Common use of Qualified Retirement Plan Compliance Clause in Contracts

Qualified Retirement Plan Compliance. With respect to each Benefit Plan which is an employee pension benefit plan (as defined in Section 3(2) of ERISA) other than any such plan that meets the "top-hat" exception under Section 201(1) of ERISA (a "Qualified Benefit Plan"): (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to below) satisfies the requirements of Section 401(a) of the Code, as amended by all the laws referred to in Section 1 of Revenue Procedure 93-39, such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections 4.02 through 4.04 of Revenue Procedure 93-39; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure Schedule, such Qualified Benefit Plan has been maintained in accordance with and continues to be in material compliance with all qualification requirements of Section 401(a) of the Code; (d) such Qualified Benefit Plan has been maintained in accordance with and continues to be in substantial compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (e) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "ESOP Qualified Benefit Plan") is in material compliance with the applicable qualification requirements of Section 409 of the Code; (f) any Qualified Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("PBGC") were fully satisfied; and (g) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt status.

Qualified Retirement Plan Compliance. With respect to each Benefit Plan which is an employee pension benefit plan (as defined in Section section 3(2) of ERISA) other than any such plan that meets the "top-hat" exception under Section section 201(1) of ERISA (a "Qualified Benefit Plan"): ), except as disclosed on Schedule 1: (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to belowamendments) satisfies satisfied the requirements of Section section 401(a) of the Code, as amended by all of the laws referred to in Section 1 of Revenue Procedure 93-39, such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections sections 4.02 through 4.04 of Revenue Procedure 93-39; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure Schedule, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in material compliance with all qualification requirements of Section 401(a) of the Code; (dc) such Qualified Benefit Plan has been maintained in accordance with and continues to be is in substantial compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (ed) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "ESOP Qualified Benefit Plan") is in material compliance with the applicable qualification requirements of Section 409 of the Code; (fe) any previously terminated Qualified Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("PBGC") were fully satisfied; and (gf) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should do not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt statusplans.

Qualified Retirement Plan Compliance. With respect to each Benefit Plan which is an employee pension benefit plan (as defined in Section section 3(2) of ERISA) other than any such plan that meets the "top-hat" exception under Section section 201(1) of ERISA (a "Qualified Benefit Plan"): ), except as disclosed on Schedule 1: (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to below) satisfies satisfied the requirements of Section section 401(a) of the Internal Revenue Code of 1986, as amended through the date hereof (the "Code"), as amended by all of the laws referred to in Section 1 of Revenue Procedure 93-39, such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections sections 4.02 through 4.04 of Revenue Procedure 93-39; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements best knowledge of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure ScheduleCitFed Bancorp, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in material compliance with all qualification requirements of Section 401(a) of the Code; (dc) to the best knowledge of CitFed Bancorp, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in substantial compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (ed) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "ESOP Qualified Benefit Plan") is in material compliance with the applicable qualification requirements of Section 409 of the Code; and (fe) any previously terminated Qualified Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("PBGC") were fully satisfied; and (g) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt status.

Qualified Retirement Plan Compliance. With respect to each Benefit Plan which is an employee pension benefit plan (as defined in Section section 3(2) of ERISA) other than any such plan that meets the "top-hat" exception under Section section 201(1) of ERISA (a "Qualified Benefit Plan"): ), except as disclosed on the Delphos Schedules: (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to belowamendments) satisfies satisfied the requirements of Section section 401(a) of the Code, as amended by all the laws referred to in Section 1 of Revenue Procedure 93-39, such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections 4.02 through 4.04 of Revenue Procedure 93-39amended; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure Schedule, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in material compliance with all qualification requirements of Section 401(a) of the Code; (dc) such Qualified Benefit Plan has been maintained in accordance with and continues to be is in substantial compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (ed) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "ESOP Qualified Benefit Plan") is in material compliance with the applicable qualification requirements of Section 409 of the Code; (fe) any previously terminated Qualified Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("PBGC") were fully satisfied; and (gf) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should do not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt statusplans.

