U.S. and Puerto Rico Savings and Investment Plans; Vesting Sample Clauses

U.S. and Puerto Rico Savings and Investment Plans; Vesting. (a) Without limiting the generality of Section 9.05, effective as of the Closing Date, Purchaser or an Affiliate of Purchaser shall have in effect (i) a defined contribution plan that includes a qualified cash or deferred arrangement within the meaning of Section 401(k) of the Code intended to be qualified pursuant to Section 401(a) of the Code (the “Purchaser’s U.S. 401(k) Plan”) and (ii) a defined contribution plan that includes a qualified cash or deferred arrangement within the meaning of Section 401(k) of the Code intended to be qualified pursuant to both Section 401(a) of the Code and the PR Code (the “Purchaser’s PR 401(k) Plan”), which will provide during the Continuation Period benefits, rights and features to U.S. Transferred Employees, who immediately prior to the Closing are participants or who would be permitted during the Continuation Period to become participants in the Xxxxxxx-Xxxxx Squibb Company Savings and Investment Program (“U.S. SIP”) or the Xxxxxxx-Xxxxx Squibb Puerto Rico, Inc. Savings and Investment Program (“PR SIP”), that pursuant to the terms thereof are substantially identical in all material respects (except for such changes as may be required by Law or as provided below) to those provided by the U.S. SIP and the PR SIP immediately prior to the Closing. Each U.S. Transferred Employee participating in the U.S. SIP or the PR SIP immediately prior to the Closing shall become a participant in Purchaser’s U.S. 401(k) Plan or Purchaser’s PR 401(k) Plan (as applicable) as of the Closing. U.S. Transferred Employees shall receive credit for all service with Seller and its Affiliates for purposes of eligibility and vesting under Purchaser’s U.S. 401(k) Plan and Purchaser’s PR 401(k) Plan (as applicable). (b) At such time as Seller is reasonably satisfied that Purchaser’s 401(k) Plan meets the requirements for qualification under Section 401(a) of the Code and that Purchaser’s PR 401(k) Plan meets the requirements for qualification under both Section 401(a) of the Code and the PR Code, Seller shall cause the U.S. SIP and the PR SIP to transfer to the trusts that form a part of Purchaser’s 401(k) Plan and Purchaser’s PR 401(k) Plan (as applicable) cash, assets (including shares of Seller common stock, to the extent U.S. Transferred Employees’ accounts are invested in Seller common stock) or a combination thereof (the “Asset Transfer”) in an amount equal to the account balances of the U.S. Transferred Employees (including any promissory no...
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Related to U.S. and Puerto Rico Savings and Investment Plans; Vesting

  • Incentive, Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all incentive, savings and retirement plans, practices, policies and programs applicable generally to other peer executives of the Company and its affiliated companies, but in no event shall such plans, practices, policies and programs provide the Executive with incentive opportunities (measured with respect to both regular and special incentive opportunities, to the extent, if any, that such distinction is applicable), savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than the most favorable of those provided by the Company and its affiliated companies for the Executive under such plans, practices, policies and programs as in effect at any time during the 120-day period immediately preceding the Effective Date or if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies.

  • Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all other savings and retirement plans, practices, policies and programs, in each case on terms and conditions no less favorable than the terms and conditions generally applicable to the Company’s other executive employees.

  • Savings Plans Employee shall be entitled to participate in Employer’s 401(k) plan, or other retirement or savings plans as are made available to Employer’s other executives and officers and on the same terms which are available to Employer’s other executives and officers.

  • Defined Contribution Plans The Company does not maintain, contribute to or have any liability under (or with respect to) any employee plan which is a tax-qualified "defined contribution plan" (as defined in Section 3(34) of ERISA), whether or not terminated.

  • Health Care Savings Plan As provided in this Agreement, eligible ASF Members will participate in the health care savings plan (HCSP) established under Minnesota Statute 352.98, and as administered by the Plan Administrator. The Employer is responsible only for transferring funds, as specified in this agreement, to the Plan Administrator. Subd. 1. All ASF Members who receive severance pay as defined in Section A of this article must participate in the health care savings plan. Subd. 2. All severance pay as defined in Section B of this article shall be transferred to the severed employee's health care savings plan account. At the time of separation, if an ASF Member has an approved exception to participation in the health care savings plan account from the plan administrator, then the ASF Member shall receive this payment in one lump sum payment of cash.

  • Multiple Individual Retirement Accounts In the event the depositor maintains more than one Individual Retirement Account (as defined in Section 408(a)) and elects to satisfy his or her minimum distribution requirements described in Article IV above by making a distribution from another individual retirement account in accordance with Item 6 thereof, the depositor shall be deemed to have elected to calculate the amount of his or her minimum distribution under this custodial account in the same manner as under the Individual Retirement Account from which the distribution is made.

  • Retirement Plans (a) In connection with the individual retirement accounts, simplified employee pension plans, rollover individual retirement plans, educational IRAs and XXXX individual retirement accounts (“XXX Plans”), 403(b) Plans and money purchase and profit sharing plans (“Qualified Plans”) (collectively, the “Retirement Plans”) within the meaning of Section 408 of the Internal Revenue Code of 1986, as amended (the “Code”) sponsored by a Fund for which contributions of the Fund’s shareholders (the “Participants”) are invested solely in Shares of the Fund, Transfer Agent shall provide the following administrative services: (i) Establish a record of types and reasons for distributions (i.e., attainment of eligible withdrawal age, disability, death, return of excess contributions, etc.); (ii) Record method of distribution requested and/or made; (iii) Receive and process designation of beneficiary forms requests; (iv) Examine and process requests for direct transfers between custodians/trustees, transfer and pay over to the successor assets in the account and records pertaining thereto as requested; (v) Prepare any annual reports or returns required to be prepared and/or filed by a custodian of a Retirement Plan, including, but not limited to, an annual fair market value report, Forms 1099R and 5498; and file same with the IRS and provide same to Participant/Beneficiary, as applicable; and (vi) Perform applicable federal withholding and send Participants/Beneficiaries an annual TEFRA notice regarding required federal tax withholding. (b) Transfer Agent shall arrange for PFPC Trust Company to serve as custodian for the Retirement Plans sponsored by a Fund. (c) With respect to the Retirement Plans, Transfer Agent shall provide each Fund with the associated Retirement Plan documents for use by the Fund and Transfer Agent shall be responsible for the maintenance of such documents in compliance with all applicable provisions of the Code and the regulations promulgated thereunder.

  • REGISTERED RETIREMENT SAVINGS PLAN 1. In this Article:

  • Defined Contribution Plan The Employer will establish the following Employer contribution programs in the existing salary deferral plans: » Beginning in 2006 and continuing throughout the term of the Agreement, a performance-based contribution

  • Rollover Contributions and Transfers The Custodian shall have the right to receive rollover contributions and to receive direct transfers from other custodians or trustees. All contributions must be made in cash or check.

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