Acquired Plan definition

Acquired Plan means any Plan which was originally established and maintained by a Person other than the Borrower or an ERISA Affiliate and which became, or hereafter becomes, a Plan as a result of an Acquisition by the Borrower or any Subsidiary.

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Acquired Plan means the incentive plan established by an Acquired Organization or any awards outstanding thereunder.

Acquired Plan means each Employee Benefit Plan which is a Purchased Asset.

Examples of Acquired Plan in a sentence

• The Borrower and each ERISA Affiliate has made all required contributions to any Plan subject to Section 412 of the Code (except for contributions to Acquired Plans not made prior to the respective Plan Acquisition Dates and which do not in the aggregate exceed $1,000,000 for any Acquired Plan), and no application for a funding waiver or an extension of any amortization period pursuant to Section 412 of the Code has been made with respect to any Plan.

• The Company and each ERISA Affiliate has made all required contributions to any Plan subject to Section 412 of the Code (except for contributions to Acquired Plans not made prior to the respective Plan Acquisition Dates and which do not in the aggregate exceed $1,000,000 for any Acquired Plan), and no application for a funding waiver or an extension of any amortization period pursuant to Section 412 of the Code has been made with respect to any Plan.

• Each Acquired Plan has been established, administered and funded in all material respects in accordance with its express terms and in compliance in all material respects with all applicable Laws, including ERISA and the Code.

• ANC (or a member of the ANC Group) shall continue to sponsor and maintain each Acquired Plan on and after the Effective Date; provided, however, that nothing herein shall require or be construed to require the maintenance of any Acquired Plan for any specified period of time following the Effective Date.

• Each such plan shall waive pre-existing condition limitations to the same extent waived under the corresponding Acquired Plan.

• Nothing in this Agreement is intended to or shall prohibit Purchaser or the applicable Affiliate of Purchaser from amending or terminating any Acquired Plans, and nothing in this Agreement is intended to or shall be construed as in any way modifying or amending the provisions of any Acquired Plan.

• For the avoidance of doubt, (x) all DC Acquired Plan Assets will be transferred into the applicable plan’s funding vehicle and not into any bank or similar type of account maintained for the benefit of the Buyer or any of its Affiliates, and (y) all DC Acquired Plan Assets will be transferred in cash; provided, however, that, in the Company’s discretion (subject to consent from the DC Acquired Plan trustee if required), all or a portion of the DC Acquired Plan Assets may be transferred in kind.

• No Acquired Plan is presently under audit or examination (nor has written notice been received of a potential audit or examination) by any Governmental Authority.

• Continuing Employees shall be given credit under the applicable plan of Purchaser or any Affiliate thereof for amounts paid under a corresponding Acquired Plan during the same period for purposes of applying deductibles, co-payments and out-of-pocket maximums as though such amounts had been paid in accordance with the terms and conditions of the successor or replacement plan.

• Except as set forth on Section 2.09(i) of the Seller Disclosure Letter, none of Seller or any Affiliate has any formal plan and has made no promise or commitment to create any additional benefit plans which would be considered to be a AVS Business Acquired Plan once created or to improve or change the benefits provided under any AVS Business Acquired Plan.

More Definitions of Acquired Plan

Acquired Plan shall have the meaning ascribed to it in Section 2.10(a).

Acquired Plan means any benefit and compensation plan, contract, policy or arrangement covering Employees or Former Employees and current and former directors of any of the Acquired Companies (or predecessors thereof), including (i) any “welfare” plan, fund or program (within the meaning of Section 3(1) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)); (ii) any “pension” plan, fund or program (within the meaning of Section 3(2) of ERISA); (iii) any material incentive compensation plan; (iv) any material employment, consulting, termination, retention, indemnification or severance agreement, plan or arrangement; (v) any material stock ownership, stock bonus, stock option, restricted stock, stock appreciation right, profits interest, membership unit award, stock purchase, phantom stock or bonus plan; and (vi) any material deferred compensation plan (within the meaning of Section 409A of the Code (“409A”)) and any material fringe benefit or perquisite plan, arrangement or policy; in each case, that are sponsored or contributed to by an Acquired Company. A copy of each Acquired Plan has been made available to Purchaser, including with respect to such Acquired Plan, to the extent applicable, (A) the three most recently filed annual reports on Form 5500, including all schedules, attachments and accountants’ opinions, (B) the most recent summary plan description and any summary of material modifications thereto, (C) the most recent actuarial report or other statement of plan assets for any Acquired Plan that is funded, (D) the most recent determination letter or opinion letter, if any, issued by the IRS and any pending request for such a determination letter, (E) each trust agreement and insurance annuity contract, if any, relating to any such Acquired Plan, (F) all material notices, letters or other correspondence to or from any Governmental Authority or agency thereof within the last three (3) years, (G) all non-discrimination tests for the most recent three (3) completed plan years, and (H) all material written agreements and Contracts currently in effect, including administrative service agreements and group insurance contracts. Section 2.10(a) of the Disclosure Schedule sets forth each Acquired Plan.

Acquired Plan means (1) all of the Merged Plans other than the XcelleNet Plan; and (2) any other tax-qualified defined contribution plan under which participants had optional forms of benefit of a type described in Appendix A (relating to Acquired Members’ Accounts) and which has been merged into this Plan.

Acquired Plan means any Plan which was originally established and maintained by a Person other than a Borrower or an ERISA Affiliate and which became, or hereafter becomes, a Plan as a result of an Acquisition by a Borrower or any Subsidiary.

Acquired Plan means any Plan which was originally established and maintained by a Person other than the Company or an ERISA Affiliate and which became, or hereafter becomes, a Plan as a result of an Acquisition by the Company or any Subsidiary.