Qualified Retirement Plan Compliance. With respect to each Benefit Plan which is an employee pension benefit plan (as defined in Section section 3(2) of ERISA) other than any such plan that meets the "top-hat" exception under Section section 201(1) of ERISA (a "Qualified Benefit Plan"): ), except as disclosed on the UBI Schedules: (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to belowamendments) satisfies satisfied the requirements of Section section 401(a) of the Code, as amended by all the laws referred to in Section 1 of Revenue Procedure 93-39, such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections 4.02 through 4.04 of Revenue Procedure 93-39amended; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure Schedule, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in material compliance with all qualification requirements of Section 401(a) of the Code; (dc) such Qualified Benefit Plan has been maintained in accordance with and continues to be is in substantial compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (ed) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "ESOP Qualified Benefit Plan") is in material compliance with the applicable qualification requirements of Section 409 of the Code; (fe) any previously terminated Qualified Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("PBGC") were fully satisfied; and (gf) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should do not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt statusplans.

Qualified Retirement Plan Compliance. With respect to each Benefit Plan which is an employee pension benefit plan (as defined in Section section 3(2) of ERISA) other than any such plan that meets the "top-hat" exception under Section section 201(1) of ERISA (a "Qualified Benefit Plan"): ), except as disclosed on Schedule 1: (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to belowamendments) satisfies satisfied the requirements of Section section 401(a) of the Code, as amended by all of the laws referred to in Section 1 of Revenue Procedure 93-39, such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections sections 4.02 through 4.04 of Revenue Procedure 93-39; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure Schedule, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in material compliance with all qualification requirements of Section 401(a) of the Code; (dc) such Qualified Benefit Plan has been maintained in accordance with and continues to be is in substantial compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (ed) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "ESOP Qualified Benefit Plan") is in material compliance with the applicable qualification requirements of Section 409 of the Code; (fe) any previously terminated Qualified 13NEXT PAGE Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("PBGC") were fully satisfied; and (gf) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should do not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt statusplans.

Qualified Retirement Plan Compliance. With respect to each BSC Benefit Plan which is an employee pension benefit plan (as defined in Section section 3(2) of ERISA) other than any such plan that meets the "“top-hat" ” exception under Section section 201(1) of ERISA (a "“Qualified Benefit Plan"): ”), except as disclosed on the BSC Schedules: (a) the IRS has issued a determination letter which determined that such Qualified Benefit Plan (as amended by any and all amendments other than the GUST amendment referred to belowamendments) satisfies satisfied the requirements of Section section 401(a) of the Code, as amended by all the laws referred to in Section 1 of Revenue Procedure 93-39, or such determination letter has not been revoked or threatened to be revoked by the IRS, and the scope of such determination letter is complete and does not exclude consideration of any of the requirements or matters referred to in Sections 4.02 through 4.04 of Revenue Procedure 93-39required; (b) such Qualified Benefit Plan has been timely amended and submitted to the IRS with a timely application for determination letter to meet the requirements of "GUST" (i.e., all the legislation referred to in IRS Announcement 2001-77), and Franklin has taken or will take all actions necessary to obtain the favorable IRS determination letter; (c) except as listed in the Disclosure Schedule, such Qualified Benefit Plan has been maintained in accordance with and continues to be is in material compliance with all qualification requirements of Section 401(a) of the Code; (dc) such Qualified Benefit Plan has been maintained is in accordance with and continues to be in substantial material compliance with all notice, reporting and disclosure requirements of ERISA and the Code; (ed) any Qualified Benefit Plan which is an ESOP as defined in Section 4975(e)(7) of the Code (an "“ESOP Qualified Benefit Plan"”) is in material compliance with the applicable qualification requirements of Section 409 of the Code; (fe) any previously terminated Qualified Benefit Plan terminated within the last five years was terminated in material compliance with the requirements of ERISA and the Code, has received a favorable determination letter therefor, and the liabilities of such Qualified Benefit Plan and the requirements of the Pension Benefit Guaranty Corporation ("“PBGC"”) were fully satisfied; and (gf) any and all plan documents and amendments to the Qualified Benefit Plans not covered by an IRS determination letter should do not adversely affect the qualified and tax exempt status of such plans and there are no amendments that are required to continue such tax exempt statusplans.