Target Benefit Plans. Target shall have provided evidence reasonably satisfactory to Buyer that Target has taken all necessary and appropriate actions to amend, freeze and/or terminate any Target Benefit Plan or Plans as requested by Buyer pursuant to Section 6.5(f).
Target Benefit Plans. (a) Schedule 4.18 lists all material Target Benefit Plans. "
Target Benefit Plans. (a) The Target Disclosure Schedule lists (i) all “employee benefit plans” within the meaning of Section 3(3) of ERISA; (ii) all employment agreements, including, but not limited to, any individual benefit arrangement, policy or practice with respect to any current or former employee or director of Target or Member of the Controlled Group; and (iii) all other employee benefit, bonus or other incentive compensation, stock option, stock purchase, stock appreciation, severance pay, lay-off or reduction in force, change in control, sick pay, vacation pay, salary continuation, retainer, leave of absence, educational assistance, service award, employee discount, fringe benefit plans, arrangements, policies or practices, whether legally binding or not, which Target or any Member of the Controlled Group maintains, to which any of them contributes, or for which any of them has any obligation or liability (collectively, the “Target Benefit Plans”).
Target Benefit Plans. 7 Section 1.46 Target Common Stock......................................7 Section 1.47 Target Companies.........................................7 Section 1.48 Target SEC Reports.......................................7 Section 1.49 Target System............................................8 Section 1.50 Target Stockholders' Meeting.............................8 Section 1.51
Target Benefit Plans. If the Plan is a target benefit plan, the following provisions will apply:
Target Benefit Plans. Section 3.11(c)(iv) Employee Pension Benefit Plans Section 3.11(c)(x) Benefits/Rights/No Conflict Section 3.11(c)(xiii) Gross-up Payments Section 3.11(e) Payments Section 3.11(h)(vi) Employees Section 3.11(i) Noncompetition etc. Section 3.11(j) Actuarial Value; Health and Welfare Benefits Section 3.11(p) Waiver and Settlement Agreement, Consulting Agreement and Noncompetition Agreement with Xxx X. Xxxxx Section 3.11(q) Employment Agreements with Xxxxxx X. Xxxx XX, Xxx XxXxxxxx Xxxxx, Xx., Xxxxxxx Xxxxxxxxxxx and Xxxxxxx Xxxxxx Xxxxxxx Section 3.11(r) Amendments to Salary Continuation Agreements with Xxxxxx X. Xxxx, XX and Xxxxxxx Xxxxxxxxxxx Section 3.12(s)(ii) ESOP Section 3.12(b) Officer and Director Loans Section 3.13(a) Certain Contracts Section 3.16 Loan Portfolio Section 3.20 Leases
Target Benefit Plans. Section 3.19 of the Target Disclosure Schedule contains an accurate and complete list, with respect to Target and any other Person under common control with Target or any of its subsidiaries within the meaning of Section 414(b), (c), (m) or (o) of the Code, and the regulations issued thereunder (collectively an “ERISA Affiliate”), of each plan, program, policy, practice, contract, agreement or other arrangement providing for compensation, severance, termination pay, deferred compensation, performance awards, stock or stock-related awards, welfare benefits, fringe benefits or other employee benefits or remuneration of any kind, whether funded or unfunded, including each “employee benefit plan,” within the meaning of Section 3(3) of ERISA which is or has been maintained, contributed to, or required to be contributed to, by Target, any of its subsidiaries or any ERISA Affiliate for the benefit of any current or former employee, director or consultant (collectively, the “Target Employee Plans”). Neither Target nor any of its subsidiaries has made any plan or commitment to establish any new Target Employee Plan, to modify any Target Employee Plan (except to the extent required by law or to conform any such Target Employee Plan to the requirements of any applicable law, in each case as previously disclosed to Acquiror in writing, or as required by this Agreement).
Target Benefit Plans. Section 5.14
Target Benefit Plans. Sellers shall cause the termination of participation within any Target Benefit Plan, including any safety related programs, of all employees, officers or directors of Target and any Amonate Business Employee who will be hired by Buyer after the Closing, effective as of the Closing Date and provide written documentation of such termination to Buyer in form and substance reasonably acceptable to Buyer
Target Benefit Plans. (a) Section 2.13(a) of the Disclosure Letter contains a list of all material Target Benefit Plans and designates the sponsor of each such Target Benefit Plan. Omega has provided or made available to Buyer true, complete and correct copies of the following materials, as applicable: (i) all plan documents for the material written Target Benefit Plans and all amendments thereto or, in the case of an unwritten Target Benefit Plan, a written description thereof, (ii) the most recent determination, advisory or opinion letter from the IRS with respect to any Target Benefit Plan, (iii) all summary plan descriptions, summaries of material modifications, and the most recent annual reports and summary annual reports with respect to any material Target Benefit Plan, (iv) all trust agreements, insurance contracts and other documents relating to the funding or payment of benefits under any material Target Benefit Plan, and (v) all non-routine correspondence relating to any Target Benefit Plan between the Target Companies, ERISA Affiliates or any of their representatives and any Governmental Body within three (3) years.
