Seller Benefit Arrangement definition

Seller Benefit Arrangement means any Benefit Arrangement maintained or contributed to by a Seller or any Subsidiary of a Seller, or as to which a Seller or any Subsidiary of a Seller has any Liability.

Seller Benefit Arrangement shall have the meaning given such term in Section 4.18.

Seller Benefit Arrangement means any Benefit Arrangement sponsored or maintained by Seller or with respect to which Seller has or may have any current or future Liability (whether actual, contingent, with respect to any of its assets or otherwise), in each case with respect to any present or former directors, managers, employees, officers, agents or service providers of the Business.

Examples of Seller Benefit Arrangement in a sentence

• Copies or descriptions of each Seller ERISA Plan and Seller Benefit Arrangement in which current employees of the EMG Business participate have been made available to Buyer for review prior to the date hereof.

• No excise tax or penalty under PPACA, including Sections 4980D and 4980H of the Code, is outstanding, has accrued, has arisen, or is reasonably likely to arise with respect to any period prior to the Closing, with respect to any Seller Benefit Plan or Seller Benefit Arrangement.

• There is no Seller Benefit Arrangement or other Contract with any In-Scope Employee by which the Seller Group is bound to compensate any In-Scope Employee for any excise taxes paid pursuant to Section 409A or Section 4999 of the Code.

• There are no pending claims (other than routine benefit claims and proceedings with respect to qualified domestic relations orders) or lawsuits that have been asserted or instituted by, against or relating to, any Seller Benefit Plans or Seller Benefit Arrangements (including any such claim or lawsuit against any fiduciary of any such Seller Benefit Plan or Seller Benefit Arrangement), nor, to Seller’s Knowledge, is there any reasonable basis for any such claim or lawsuit.

• Each Seller Benefit Plan or Seller Benefit Arrangement that is or includes a “nonqualified deferred compensation plan” (as defined in Code Section 409A(d)(1)) complies and has complied in form and with Code Section 409A and, with respect to the operation of Seller Benefit Plans and Seller Benefit Arrangements, there has been no violation of Code Section 409A that would give rise to a tax under Code Section 409A.

More Definitions of Seller Benefit Arrangement

Seller Benefit Arrangement means each Benefit Arrangement that is maintained, sponsored, or contributed to (or with respect to which any obligation to contribute has been undertaken) by either Seller or any of its ERISA Affiliates on behalf of any Specified Employees or under which either Seller or any of its ERISA Affiliates has any Liability in respect of any Specified Employee.

Seller Benefit Arrangement means any employment, consulting, severance or other similar contract, arrangement or policy and each plan, arrangement (written or oral), program, agreement or commitment providing for insurance coverage (including any self-insured arrangements), workers’ compensation, disability benefits, supplemental unemployment benefits, vacation benefits, retirement benefits, fringe benefits, change in control benefits, life, health, dental, disability or accident benefits (including, without limitation, any “voluntary employees’ beneficiary association” as defined in Section 501(c)(9) of the Code providing for the same or other benefits) or for deferred compensation, profit-sharing bonuses, stock options, stock appreciation rights, stock purchases or other forms of equity or incentive compensation or post-retirement insurance, compensation or benefits which (a) is not a Seller Employee Benefit Plan, (b) is entered into, maintained, contributed to or required to be contributed to, as the case may be, by any Seller Party (but only with respect to the Employees or former employees or directors or former directors at the Facilities) or any of their ERISA Affiliates, and (c) covers any Employees, former employees, directors or former directors of any Seller Party (but only with respect to the Employees or former employees or directors or former directors at the Facilities) or any of their ERISA Affiliates.

Seller Benefit Arrangement is defined in Section 4.17(q).

Seller Benefit Arrangement means any Benefit Arrangement covering any employees, former employees, directors or former directors of either Seller or the ERISA Affiliates of either of them, and the beneficiaries of any of them, other than any Cable Benefit Arrangement.

Seller Benefit Arrangement is defined as any Benefit Arrangement sponsored or maintained by the Company or with respect to which the Company or any ERISA Affiliate has or may have any Liability as of the Closing Date, in each case with respect to any employee of the Company.

Seller Benefit Arrangement is defined in Section A.19(a)(ii) of Appendix A hereto.

Seller Benefit Arrangement means any employment, consulting, severance or other similar contract, arrangement or policy and each plan, arrangement (written or oral), program, agreement or commitment providing for insurance coverage (including any self-insured arrangements), workers’ compensation, disability benefits, supplemental unemployment benefits, vacation benefits, retirement benefits, life, health, disability or accident benefits (including, without limitation, any “voluntary employees’ beneficiary association” as defined in Section 501(c)(9) of the Code providing for the same or other benefits) or for deferred compensation, profit-sharing bonuses, stock options, stock appreciation rights, stock purchases or other forms of incentive compensation or post-retirement insurance, compensation or benefits which (i) is not a Seller Employee Benefit Plan, (ii) is entered into, maintained, contributed to or required to be contributed to, as the case may be, by any Seller, or any ERISA Affiliate of such Seller, and (iii) covers any employees, former employees, directors or former directors of such Seller or any of its ERISA Affiliates.