Common use of Savings Plans Clause in Contracts

Savings Plans. (i) As of the date of this Agreement, Transferred Employees participate in the defined contribution plans listed in Schedule 6.2(b) (collectively referred to as the "Seller Savings Plans"). Except as provided in Section 6.2(b)(v), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Savings Plans on and after the Closing Date. (ii) Purchaser shall take all action necessary and appropriate to ensure that, as soon as practicable after the Closing Date, Purchaser maintains or adopts one or more savings plans (hereinafter referred to in the aggregate as the "Purchaser Savings Plans" and individually as the "Purchaser Savings Plan") effective as of the Closing Date and to ensure that each Purchaser Savings Plan satisfies the following requirements as of the Closing Date: (A) the Purchaser Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (B) the Purchaser Savings Plan does not exclude Transferred Employees from eligibility to participate therein; (C) the Purchaser Savings Plan permits Transferred Employees to make before-tax contributions (under Section 401(k) of the Code) and provides for matching contributions by Purchaser; and (D) the Purchaser Savings Plan does not violate the requirements of any applicable collective bargaining agreement. (iii) The terms of the Purchaser Savings Plans, or each such Purchaser Savings Plan, shall provide that the Transferred Employees shall have the right to make direct rollovers to such plan of their accounts in a Seller Savings Plan, including a direct rollover of any notes evidencing loans made to such Transferred Employees; provided, that in no event shall the Purchaser Savings Plans be required to accept the transfer of Dynegy common stock; and provided, further, that Purchaser's obligation to accept rollovers of loans shall be limited as follows: (A) only loans to Transferred Employees who elect to roll over their entire account balances, and who are not in default with respect to their loans at the time of the rollover, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Savings Plans as necessary to ensure that the rollovers are permitted to take place in accordance with this Section 6.2(b)). (iv) Within 90 days after the Closing Date, Seller shall deliver to Purchaser a list of the Transferred Employees covered by the Seller Savings Plans, together with each Transferred Employee's service under each of the Seller Savings Plans as of the Closing Date. (v) Seller shall contribute all Transferred Employees' contributions that are based on compensation received prior to the Closing Date and shall make all required matching contributions with respect to the Transferred Employees' contributions to the Seller Savings Plans that are (A) eligible for matching and (B) made while employed by Seller or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Savings Plans with respect to contributions made at the same time as the Transferred Employees' contributions.

Savings Plans. (i) As of the date of this Agreement, Transferred Acquired Company Employees and Business Employees participate in the defined contribution plans listed in Section 10.1(m) of the Seller Disclosure Schedule 6.2(b) (collectively referred to as the "Seller Savings PlansSELLER SAVINGS PLANS"). Except as provided in Section 6.2(b)(v), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Savings Plans on and after the Closing Date. (ii) Purchaser shall take all action necessary and appropriate to ensure that, as soon as practicable after the Closing Date, Purchaser maintains or adopts one or more savings plans (hereinafter referred to in the aggregate as the "Purchaser Savings PlansPURCHASER SAVINGS PLANS" and individually as the "Purchaser Savings PlanPURCHASER SAVINGS PLAN") effective as of soon as practicable following the Closing Date and to ensure that each Purchaser Savings Plan satisfies the following requirements as of soon as practicable following the Closing Date: (A) the Purchaser Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (B) the each Transferred Employee is eligible to participate in a Purchaser Savings Plan does not exclude Transferred Employees from eligibility to participate therein; (C) the Purchaser Savings Plan that permits Transferred Employees him or her to make before-tax contributions (under Section 401(k) of the Code) and receive loans on a basis at least as favorable as under the applicable Seller Savings Plan and provides for matching contributions by Purchaser; and (DC) the Purchaser Savings Plan does not violate the requirements of any applicable collective bargaining agreement. (iii) The terms of the Purchaser Savings Plans, or each such Purchaser Savings Plan, shall provide that the each Transferred Employees Employee shall have the right to make a direct rollovers rollover to such plan a Purchaser Savings Plan of their accounts his or her account in a Seller Savings Plan, including a direct rollover of any notes evidencing loans made to such Acquired Company Employee or Transferred EmployeesEmployee; provided, provided that in no event shall the Purchaser Savings Plans be required to accept the transfer of Dynegy common stock; and provided, further, that Purchaser's obligation to accept rollovers of loans shall be limited as follows: (A) only loans to each Transferred Employees Employee who elect elects to roll over their an account in a Seller Savings Plan must roll over his or her entire account balances, and who are not in default with respect balance (including a rollover of any notes evidencing loans made to their loans at the time of the rollover, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Savings Plans as necessary to ensure that the rollovers are permitted to take place in accordance with this Section 6.2(b)Transferred Employee). (iv) Within 90 60 days after the Closing Date, Seller shall deliver to Purchaser a list of the Transferred Employees covered by the Seller Savings Plans, together with each Transferred Employee's service under each of the Seller Savings Plans as of the Closing Date. (v) Seller shall contribute all Transferred Employees' contributions that are based on compensation received prior to the Closing Date and shall make all required matching contributions with respect to the Transferred Employees' contributions to the Seller Savings Plans that are (A) eligible for matching and (B) made while employed by Seller or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Savings Plans with respect to contributions made at the same time as the Transferred Employees' contributions.

