Successor Employer. If any Employer dissolves into, reorganizes, merges into or consolidates with another business entity, provision may be made by which the successor will continue the Plan, in which case the successor will be substituted for the Employer under the terms and provisions of this Plan. The substitution of the successor for the Employer will constitute an assumption by the successor of all Plan liabilities and the successor will have all of the powers, duties and responsibilities of the Employer under the Plan.
Successor Employer. In the event of the merger, consolidation or sale of assets of the Employer, under circumstances in which a successor shall continue and carry on all or a substantial part of the business of the Employer and shall employ a substantial number of Employees of the Employer and shall elect to continue the Plan, such successor shall be substituted for the Employer under the terms and provisions of the Plan upon filing its written election to such effect with the Trustee and the Committee.
Successor Employer. If Executive becomes an employee of another entity as a result of a transaction in which NCE consolidates or merges into or with such entity or transfers all or substantially all of its assets to such entity (whether or not the transaction constitutes a Change In Control), the term "NCE" in this Agreement shall mean such other entity and this Agreement shall continue in full force and effect. If Executive becomes an employee of a wholly-owned subsidiary of NCE (or of a successor entity described in the previous sentence), Executive shall be deemed for purposes of this Agreement to continue as an employee of NCE (or the successor entity) while employed by such subsidiary.
Successor Employer. Purchaser agrees it will qualify as a successor employer of Branch Employees for withholding tax purposes.
Successor Employer. Buyer agrees that it shall elect treatment as a "successor employer" for withholding tax purposes with respect to the 1997 calendar year.
Successor Employer. In the event of the dissolution, merger, consolidation, or reorganization of Xxxxxx, or the sale of the entire (or substantially all of the) business of Xxxxxx, this Agreement shall be continued by Xxxxxx'x successor. The successor shall assume all liabilities under this Agreement and shall have the powers, duties, and responsibilities of Xxxxxx under this Agreement.
Successor Employer. If any successor to an Employer continues the Plan adopted by the Employer, such successor shall concurrently become a successor first party to this Trust Agreement. The Successor Employer shall immediately provide the Trustee with any required documentation if Authorized Representatives have changed.
Successor Employer. Purchaser shall use its best efforts to apply the successor employer provisions of Treasury Regulation Section 31.3121(a)(1)-1(b) with respect to each employee hired by Purchaser for the year of the Closing.
Successor Employer. Effective for all payments of wages and other compensation starting on and after the date of the Distribution, Xxxxxx and AbbVie covenant and agree that Abbott will control the payments of wages and other compensation to all of the U.S. Transferred Employees and independent contractors as of 2013 and through the duration of Xxxxxx’x obligations under the U.S. Payroll Processing & Services Lead Sheet and the Accounts Payable U.S. Services BSP Transition Services Lead Sheet, each of which are attached to the U.S. Transition Services Agreement, and Abbott shall assume responsibilities for performing required withholdings of Federal, state and local income Taxes and the employee share of FICA from all payments made by Abbott on behalf of AbbVie pursuant to this Section 4.02, coordinating with AbbVie’s designated brokers which handle exercises of stock options, vesting of restricted stock and other payments of stock compensation so as to ensure correct processing of withholdings and other payroll Taxes owed with respect to such compensation, calculating the employer’s share of payroll Taxes owed with respect to all such compensation, and depositing such Taxes under AbbVie’s Employer Identification Number (“EIN”). Xxxxxx and AbbVie further agree that, as part of its responsibilities for processing all such compensation, Abbott will file all Forms W-2 and other payroll tax forms for the U.S. Transferred Employees as of 2013 and for the duration of Xxxxxx’x obligations under the U.S. Payroll Processing & Services BSP Transition Services Lead Sheet and the Accounts Payable U.S. Services BSP Transition Services Lead Sheet, will file all Forms 1099, where required, reporting all other payments to persons contracting with AbbVie, and will file all Forms 940, 941 and 945 and state or local equivalents of such forms, as required, under AbbVie’s name, address, and EIN. AbbVie covenants and agrees to cooperate with the administration and implementation of these compensation payments and Tax deposit and filing procedures, and to reimburse Abbott both for all such payments of compensation and payroll taxes described above, and for Xxxxxx’x costs of processing this compensation and filing these Tax Returns. AbbVie further covenants and agrees to indemnify and reimburse Abbott for the costs of responding to any notices from any government authority, and for any additional Taxes, fines, interest and/or penalties imposed on Abbott with respect to any deficiencies in any deposit...
Successor Employer. WAXS shall not adopt, assume or otherwise become responsible for, either primarily or as a successor employer, any assets or liabilities of any Employee Benefit Plans, arrangements, commitments or policies currently provided by LDI or by any member of its controlled group of corporations. In particular, WAXS shall not assume liability for any group health continuation coverage or coverage rights under Section 4980B of the Code and ERISA Section 606 which exist as of the Closing Date or which arise as a result of LDI's dissolution and/or termination of its group health plan or plans.
