Seller Employee Plans. Schedule 4.11.1 contains a true and complete list of each Seller Employee Benefit Plans.
Seller Employee Plans. (i) With respect to the Seller Employee Plans, Seller and each ERISA Affiliate will have made, on or before the Closing Date, all payments (including premium payments with respect to insurance policies) required to be made by them on or before the Closing Date.
Seller Employee Plans. Section 3.13(a) Seller Material Adverse Effect ........................... Section 3.01
Seller Employee Plans. Section (a) Seller Material Adverse Effect . . . . . . . . . . . . . . . . . . . . . . Section 3.01 Seller Material Contract . . . . . . . . . . . . . . . . . . . . . . . . . Section 3.10
Seller Employee Plans. (i) With respect to Employees based in the United States: (A) Seller agrees that it will comply with COBRA after the Employee Termination Date with respect to all Employees who are qualified beneficiaries who had a qualifying event as of or prior to the applicable Employee Termination Date, including with respect to New Purchaser Employees, who are entitled to elect COBRA coverage under Seller's Employee Plans that provide medical coverage within the meaning of Section 213(d) of the Code or that are subject to COBRA, or as otherwise may be required by applicable law, and (B) Purchaser is not intended to be and is not a successor employer to Seller for any purpose, including with respect to COBRA, and no benefit plan sponsored or maintained by Purchaser is intended to be and no such plan shall be a successor plan to any Seller Employee Plan. The Seller and Purchaser intend that no COBRA obligations will arise with respect to the Seller's Code Section 125 Plan with respect to New Purchaser Employees whose Code Section 125 health and/or dependent care accounts are transferred to Purchaser pursuant to (iii) below.
Seller Employee Plans. Section (a) - vi -
Seller Employee Plans. Any obligations arising out of or --------------------- associated with any Seller Employee Plans (as hereafter defined) relating to any Service Provider prior to and including the Closing.
Seller Employee Plans. To the extent permissible under applicable --------------------- law, Seller shall cause an amount equal to any remaining balance held in Seller's Medical Care Reimbursement Plan and Dependent Care Assistance Plan to be transferred to the Buyer and Buyer shall use such amount for the benefit of all Transferred Employees.
Seller Employee Plans. (a) Benefits accrued under any Seller Employee Plan that are unfunded have been paid or accrued. Nothing has occurred with respect to any Seller Employee Plan that has subjected or could reasonably be expected to subject the Seller or, with respect to any period on or after the Closing, Buyer or any of its Affiliates, to a civil action, penalty, surcharge, or Tax under Applicable Law. Except as set forth on Section 4.17(a) of the Disclosure Schedules, neither the Seller nor any ERISA Affiliate presently maintains, participates in or contributes to or has previously maintained, participated in or contributed to any Seller Employee Plan that is (1) a “multiemployer plan,” as defined in Section 3(37) of ERISA, (2) a “defined benefit plan,” as defined in Section 3(35) or ERISA or (3) a “voluntary employees’ beneficiary association” as defined in Section 501(c)(9) of the Code. Neither the Seller nor any ERISA Affiliate has any Liabilities under Title IV of ERISA, and neither the Seller nor any ERISA Affiliate has ever fully or partially withdrawn from a multiemployer plan.
Seller Employee Plans. (a) Section 3.11(a) of the Seller Disclosure Schedule contains an accurate and complete list of all Seller Employee Plans. The Seller has provided the Purchaser with a true and complete copy of the plan document or summary plan description of each of the Seller Employee Plans or if such plan document or summary plan description does not exist, an accurate written summary of such Seller Employee Plans.