Savings Plans. (iA) As of the date of this Agreement, Transferred Employees participate in the defined contribution plans listed in Schedule 6.2(b) (collectively referred to as the "Seller Savings Plans"). Except as provided in Section 6.2(b)(v), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Savings Sayings Plans on and after the Closing Date. (iiB) Purchaser shall, or shall cause one or more of its Designated Affiliates to, take all action necessary and appropriate to ensure that, as soon as practicable after the Closing Date and, effective as of the Closing Date, Purchaser maintains or adopts one or more of its Designated Affiliates (including the Acquired Companies) has in effect one or more savings plans (hereinafter referred to in the aggregate as the "“Purchaser Savings Plans" ” and individually as the "“Purchaser Savings Sayings Plan"”) effective as of the Closing Date and to ensure that each Purchaser Savings Plan satisfies meeting the following requirements as of the Closing Daterequirements: (AI) the each Purchaser Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (BII) the each Transferred Employee is eligible to participate in a Purchaser Savings Plan does not exclude Transferred Employees from eligibility to participate therein; (C) the Purchaser Savings Plan that permits Transferred Employees him or her to make before-tax contributions (under Section 401(k40.1(k) of the Code) and provides for matching contributions by Purchaserto take participant loans on a basis at least as favorable as under the applicable Seller Savings Plan; and (DIII) the each Purchaser Savings Plan does not violate the in which Represented Employees are eligible to participate satisfies any applicable requirements of any applicable collective bargaining agreementthe relevant Collective Bargaining Agreement(s). (iiiC) The terms of the Purchaser Savings Plans, or each such Purchaser Savings Plan, shall provide that the each Transferred Employees Employee shall have the right to make a direct rollovers rollover to such plan a Purchaser Savings Plan of their accounts his or her account in a Seller Savings Plan, including a direct rollover of any notes evidencing loans made to such Transferred EmployeesEmployee; provided, provided that in no event shall the Purchaser Savings Plans be required to accept the transfer of Dynegy common stock; and provided, further, that Purchaser's obligation to accept rollovers of loans shall be limited as follows: (A) only loans to each Transferred Employees Employee who elect elects to roll over their an account in a Seller Savings Plan must roll over his or her entire account balances, and who are not in default with respect balance (including a rollover of any notes evidencing loans made to their loans at the time of the rollover, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Savings Plans as necessary to ensure that the rollovers are permitted to take place in accordance with this Section 6.2(b)Transferred Employee). (ivD) Within 90 days As soon as practicable after the Closing Date, Seller (shall deliver to Purchaser or one or more of its Designated Affiliates a list of the Transferred Employees covered by the Seller Savings Plans, together with each Transferred Employee's ’s service under each of the Seller Savings Plans as of the Closing Date. (v) Seller shall contribute all Transferred Employees' contributions that are based on compensation received prior to the Closing Date and shall make all required matching contributions with respect to the Transferred Employees' contributions to the Seller Savings Plans that are (A) eligible for matching and (B) made while employed by Seller or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Savings Plans with respect to contributions made at the same time as the Transferred Employees' contributions.

