Common use of Seller’s Retention of Liabilities Clause in Contracts

Seller’s Retention of Liabilities. Seller shall retain all liabilities and obligations (including, without limitation, the liability and obligation for all wages, salary, vacation pay and unemployment, medical, dental, vision, health, disability and retirement benefits), for any claims incurred by any employee of the Branch prior to the Effective Time. Buyer shall not at any time assume any liability for the benefits of any employee of the Branch under any of Seller’s benefit plans. Seller shall be responsible for providing any employee of the Branch whose “qualifying event,” within the meaning of section 4980B(f)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), occurs on or prior to the Effective Time (and such Employee’s “qualified beneficiaries” within the meaning of section 4980B(g)(1) of the Code) with the continuation of group health coverage required by section 4980B(f) of the Code under the terms of the health plan maintained by Seller.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Independent Bank Group Inc), Purchase and Assumption Agreement (Independent Bank Group Inc)

AutoNDA by SimpleDocs

Seller’s Retention of Liabilities. Seller shall retain all liabilities and obligations (including, without limitation, the liability and obligation for all wages, salary, vacation pay and unemployment, medical, dental, vision, health, disability and retirement benefits), for any claims incurred by any employee of the Branch Employee prior to the Effective Time. Buyer shall not at any time assume any liability for the benefits of any employee of the Branch Employee under any of Seller’s benefit plans. Seller shall be responsible for providing any employee of the Branch Employee whose “qualifying event,” within the meaning of section 4980B(f)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), occurs on or prior to the Effective Time (and such Branch Employee’s “qualified beneficiaries” within the meaning of section 4980B(g)(1) of the Code) with the continuation of group health coverage required by section 4980B(f) of the Code under the terms of the health plan maintained by Seller.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Select Bancorp, Inc.)

AutoNDA by SimpleDocs

Seller’s Retention of Liabilities. Seller shall retain all liabilities and obligations (including, without limitation, the liability and obligation for all wages, salary, vacation pay and unemployment, medical, dental, vision, health, disability and retirement benefits), for any claims incurred by any employee of the Branch Branches prior to the Effective Time. Buyer shall not at any time assume any liability for the benefits of any employee of the Branch Branches under any of Seller’s 's benefit plans. Seller shall be responsible for providing any employee of the Branch Branches whose "qualifying event," within the meaning of section 4980B(f)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), occurs on or prior to the Effective Time (and such Employee’s “'s "qualified beneficiaries" within the meaning of section 4980B(g)(1) of the Code) with the continuation of group health coverage required by section 4980B(f) of the Code under the terms of the health plan maintained by Seller.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Unionbancorp Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.