Benefit Programs or Agreements definition

Benefit Programs or Agreements shall have the meaning set forth in Section 3.12(b).
Benefit Programs or Agreements means more than one of the foregoing; (m) "Business" means the business heretofore and currently carried on by ESE, which includes, without limitation, the business of designing and installing conventional geo-exchange heating systems in residential and commercial properties where heat is extracted from the earth through a ground based fluid loop system with the fluid circulated though the loop by a pump to a heat pump or exchanger, which in turn circulates the heat through the building; (n) "Business Day" means a day other than a Saturday, Sunday or day on which the chartered banks are closed in the City of Vancouver; (o) "Canadian Securities Legislation" means the securities legislation and the regulations thereto applicable in each of the provinces and territories of Canada and the rules, blanket decisions, orders and published policy statements of the securities commissions in such provinces and territories; (p) "Callon" has the meaning given xxxx term in the initial recital of the parties to this Agreement; (q) "Certificate" has the meaning ascribed to it in subsection 2.4(f) herein; (r) "Charter Documents" means charter documents of a corporate entity, including without limitation the Articles (as that term is defined in the legislation pursuant to which a particular provincial or Canadian federally corporation was incorporated or equivalent organizational documents), Notice of Articles, Articles and by-laws; (s) "Closing Date" means a date which is the later of (a) ten (10) Business Days after the date the Vendors and Principals deliver to the Purchaser the Audited Financial Statements; or (b) such other date as may be agreed to in writing by the Purchaser, the Vendors and the Principals, provided that the Closing Date must be a date no later than July 1, 2006; (t) "Competing Proposal" has the meaning given such term in Section 10.1; (u) "Contract" means any agreement, contract, undertaking, letter of intent, understanding, license, instrument, arrangement or other binding commitment or arrangement, written or oral (including any amendments and other modifications thereto); (v) "CRA" means the Canada Revenue Agency; (v-1) "Deposit" means the portion of the Purchase Price paid to the Agent, in trust pursuant to the provisions of sub-sections 2.3(a) and (b) herein;

Examples of Benefit Programs or Agreements in a sentence

  • None of the Benefit Programs or Agreements provides benefit increases or payments of any kind that are contingent upon or that will become effective upon entering into this Agreement or the completion of the transactions contemplated hereby.

  • True, correct and complete copies or descriptions of all Benefit Programs or Agreements have also been furnished or made available to NCS by WCG.

  • True, correct and complete copies or descriptions of all Benefit Programs or Agreements have also been furnished or made available to WCG by NCS.

  • No event has occurred and there has been no failure to act on the part of TTS, any funding agent or any administrator of any of the Benefit Programs or Agreements that could subject TTS or the fund of any Benefit Program or Agreement to the imposition of any tax, penalty or other disability with respect to any Benefit Programs or Agreements, whether by way of indemnity or otherwise.

  • Except as permitted by the Benefit Program or Agreement and applicable legislation, there has been no withdrawal of assets or any other amounts from any of the Benefit Programs or Agreements other than proper payments of benefits to eligible beneficiaries, refunds of over-contributions to plan members and permitted payments of reasonable expenses incurred by or in respect of such Benefit Program or Agreement.

  • True, correct and complete copies or descriptions of all Benefit Programs or Agreements and all amendments thereto along with the related funding agreements, as amended, have been furnished or made available to WCG by TTS.

  • All Benefit Programs or Agreements have been maintained in compliance with their respective terms and with the requirements prescribed by any and all applicable statutes, orders, rules and regulations.

  • Schedule 3.11 sets forth a complete and accurate list of all policies (including their respective expiration dates) of property, general liability, automobile liability, and other forms of insurance presently in effect with respect to TTS, the TTS Business or any of the TTS Assets, its operations, and its employees, excluding those policies relating to Benefit Programs or Agreements.

  • All employer and, if applicable, employee contributions under the Benefit Programs or Agreements have been remitted in a timely manner (other than current contributions not in arrears), and the Benefit Programs or Agreements have been funded in accordance with their respective terms.

  • Except as set forth in Schedule 2.2(j), termination of employment of any employee of Dailey or any Dailey Sub immediately after consummation of the Transactions would not result in payments under the Benefit Plans or Benefit Programs or Agreements which, in the aggregate, would result in imposition of the sanctions imposed under Sections 280G and 4999 of the Code.

Related to Benefit Programs or Agreements

  • Medicare Advantage plan means a plan of coverage for health benefits under Medicare Part C as defined in 42 U.S.C. 1395w-28(b)(1), and includes:

  • Retirement Plans means the retirement income, supplemental executive retirement, excess benefits and retiree medical, life and similar benefit plans providing retirement perquisites, benefits and service credit for benefits at least as great in the aggregate as are payable thereunder prior to a Change in Control;

  • Company Benefit Plans has the meaning set forth in Section 3.16(a).

  • Health benefit plan means a policy, contract, certificate or agreement offered or issued by a health carrier to provide, deliver, arrange for, pay for or reimburse any of the costs of health care services.

  • Retiree Welfare Plan means, at any time, a Welfare Plan that provides for continuing coverage or benefits for any participant or any beneficiary of a participant after such participant's termination of employment, other than continuation coverage provided pursuant to Section 4980B of the IRC and at the sole expense of the participant or the beneficiary of the participant.

  • Benefit Arrangements has the meaning set forth in Section 4.20(b).

  • Labor Agreement means any collective bargaining agreement or other Contract with any labor union, labor organization, or works council.

  • Retiree means any person who has begun accruing a retirement

  • Company Plans has the meaning set forth in Section 4.10(a).

  • Company Benefit Plan has the meaning specified in Section 4.13(a).

  • Benefit Plans shall have the meaning set forth in Section 3.13(a).

  • Welfare Benefit Plan means each welfare benefit plan maintained or contributed to by the Company, including, but not limited to a plan that provides health (including medical and dental), life, accident or disability benefits or insurance, or similar coverage, in which Executive was participating at the time of the Change in Control.

  • Welfare Plan means a “welfare plan” as defined in Section 3(1) of ERISA.

  • Benefit Arrangement means at any time an employee benefit plan within the meaning of Section 3(3) of ERISA which is not a Plan or a Multiemployer Plan and which is maintained or otherwise contributed to by any member of the ERISA Group.

  • Retiree Health Plan means an "employee welfare benefit plan" within the meaning of Section 3(1) of ERISA that provides benefits to individuals after termination of their employment, other than as required by Section 601 of ERISA.

  • Welfare Plans shall have the meaning set forth in Section 3.2.4.

  • Company Employee Agreement means any management, employment, severance, change in control, transaction bonus, consulting, repatriation or expatriation agreement or other contract between any Group Company and any current or former employee, director or officer of such Group Company.

  • Former Employees means Former Parent Group Employees and Former SpinCo Group Employees.

  • Multiple employer welfare arrangement means a “multiple employer welfare arrangement” within the meaning of Section 3(40) of ERISA.

  • Company Employee Plans has the meaning set forth in Section 3.12(a).

  • Medicare Advantage The Medicare managed care options that are authorized under Title XVIII as specified at Part C and 42 C.F.R. § 422.

  • Professional employer agreement means a written contract by and between a client and a PEO that provides for the following:

  • Seller 401(k) Plan has the meaning set forth in Section 6(e) below.