Savings Plans. (i1) As of the date of this Agreement, Transferred Employees participate in the defined contribution plans listed in on Schedule 6.2(b6.2(a)(1) (collectively referred to as the "Seller Parent Savings Plans"). Except as provided in Section 6.2(b)(v6.2(a)(7), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Parent Savings Plans on and after the Closing Date. (ii2) Purchaser Buyer shall take all action necessary and appropriate to ensure that, as soon as practicable after the Closing Date, Purchaser Buyer or the Company or its Subsidiaries maintains or adopts one or more savings plans (hereinafter referred to in the aggregate as the "Purchaser Buyer Savings Plans" and individually as the a "Purchaser Buyer Savings Plan") effective as of the Closing Date and to ensure that each Purchaser Savings Plan satisfies of the following requirements is satisfied as of the Closing DateDate and for the period thereafter ending on the later of the one-year anniversary of the Closing Date or December 31, 2002: (Ai) the Purchaser each such Buyer Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (Bii) the Purchaser each such Buyer Savings Plan does not exclude provides that STOCK PURCHASE AGREEMENT 44 50 Transferred Employees from eligibility shall be immediately eligible to participate therein; (Ciii) the Purchaser each such Buyer Savings Plan permits Transferred Employees to make before-tax contributions (under Section 401(k) of the Code) and provides for matching contributions by Purchaserthe Company or its Subsidiaries or Buyer under provisions for before-tax and matching contributions that are no less favorable to Transferred Employees than those provided under the Parent Savings Plans immediately prior to the Closing Date; (iv) at least one Buyer Savings Plan applicable to each Transferred Employee provides for nonelective employer contributions for Transferred Employees in an amount equal to at least 5% of each Transferred Employee's wages (as defined in the Lockheed Marxxx Xxrporation Capital Accumulation Plan) or, in the case of a Transferred Employee or an Affiliate Employee who prior to Closing was covered by the Lockheed Marxxx Xxrporation Operations Support Savings Plan, at least 3% of each Transferred Employees wages (as defined in such plan); and (Dv) the Purchaser each such Buyer Savings Plan does not violate provides that a Transferred Employee who becomes a participant will be immediately fully vested in his or her account balance. Within the thirty (30) day period immediately preceding any transfer of assets and liabilities from a Parent Savings Plan to a Buyer Savings Plan pursuant to this Section 6.2(a), Buyer shall provide Sellers with a written certification, in a form acceptable to Sellers, that the Buyer Savings Plan satisfies each of the requirements of any applicable collective bargaining agreementset forth in this Section 6.2(a)(2). (iii3) The terms of the Purchaser Buyer Savings PlansPlan, or each such Purchaser Buyer Savings Plan, shall provide that the Transferred Employees shall have the right to make direct rollovers to such plan of their accounts in a Seller Parent Savings Plan, including including, if the direct rollover is made within six months after the Closing Date, a direct rollover of any investments in Parent stock and any notes evidencing loans made to such Transferred Employees; provided. However, if Sellers reasonably determine that in no event an immediate distribution from a Parent Savings Plan is impermissible under the Code, Buyer shall the Purchaser cause a Buyer Savings Plans be required Plan to accept the a transfer of Dynegy common stock; assets and provided, further, that Purchaser's obligation to accept rollovers of loans shall be limited as follows: (A) only loans to Transferred Employees who elect to roll over their entire account balances, and who are not in default liabilities with respect to the Transferred Employees from that Parent Savings Plan at such time and in such form as agreed upon by Sellers and Buyer. After the date of any transfer of assets and liabilities pursuant to this Section 6.2(a), Buyer and the Buyer Savings Plans shall assume all liabilities for the benefits payable to or with respect to such Transferred Employees under the Parent Savings Plans, and Sellers and the Parent Savings Plans and their loans at implementing trust shall retain no liability for such benefits. Buyer may require after December 31, 2002 any Transferred Employees with account balances under a Buyer Savings Plan invested in Parent stock to liquidate such