Seller ERISA Affiliate definition

Seller ERISA Affiliate means each trade or business (whether or not incorporated) which together with any Seller is treated as a single employer under Section 414(b) or (c) of the Code.

Seller ERISA Affiliate shall have the meaning set forth in Section 3.17(a) of this Agreement.

Seller ERISA Affiliate shall have the meaning set forth in Section 3.18(f).

Examples of Seller ERISA Affiliate in a sentence

• The PBGC has not instituted proceedings to terminate any Seller Pension Plan or Seller ERISA Affiliate Plan and, to Seller’s knowledge, no condition exists that presents a material risk that such proceedings will be instituted.

• The PBGC has not instituted proceedings to terminate any Seller Pension Plan or Seller ERISA Affiliate Plan and, to Seller’s actual knowledge, no condition exists that presents a material risk that such proceedings will be instituted.

• Neither any Seller Pension Plan nor any Seller ERISA Affiliate Plan has an “accumulated funding deficiency” (whether or not waived) within the meaning of Section 412 of the Code or Section 302 of ERISA and all required payments to the PBGC with respect to each Seller Pension Plan or Seller ERISA Affiliate Plan have been made on or before their due dates.

• During the six years prior to the Effective Time, none of Seller, any Seller Subsidiary nor any Seller ERISA Affiliate has contributed, or has been obligated to contribute, to a multiemployer plan under Subtitle E of Title IV of ERISA (as defined in ERISA Sections 3(37)(A) and 4001(a)(3)).

• No notice of a “reportable event”, within the meaning of Section 4043 of ERISA, for which the 30-day reporting requirement has not been waived, has been required to be filed for any Compensation and Benefit Plan or by any Seller ERISA Affiliate Plan within the 12-month period ending on the date hereof, and no such notice will be required to be filed as a result of the transactions contemplated by this Agreement.

More Definitions of Seller ERISA Affiliate

Seller ERISA Affiliate means any person (as defined in Section 3(9) of ERISA) that is or has been a member of any group of persons described in Section 414(b), (c), (m) or (o) of the Code, including without limitation Seller or any of the Seller Subsidiaries.

Seller ERISA Affiliate means any entity which is a member of (i) a controlled group of corporations (as defined in Section 414(b) of the Code), (ii) a group of trades or businesses under common control (as defined in Section 414(c) of the Code), or (iii) an affiliated service group (as defined under Section 414(m) of the Code or the regulations under Section 414(o) of the Code), any of which includes the Seller. Complete and accurate copies of (i) all the Seller Employee Benefit Plans which have been reduced to writing, (ii) written summaries, if any, of all unwritten the Seller Employee Benefit Plans, (iii) all related trust agreements, insurance contracts, summary plan descriptions, plan prospectuses and similar plan summaries (including summaries and informational materials that the Seller has posted on an internet or intranet site), if any, and (iv) the most recent annual report filed, if any, on IRS Form 5500, 5500C or 5500R for each the Seller Employee Benefit Plan, have been delivered to the Buyer. Each the Seller Employee Benefit Plan has been administered in all material respects in accordance with its terms, and each of the Seller and Seller ERISA Affiliates has in all material respects met its obligations with respect to such the Seller Employee Benefit Plan and has made all contributions thereto which are required to be made prior to the date hereof. With respect to each the Seller Employee Benefit Plan, the Seller and each Seller ERISA Affiliate has prepared in good faith and timely filed all requisite government reports (which were true and correct in all material respects as of the date filed) and has properly and timely filed an distributed or posted all notices and reports to employees required to be filed, distributed or posted. the Seller and all the Seller Employee Benefit Plans are in compliance in all material respects with the currently applicable provisions of ERISA and the Code and the regulations thereunder.

Seller ERISA Affiliate has the meaning set forth in Section 6(n).

Seller ERISA Affiliate means any entity that would be deemed a "single employer" with any Seller under Section 414(b), (c),

Seller ERISA Affiliate means any trade or business, whether or not incorporated, that together with any Seller would be deemed a single employer within the meaning of Section 4001(b) of ERISA. Schedule 4.13(a)(ii) of the Schedule Letter contains a list and brief description of each management, consulting, non-competition, employment, severance or similar contract applicable to any current or former director, officer, employee or Consultant of any Seller (the “Seller Compensatory Agreements”). Sellers have delivered to Purchaser true, complete and correct copies of (i) each Seller Benefit Plan and Seller Compensatory Agreement (or, in the case of any unwritten Seller Benefit Plans or Seller Compensatory Agreement, descriptions thereof), (ii) the most recent annual report on Form 5500 (including all schedules and attachments thereto) filed with the Internal Revenue Service with respect to each Seller Benefit Plan, if required, (iii) the most recent summary plan description for each Seller Benefit Plan for which such a summary plan description is required and (iv) each trust agreement, group annuity contract or other funding and financing arrangement relating to any Seller Benefit Plan.

Seller ERISA Affiliate means any Person that is considered a single employer with any Seller under Section 414 of the Code. “Seller Indemnified Persons” is defined in Section 9.3.

Seller ERISA Affiliate as defined in Section 3.7.