report and financial statement in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a11.15(a) of the Disclosure Schedule, the Company, Xxxxx Compost or any other Subsidiary does not have any express or implied commitment, (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual or (iii) to modify, change or terminate any Plan (other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx Compost or any other Subsidiary.

Plans and Material Documents. Schedule 3.12(aSection 4.21(a) of the Disclosure Schedule lists (i) all employee benefit plans (as defined under in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, agreements to which the Company, Xxxxx, Company or any other Subsidiary is a party, with respect to which the Company, Xxxxx, Company or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, Company or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, Company or any other Subsidiary, (ii) each employee benefit plan for which the Company or any Subsidiary could incur liability under Section 4069 of ERISA in the event such plan has been or were to be terminated, (iii) any plan in respect of which the Company or any Subsidiary could incur liability under Section 4212(c) of ERISA, and (iv) any contracts, arrangements or understandings between the Company or any of its Affiliates and any employee of the Company or of any Subsidiary, including any contracts, arrangements or understandings relating to the sale of the Company (collectively, the "“Plans"”). The Company has Each Plan is in writing and the Sellers have furnished or made available to the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: each material document prepared in connection with each such Plan, including, where applicable a copy of (iA) each trust or other funding arrangement, (iiB) each summary plan description and summary of material modifications, (iiiC) the most recently filed IRS Form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (vD) the most recently prepared actuarial report and financial statement statement, if any, in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a) of Neither the Disclosure Schedule, the Company, Xxxxx or Company nor any other Subsidiary does not have has any express or implied commitment, whether legally enforceable or not, (iI) to create, incur liability with respect to to, or cause to exist exist, any other employee benefit plan, program or arrangement, (iiII) to enter into any contract or agreement to provide compensation or benefits to any individual individual, or (iiiIII) to modify, change or terminate any Plan (Plan, other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx or any other Subsidiary.

Plans and Material Documents. Schedule 3.12(a) Section 3.20 of the Disclosure Schedule lists (i) all employee benefit plans (as defined under in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)) and all bonus, stock unit option, stock unit purchase, restricted stockunit, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable formal or notinformal, whether or not in writing, to which the Company, Xxxxx, or any other Subsidiary Seller is a party, with respect to which the Company, Xxxxx, or any other Subsidiary Seller has any obligation or which that are maintained, contributed to or sponsored by the Company, Xxxxx, or any other Subsidiary Seller for the benefit of any current or former employee, officer or director of the CompanySeller, Xxxxx(ii) any contracts, arrangements or understandings between the Seller and any other Subsidiary employee of the Seller, including any contracts, arrangements or understandings relating to the sale of the Business (all such items listed thereon, collectively, the "“Plans"”). The Company Seller has furnished provided to the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: each material document prepared in connection with each such Plan, including a copy of (i) each trust or other funding arrangement, (ii) each summary plan description and description, summary of material modificationsmodifications or other document used to communicate the terms of the Plan to Participants, (iii) the most recently filed IRS Form 5500, (iv) the most recently received IRS determination letter for each such Plan, Plan and (v) the most recently prepared actuarial report and financial statement statements in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a) of the Disclosure Schedule, the Company, Xxxxx or any other Subsidiary The Seller does not have any express or implied commitment, whether legally enforceable or not, to (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual individual, or (iii) to modify, change or terminate any Plan (Plan, other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx or any other Subsidiary.

Plans and Material Documents. Schedule 3.12(a) of the Disclosure Schedule lists all employee benefit plans (as defined under Section 3(3) of ERISA) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, to which the Company, Xxxxx, Company or any other Subsidiary is a party, with respect to which the Company, Xxxxx, Company or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, Company or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, Company or any other Subsidiary (collectively, the "Plans"). The Company has furnished the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most recently filed IRS Form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (v) the most recently prepared actuarial report and financial statement in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a) of the Disclosure Schedule, the Company, Xxxxx Company or any other Subsidiary does not have any express or implied commitment, (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual or (iii) to modify, change or terminate any Plan (other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx Company or any other Subsidiary.