investments and reallocate the time proceeds in one or more of the rollover, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate other investment options offered under the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Buyer Savings Plans as necessary to ensure that the rollovers are permitted to take place in accordance with this Section 6.2(b))Plan. (iv4) Within 90 days For purposes of eligibility and vesting under the Buyer Savings Plans, each Transferred Employee shall be credited with service as of the Closing Date as determined under the terms of the Parent Savings Plans. As soon as practicable after the Closing Date, Seller Sellers shall deliver to Purchaser Buyer a list of the Transferred Employees covered by the Seller Parent Savings Plans, together with each Transferred Employee's service under each of the Seller Parent Savings Plans as of the Closing Date. (v5) Seller In connection with any transfer of assets and liabilities pursuant to this Section 6.2(a), Sellers and Buyer shall contribute cooperate with each other in making all appropriate filings required by the Code or ERISA and the regulations thereunder, and the transfer of assets and liabilities pursuant to this Section 6.2(a) shall not take place until as soon as practicable after the date Sellers have delivered to Buyer a copy of the determination letter for the Parent Savings Plans and Buyer has delivered to Sellers: (i) a copy of the Buyer Savings Plan including provisions which Sellers determine permit such a transfer and (ii) certification that on or before December 31, 2001, Buyer will apply for a determination letter from the IRS that the Buyer Savings Plan is qualified under section 401(a) and, if applicable, 401(k) of the Code, and will STOCK PURCHASE AGREEMENT 45 51 take all action required by the IRS to receive such determination letter including but not limited to adoption of any amendments to the Buyer Savings Plan required by the IRS as a condition to such qualification. (6) As soon as practicable after the Closing Date, Sellers shall deliver to Buyer a list of the Transferred Employees who have outstanding loans under the Parent Savings Plans, together with copies of such Transferred Employees' contributions that are based on compensation received prior notes, disclosure statements, and security agreements under the Parent Savings Plans. Subject to obtaining the consent of the applicable Transferred Employee if required by law, from the Closing Date until the earliest of: (A) the actual date of transfer of assets and liabilities pursuant to this Section 6.2(a); (B) the full amortization of the Transferred Employee's indebtedness; or (C) the last date on which Buyer or one of its Affiliates pays remuneration to the Transferred Employee, Buyer or its Affiliates shall (xx) continue the payroll deductions pursuant to which each such Transferred Employee is discharging indebtedness to a Parent Savings Plan and (yy) cause the prompt transfer of such payroll deductions to Sellers for transmittal to the proper Parent Savings Plan in accordance with such procedures as agreed by Sellers and Buyer. All such remitted funds shall be transferred to the appropriate Parent Savings Plan and applied to reduce the appropriate Transferred Employee's outstanding indebtedness. Buyer's obligations under this Section 6.2(a)(6) are limited to payroll deductions of loan repayments by the Transferred Employees and remittance of those funds, and nothing herein shall be construed to obligate Buyer to repay to Parent any portion of the outstanding indebtedness of the Transferred Employees that are not otherwise discharged by the Transferred Employees themselves. Notwithstanding anything to the contrary in Article IX, Buyer shall indemnify and hold harmless Sellers and their Affiliates for all claims, demands, actions, proceedings, causes of action, liability, loss, cost, damage, and expense (including reasonable attorney's fees) in any way arising from or incurred as a result of Buyer's failure to remit deducted amounts in accordance with this Section. (7) Parent shall make all required matching contributions without regard to the continued employment of the Transferred Employees with the Parent or its Affiliates with respect to the Transferred Employees' contributions to the Seller Parent Savings Plans that are (Ai) eligible for matching and (Bii) made while employed by Seller or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Parent Savings Plans with respect to contributions made at the same time as the Transferred Employees' contributions.

