Termination of Benefit Accruals Under Defined Benefit Plans Sample Clauses

Termination of Benefit Accruals Under Defined Benefit Plans. Seller ----------------------------------------------------------------- agrees that, prior to the Closing Date, Seller shall amend the terms of the master defined benefit pension plan maintained by Seller and known as the Mark IV Industries, Inc. and Subsidiaries Employees Retirement Xxxxxx Fund (hereinafter the "Master Defined Benefit Plan"): (a) to provide that participants therein who are employees of any of the Automotive Filter Companies immediately prior to the Closing Date ("Automotive Filter Participants") shall cease to accrue benefits thereunder on the Closing Date (or such earlier date as Seller and Buyer may subsequently agree to in writing), and (b) to provide that Automotive Filter Participants shall be fully vested (i.e., one hundred percent (100%) vested) in their accrued benefits under the Master Defined Benefit Plan. Seller agrees to take, or cause each of the Automotive Filter Companies to take, prior to the Closing Date, any and all actions (including, without limitation, the delivery of any notices required under ERISA and the Code and the timely filing of all required filings with any government agency), which are necessary or reasonably required to effectuate the intent of this Section 6.03.
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Termination of Benefit Accruals Under Defined Benefit Plans. Seller agrees that, prior to the Closing Date, Seller shall amend the terms of the master defined benefit pension plan maintained by Seller and known as the Mxxx XX Industries, Inc. and Subsidiaries Employees Retirement Income Fund (hereinafter the "Master Defined Benefit Plan"): (a) to provide that participants therein who are employees of any of the Automotive Filter Companies immediately prior to the Closing Date ("Automotive Filter Participants") shall cease to accrue benefits thereunder on the Closing Date (or such earlier date as Seller and Buyer may subsequently agree to in writing), and (b) to provide that Automotive Filter Participants shall be fully vested
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Termination of Benefit Accruals Under Defined Benefit Plans. 54 6.4 Financing.......................................... 56
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Termination of Benefit Accruals Under Defined Benefit Plans. Schedule 6.3 contains a list of each Audio Products Group Company whose employees are eligible to participate in the master defined benefit pension plan known as the "Mark XX Xxxustries, Inc. and Subsidiaries Employees Retirement Income Fund" (hereinafter the "Master Defined Benefit Plan"), which is maintained by Mark XX xxx the purpose of providing a defined benefit retirement income for employees of certain direct and indirect wholly owned subsidiaries of Mark XX. Xxxk XX xxxees that, prior to the Closing Date, Mark XX xxxll amend the terms of the Master Defined Benefit Plan to the extent necessary: (a) to provide that participants therein who are employees of any
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Related to Termination of Benefit Accruals Under Defined Benefit Plans

  • Termination of Benefit Plans Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA including any Company Employee Plans intended to include a Code Section 401(k) arrangement (unless Buyer provides written notice to the Company no later than three Business Days prior to the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the Company shall provide Buyer with evidence that such Company Employee Plan(s) have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company Board. The form and substance of such resolutions shall be subject to review and approval of Buyer. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer may reasonably require. In the event that termination of the Company’s 401(k) Plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to the Closing Date.

  • Defined Benefit Pension Plans The Borrower will not adopt, create, assume or become a party to any defined benefit pension plan, unless disclosed to the Lender pursuant to Section 5.10.

  • Welfare, Pension and Incentive Benefit Plans During the Employment Period, the Executive (and his eligible spouse and dependents) shall be entitled to participate in all the welfare benefit plans and programs maintained by the Company from time to time for the benefit of its senior executives including, without limitation, all medical, hospitalization, dental, disability, accidental death and dismemberment and travel accident insurance plans and programs. In addition, during the Employment Period, the Executive shall be eligible to participate in all pension, retirement, savings and other employee benefit plans and programs maintained from time to time by the Company for the benefit of its senior executives.

  • Termination of Pension Plans The Company will not, and will not permit any Consolidated Subsidiary to, withdraw from any Multiemployer Plan to which it may hereafter contribute or permit any employee benefit plan hereafter maintained by it to be terminated if such withdrawal or termination could result in withdrawal liability (as described in Part 1 of Subtitle E of Title IV of ERISA) or the imposition of a Lien on any property of the Company or any Consolidated Subsidiary pursuant to Section 4068 of ERISA.

  • DEFINED BENEFIT PLAN LIMITATION If the Employer maintains a defined benefit plan, or has ever maintained a defined benefit plan which the Employer has terminated, then the sum of the defined benefit plan fraction and the defined contribution plan fraction for any Participant for any Limitation Year must not exceed 1.0. The Employer must provide in Adoption Agreement Section 3.18 the manner in which the Plan will satisfy this limitation. The Employer also must provide in its Adoption Agreement Section 3.18 the manner in which the Plan will satisfy the top heavy requirements of Code Section 416 after taking into account the existence (or prior maintenance) of the defined benefit plan.

  • Death Benefit Amount The Death Benefit Amount as of any Business Day prior to the Annuity Date is equal to the greater of:

  • Deferred Compensation Account All Participant Deferral Credits and Employer Credits shall be credited to the Deferred Compensation Account of the Participant as provided in Section 8.

  • Termination of 401(k) Plan The Company agrees to terminate its 401(k) plan immediately prior to the Closing, unless Parent, in its sole and absolute discretion, agrees to sponsor and maintain such plan by providing the Company with notice of such election at least five days before the Effective Time.

  • Pre-Retirement Death Benefits Should the Director die while --------- ----------------------------- serving as a director of the Bank and prior to the Qualifying Date, the Bank will pay $671 per month for a continuous period of 120 months to the Beneficiary or Beneficiaries of the Director. The first such monthly installment payment shall be made on a date to be determined by the Bank, but in no event later than the first day of the sixth calendar month following the calendar month in which the Director died. In the event of the death of the last living Beneficiary before all installment payments shall have been made, the balance of any payments which remain unpaid at the time of such Beneficiary's death shall be commuted on the basis of eight percent (8%) per annum compounded interest and shall be paid in a single sum to the estate of the last Beneficiary to die. In the absence of any such beneficiary designation, or if no Beneficiary survives the Director, any payments remaining unpaid at the Director's death shall be commuted on the basis of eight percent (8%) per annum compounded interest and shall be paid in a single sum to the Director's estate.

  • Plan Terminations Under Section 409A Notwithstanding anything to the contrary in Section 7.2, if this Agreement terminates in the following circumstances:

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