Assumed Benefit Plans definition

Assumed Benefit Plans means any (i) Company Plan maintained by the Retained Entities solely for the benefit of current and former employees of the Retained Business (including, for the avoidance of doubt, any such plan in which New Diamond Employees participate by virtue of past service to the Retained Business), and (ii) any Company Plan that is an employment, change-of-control, severance or similar individual agreement between the Company, a New Diamond Entity or one of their respective Affiliates and any Retained Employee, other than any such agreement providing for equity or equity-based compensation. For purposes of the preceding sentence, any award (whether a cash, restricted stock unit, or retention award) made pursuant to Section 6.1(a)(ii) of the Company Disclosure Letter to the Merger Agreement and made to a Retained Employee (and any agreement in respect of such award) shall not be considered an award and/or agreement providing for equity or equity-based compensation and shall be considered an Assumed Benefit Plan for all purposes of this Agreement.

Assumed Benefit Plans shall have the meaning set forth in Section 2.03(a)(x).

Assumed Benefit Plans means (a) each Seller Benefit Plan that is sponsored or maintained by an Other Asset Seller and that is listed on Schedule 1.1(a)(i) of the Disclosure Letter and (b) each Seller Benefit Plan that is sponsored or maintained by a Purchased Entity and that will transfer at Closing with the Purchased Entity by operation of Law.

Examples of Assumed Benefit Plans in a sentence

• The parties hereto shall use their reasonable commercial efforts to cooperate with each other, and shall cause their officers, employees, agents, auditors and representatives to cooperate with each other after the Closing Date in the execution of any documents, adoption of any corporate resolutions or the taking of all actions that are necessary and appropriate to effectuate such sponsorship and related transfers of Assumed Benefit Plans and related assets.

• Buyer shall cause the employer to accept such assignment and become the sponsor and administrator (where applicable) of the Assumed Benefit Plans as of the Effective Date.

• In respect of any Assumed Benefit Plan, effective as of the Effective Date, TLC Canada shall assign to the subject new employer the Assumed Benefit Plans and all of its rights, duties, obligations and liabilities under and in relation to the Assumed Benefit Plans and all related agreements.

• MLIM Parent shall be solely liable for all severance or similar liabilities incurred or arising prior to the Closing under any MLIM Parent Benefit Plans, Assumed Benefit Plans, any other arrangement or obligations of the MLIM Companies or under the Applicable Laws of any country, including without limitation any applicable works council agreements or collective bargaining agreements.

• The Court finds that private health insurance for the child/ren: (Check one.)is not available at a reasonable cost to either parent.

More Definitions of Assumed Benefit Plans

Assumed Benefit Plans means certain of the Debtors’ employment and severance policies, and compensation and benefit plans, policies, and programs of the Debtors applicable to their employees, retirees and non-employee directors and the employees and retirees of its subsidiaries, including, without limitation, savings plans, retirement plans, healthcare plans, disability plans, severance benefit plans, and life, accidental death and dismemberment insurance plans that the Debtors intend to assume pursuant to Section 6.4(a), as shall be disclosed by the Debtors in a notice to be included in the Plan Supplement.

Assumed Benefit Plans shall have the meaning given to such term in Section 9.09.

Assumed Benefit Plans shall have the meaning specified in Section 7.2(e)(i).

Assumed Benefit Plans means each Seller Benefit Plan that is sponsored, maintained or contributed to by a Purchased Entity and is either required to be sponsored, maintained or contributed to by the Purchased Entity under applicable Law or is set forth on Schedule 1.1(a)(i) of the Disclosure Letter.

Assumed Benefit Plans shall have the meaning set forth in Section 4.9(a).

Assumed Benefit Plans means the Comp 24 LLC Health Insurance Plan (other than the Blue Cross HMO coverage for California employees), and the Comp 24 LLC Premium Only Plan.

Assumed Benefit Plans means the Benefit Plans of Seller Entities, and all assets related thereto, to be assumed by Buyer or any of its Affiliates as set forth in Schedule 2.01(v) and subject to Section 6.09(c).