Savings Plans. (i) As of the date of this Agreement, Transferred Employees participate in the defined contribution plans listed in Schedule 6.2(b) (collectively referred to as the "Seller Savings Plans"). Except as provided in Section 6.2(b)(v), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Savings Plans on and after the Closing Date. (ii) Purchaser shall take all action necessary and appropriate to ensure that, as soon as practicable after the Closing Date, Purchaser maintains or adopts one or more savings plans (hereinafter referred to in the aggregate as the "Purchaser Savings Plans" and individually as the "Purchaser Savings Plan") effective as of the Closing Date and to ensure that each Purchaser Savings Plan satisfies the following requirements as of the Closing Date: (A) the Purchaser Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (B) the Purchaser Savings Plan does not exclude Transferred Employees from eligibility to participate therein; (C) the Purchaser Savings Plan permits Transferred Employees to make before-tax contributions (under Section 401(k) of the Code) and provides for matching contributions by Purchaser; and (D) the Purchaser Savings Plan does not violate the requirements of any applicable collective bargaining agreement.. 66 (iii) The terms of the Purchaser Savings Plans, or each such Purchaser Savings Plan, shall provide that the Transferred Employees shall have the right to make direct rollovers to such plan of their accounts in a Seller Savings Plan, including a direct rollover of any notes evidencing loans made to such Transferred Employees; provided, that in no event shall the Purchaser Savings Plans be required to accept the transfer of Dynegy common stock; and provided, further, that Purchaser's obligation to accept rollovers of loans shall be limited as follows: (A) only loans to Transferred Employees who elect to roll over their entire account balances, and who are not in default with respect to their loans at the time of the rollover, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Savings Plans as necessary to ensure that the rollovers are permitted to take place in accordance with this Section 6.2(b)). (iv) For purposes of eligibility and vesting under the Purchaser Savings Plans, each Transferred Employee shall be credited with service as of the Closing Date as determined under the terms of the Seller Savings Plans. Within 90 days after the Closing Date, Seller Sellers shall deliver to Purchaser a list of the Transferred Employees covered by the Seller Savings Plans, together with each Transferred Employee's service under each of the Seller Savings Plans as of the Closing Date. (v) Seller Sellers shall contribute all Transferred Employees' contributions that are based on relate to compensation received paid prior to the Closing Date and shall make all required matching contributions with respect to the Transferred Employees' contributions to the Seller Savings Plans that are (A) eligible for matching and (B) made while employed by Seller Sellers or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Savings Plans with respect to contributions made at the same time as the Transferred Employees' contributions.

Savings Plans. (ia) As of the date of this Agreement, Seller or its Affiliates have adopted and made contributions with respect to the Transferred Employees participate in the defined contribution to one or more qualified retirement savings plans listed in Schedule 6.2(b) (collectively referred to as the "Seller Savings PlansPlan(s)"). Except as provided in Section 6.2(b)(vsubsection 7.2.2(c), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Savings Plans Plan(s) on and after the Closing Date. Seller shall take all necessary and legally permissible actions in order to cause the Seller Savings Plan(s) to distribute the account balances thereunder for each Transferred Employee who participated in Seller Savings Plan(s) as soon as practicable following the Closing Date, subject to the consent of such Transferred Employee, where required, including, subject to applicable Law, the distribution of cash and any notes representing plan loans to participants. (iib) Purchaser Buyer shall take all action necessary and appropriate to ensure that, as soon as practicable after of the Closing Date, Purchaser Buyer or one of its Affiliates maintains or adopts one or more qualified retirement savings plans (hereinafter referred to in the aggregate as the "Purchaser Buyer Savings Plans" and individually as the "Purchaser Savings PlanPlan(s)") effective as of that will accept rollover contributions, including any notes representing plan loans to participants, from each Transferred Employee who receives a distribution from the Closing Date and to ensure that each Purchaser Savings Plan satisfies the following requirements as of the Closing Date: (A) the Purchaser Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (B) the Purchaser Savings Plan does not exclude Transferred Employees from eligibility to participate therein; (C) the Purchaser Savings Plan permits Transferred Employees to make before-tax contributions (under Section 401(k) of the Code) and provides for matching contributions by Purchaser; and (D) the Purchaser Savings Plan does not violate the requirements of any applicable collective bargaining agreement. (iii) The terms of the Purchaser Savings Plans, or each such Purchaser Savings Plan, shall provide that the Transferred Employees shall have the right to make direct rollovers to such plan of their accounts in a Seller Savings PlanPlan(s), including who elects such a direct rollover form of any