Group Company Benefit Plan definition
Examples of Group Company Benefit Plan in a sentence
With respect to each material Group Company Benefit Plan, the Company has made available to SPAC or its Representatives, to the extent applicable, true, complete and correct copies of such Group Company Benefit Plan (or, if not in writing, a written summary of its material terms) and, as applicable, all plan documents, trust agreements, insurance Contracts or other funding vehicles and all amendments or material modifications thereto.
Neither this Clause 6.7 nor any other provision of this Agreement shall create any third-party beneficiary or other rights in any current or former employee, director or other service provider of a Group Company, including rights in respect of any benefits that may be provided under any Group Company Benefit Plan (or any benefit plan which may cover such individuals following the Completion Date) and/or rights to continued employment or service with Purchaser or its Affiliates.
With respect to each Group Company Benefit Plan and Sellers’ Canadian Pension Plan, all required payments, premiums, contributions, distributions, or reimbursements have been made or properly accrued under applicable Laws and the terms of such plan.
The Seller shall use reasonable endeavours to terminate any Group Company Benefit Plan intended to qualify under Section 401(a) of the Code, effective not later than the last Business Day immediately preceding Completion (each such plan, a “Seller 401(k) Plan”).
Except as set forth on Section 5.11(a) of the Sellers Disclosure Letter, since December 31, 2008, or, with respect to the Mexico Companies since the date of incorporation of each of such companies, each Group Company Benefit Plan and Sellers’ Canadian Pension Plan have complied in all material respects with the requirements of all Laws applicable to such plans, and as applicable, the Collective Bargaining Agreement.
Except as disclosed in Section 3.20(e) of the Disclosure Letter, no Group Company Benefit Plan provides any participant with any right to be grossed up, indemnified, or otherwise reimbursed for any fine, penalty, Tax, or other Liability related to any such Group Company Benefit Plan.
No Benefit Plan is a Multiemployer Plan or a plan that is subject to Title IV of ERISA or similar Law, and no Group Company Benefit Plan is a Multiple Employer Plan or a Multiple Employer Welfare Arrangement.
As of the date hereof, Sellers and the Group Companies have not agreed or otherwise committed, whether in writing or otherwise, to adopt any new material employee benefit plan, policy, agreement or arrangement that would constitute a Group Company Benefit Plan or to materially increase or improve the compensation, benefits or terms and conditions of employment or service of any Business Employee, director, consultant or contractor.
Sellers shall, within forty-five (45) Business Days from the date hereof, provide or make available to Buyer each material writing constituting a part of a Group Company Benefit Plan or Canada Business Benefit Plan disclosed in Section 5.11(a) of the Sellers Disclosure Letter, to the extent that such material writing was not provided or made available to Buyer on or prior to the date hereof.
Except as otherwise provided in Section 7.8(b)(iii), the US Company shall not be an ERISA plan sponsor for any Group Company Benefit Plan as of the North America Closing Date.