Common use of Qualification; Compliance Clause in Contracts

Qualification; Compliance. Except as set forth in Section 3.18(d) of the Parent Disclosure Schedule, each of the Parent Benefit Plans (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to be "qualified" within the meaning of Section 401(a) of the Code has been determined by the IRS to be so qualified, and, to the best knowledge of Parent, no circumstances exist that are reasonably expected by Parent to result in the revocation of any such determination. Parent is in compliance in all material respects with, and each Parent Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) is and has been operated in all material respects in compliance with, all applicable laws, rules and regulations governing such plan, including, without limitation, ERISA and the Code. Each Parent Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to provide for the deferral of income, the reduction of salary or other compensation, or to afford other income tax benefits, complies with the material requirements of the applicable provisions of the Code or other laws, rules and regulations required to provide such income tax benefits.

Appears in 2 contracts

Samples: Merger Agreement (Sempra Energy), Merger Agreement (K N Energy Inc)

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Qualification; Compliance. Except as set forth in Section 3.18(d2.10(d) of the Parent Company Disclosure Schedule, each of the Parent Company Benefit Plans (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to be "qualified" within the meaning of Section 401(a) of the Code has been determined by the IRS to be so qualified, and, to the best knowledge of Parentthe Company, no circumstances exist that are reasonably expected by Parent the Company to result in the revocation of any such determination. Parent The Company is in compliance in all material respects with, and each Parent Company Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) is and has been operated in all material respects in compliance with, all applicable laws, rules and regulations governing such plan, including, without limitation, ERISA and the Code. Each Parent Company Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to provide for the deferral of income, the reduction of salary or other compensation, or to afford other income tax benefits, complies with the material requirements of the applicable provisions of the Code or other laws, rules and regulations required to provide such income tax benefits.

Appears in 2 contracts

Samples: Merger Agreement (K N Energy Inc), Merger Agreement (Sempra Energy)

Qualification; Compliance. Except as set forth in Section 3.18(d4.10(d) of the Parent Company Disclosure Schedule, each of the Parent Company Benefit Plans (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to be "qualified" within the meaning of Section 401(a) of the Code has been determined by the IRS to be so qualified, and, to the best knowledge of Parentthe Company, no circumstances exist that are reasonably expected by Parent the Company to result in the revocation of any such determination. Parent The Company is in compliance in all material respects with, and each Parent Company Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) is and has been operated in all material respects in compliance with, all applicable laws, rules and regulations governing such plan, including, without limitation, ERISA and the Code. Each Parent Company Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to provide for the deferral of income, the reduction of salary or other compensation, or to afford other income tax benefits, complies with the material requirements of the applicable provisions of the Code or other laws, rules and regulations required to provide such income tax benefits.

Appears in 2 contracts

Samples: Merger Agreement (Morgan Associates Inc), Merger Agreement (Kinder Richard D)

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Qualification; Compliance. Except as set forth in Section 3.18(d4.10(d) of the Parent Company Disclosure Schedule, each of the Parent Company Benefit Plans (other than any multiemployer plan as defined in Section 3(37) of ERISA) intended to be "qualified" within the meaning of Section 401(a) of the Code has been determined by the IRS to be so qualified, and, to the best knowledge of Parentthe Company, no circumstances exist that are reasonably expected by Parent the Company to result in the revocation of any such determination. Parent The Company is in compliance in all material respects with, and each Parent Company Benefit Plan (other than any multiemployer plan as defined in Section 3(37) of ERISA) is and has been operated in all material respects in compliance with, all applicable laws, rules and regulations governing such plan, including, without limitation, ERISA and the Code. Each Parent Company Benefit Plan (other than any multiemployer multiemp1oyer plan as defined in Section 3(37) of ERISA) intended to provide for the deferral of income, the reduction of salary or other compensation, or to afford other income tax benefits, complies with the material requirements of the applicable provisions of the Code or other laws, rules and regulations required to provide such income tax benefits.

Appears in 1 contract

Samples: Merger Agreement (K N Energy Inc)

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