notes evidencing loans made to such Transferred Employees; provided, that in no event shall the Purchaser Savings Plans be required to accept the transfer of Dynegy common stock; and provided, further, that Purchaser's obligation to accept rollovers of loans shall be limited as follows: (A) only loans to Transferred Employees who elect to roll over their entire account balancesdistribution, and who are not in default with respect to their loans is employed by the Buyer (or any of its Affiliates) at the time of such distribution. Buyer agrees to permit all Transferred Employees to participate in the rolloverapplicable Buyer Savings Plan(s) or any other qualified defined contribution plans maintained by Buyer on the same terms and conditions as similarly situated Buyer employees, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Savings Plans as necessary to ensure that the rollovers are permitted to take place taking into account prior service in accordance with this Section 6.2(b)7.1.2(c). (iv) Within 90 days after the Closing Date, Seller shall deliver to Purchaser a list of the Transferred Employees covered by the Seller Savings Plans, together with each Transferred Employee's service under each of the Seller Savings Plans as of the Closing Date. (vc) Seller shall contribute all Transferred Employees' contributions that are based on compensation received prior to the Closing Date and shall make all required matching contributions with respect to the Transferred Employees' contributions to the Seller Savings Plans Plan(s) that are (Ai) eligible for matching to be matched and (Bii) made while employed by Seller or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Savings Plans Plan(s) with respect to contributions made at the same time as the Transferred Employees' contributions. (d) Seller and Buyer agree to provide each other with such records and information as may be necessary or appropriate to carry out their respective obligations under this Section 7.2.2 including, in connection with any transfer of notes representing plan loans to participants, the provision to Buyer of amortization schedules and any other documents relating thereto.

Savings Plans. (i) As of the date of this Agreement, Transferred Employees participate in the defined contribution plans listed in Schedule 6.2(b) (collectively referred to as the "“Seller Savings Plans"”). Except as provided in Section 6.2(b)(v), Transferred Employees shall not be entitled to make contributions to or to benefit from matching or other contributions under the Seller Savings Plans on and after the Closing Date. (ii) Purchaser shall take all action necessary and appropriate to ensure that, as soon as practicable after the Closing Date, Purchaser maintains or adopts one or more savings plans (hereinafter referred to in the aggregate as the "“Purchaser Savings Plans" ” and individually as the "“Purchaser Savings Plan"”) effective as of the Closing Date and to ensure that each Purchaser Savings Plan satisfies the following requirements as of the Closing Date: (A) the Purchaser Savings Plan is a qualified, single-employer individual account plan under Section 401(a) of the Code; (B) the Purchaser Savings Plan does not exclude Transferred Employees from eligibility to participate therein; (C) the Purchaser Savings Plan permits Transferred Employees to make before-tax contributions (under Section 401(k) of the Code) and provides for matching contributions by Purchaser; and (D) the Purchaser Savings Plan does not violate the requirements of any applicable collective bargaining agreement. (iii) The terms of the Purchaser Savings Plans, or each such Purchaser Savings Plan, shall provide that the Transferred Employees shall have the right to make direct rollovers to such plan of their accounts in a Seller Savings Plan, including a direct rollover of any notes evidencing loans made to such Transferred Employees; provided, that in no event shall the Purchaser Savings Plans be required to accept the transfer of Dynegy common stock; and provided, further, that Purchaser's ’s obligation to accept rollovers of loans shall be limited as follows: (A) only loans to Transferred Employees who elect to roll over their entire account balances, and who are not in default with respect to their loans at the time of the rollover, are required to be accepted; and (B) Purchaser may impose such procedural requirements as it deems necessary or appropriate to facilitate the rollovers (including, for example, requiring that such rollovers take place at not more than two specified times and requiring Dynegy to amend the Seller Savings Plans as necessary to ensure that the rollovers are permitted to take place in accordance with this Section 6.2(b)). (iv) Within 90 days after the Closing Date, Seller shall deliver to Purchaser a list of the Transferred Employees covered by the Seller Savings Plans, together with each Transferred Employee's ’s service under each of the Seller Savings Plans as of the Closing Date. (v) Seller shall contribute all Transferred Employees' ’ contributions that are based on compensation received prior to the Closing Date and shall make all required matching contributions with respect to the Transferred Employees' ’ contributions to the Seller Savings Plans that are (A) eligible for matching and (B) made while employed by Seller or its Affiliates before the Closing Date. Such matching contributions shall be made not later than the date on which all other matching contributions are made to the Seller Savings Plans with respect to contributions made at the same time as the Transferred Employees' ’ contributions.