Subsidiary Benefit Plans definition

Subsidiary Benefit Plans means, collectively, each deferred compensation, bonus, incentive compensation, stock purchase, stock option and other equity or equity-based compensation plan, program, agreement or arrangement; each separation or termination pay, medical, surgical, hospitalization or life insurance plan fund or program, each profit-sharing, stock bonus, pension or other material employee benefit plan, fund, program, agreement or arrangement, in each case, that is, or was within the past six (6) years, sponsored, maintained or contributed to or required to be contributed to by any of Target’s Subsidiaries or to which any of Target’s Subsidiaries is party, whether written or oral, for the benefit of any current or former employee, officer, director or consultant of any of Target’s Subsidiaries.
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Subsidiary Benefit Plans shall have the meaning set forth in Section 3.1(q).
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Subsidiary Benefit Plans has the meaning provided such term in Section 3.12(a).
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Examples of Subsidiary Benefit Plans in a sentence

  • As of the Applicable Transfer Time, each Transferred Employee shall cease participation in the health and welfare benefit plans (other than, for the avoidance of doubt, the Purchased Subsidiary Benefit Plans) of Seller and its Affiliates (each, a “Seller Welfare Plan”) and commence participation in the health and welfare benefit plans maintained, administered or contributed to by Buyer and its Subsidiaries.

  • With respect to each of the Subsidiary Benefit Plans, complete and accurate copies of all Subsidiary Benefit Plans and all related trust agreements, insurance contracts, determination letters, annual reports for the last three years for each employee pension benefit plan, as defined in ERISA, the most recent annual report for each employee welfare benefit plan, as defined in ERISA, the most recent actuarial reports and summary plan descriptions, have been made available to the Buyer.

  • Seller shall be responsible for providing benefits in respect of all claims for benefits (other than claims under Purchased Subsidiary Benefit Plans and Assumed Plans) in respect of workers compensation and any comparable liabilities that are based upon Transferred Employees’ injuries or illnesses that arise prior to the Applicable Transfer Time.

  • None of the Earthstone Plans and Earthstone Subsidiary Benefit Plans (as applicable) has failed to satisfy the minimum funding standard applicable under Section 412 of the Code or Section 302 of ERISA and no ERISA Affiliate of Earthstone has an outstanding funding waiver.

  • From and after the Closing until the later of June 30, 2005 or six months after the Closing, Buyer shall cause the Subsidiaries to, subject to the terms and conditions of this Section 5.3(i), provide Parent such administrative and advisory services with respect to the Subsidiary Benefit Plans retained by Parent as Parent reasonably requests (the “Benefit Plan Services”).

  • The daily allowance provided to staff in travel status and a good proxy for hotel costs.

  • Seller shall be responsible for providing benefits in respect of all claims for benefits (other than claims under Purchased Subsidiary Benefit Plans) in respect of workers 99 compensation and any comparable liabilities that are based upon Transferred Employees’ injuries or illnesses that arise prior to the Applicable Transfer Time.

  • Section 3.13(a) of the Disclosure Schedule sets forth a complete and accurate list of all Seller Benefit Plans, separately identifying: (i) the Business Subsidiary Benefit Plans and (ii) the non-U.S. jurisdiction applicable to each Foreign Plan (as defined below).

  • From and after the Closing until the later of June 30, 2005 or six months after the Closing, Buyer shall cause the Subsidiaries to, subject to the terms and conditions of this Section 5.3(i), provide Parent such administrative and advisory services with respect to the Subsidiary Benefit Plans retained by Parent as Parent reasonably requests (the "Benefit Plan Services").

  • Immediately following the Effective Time, Parent shall contribute all of the issued and outstanding limited liability company interests of the Surviving Entity to its wholly-owned benefits administration Subsidiary, Benefit Plans Administrative Services, Inc.

Related to Subsidiary Benefit Plans

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

  • Canadian Benefit Plans means all material employee benefit plans of any nature or kind whatsoever that are not Canadian Pension Plans and are maintained or contributed to by any Credit Party having employees in Canada.

  • Parent Benefit Plans has the meaning set forth in Section 5.07(b).

  • 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).

  • Business Benefit Plan means each Benefit Plan that is contributed to, sponsored, maintained or entered into by Seller or a Retained Subsidiary, a Purchased Subsidiary or any Affiliate of any of them for the benefit of any Business Employee.

  • Foreign Benefit Plan means any Employee Benefit Plan established, maintained or contributed to outside of the United States of America or which covers any employee working or residing outside of the United States.

  • 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.

  • Canadian Benefit Plan means any plan, fund, program, or policy, whether oral or written, formal or informal, funded or unfunded, insured or uninsured, providing material employee benefits, including medical, hospital care, dental, sickness, accident, disability, life insurance, pension, retirement or savings benefits, under which any Borrower has any liability with respect to any employee or former employee, but excluding any Canadian Pension Plans.

  • Qualified Benefit Plan has the meaning set forth in Section 3.20(c).

  • Non-U.S. Benefit Plan has the meaning set forth in Section 3.20(a).

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

  • Parent Benefit Plan means an Employee Benefit Plan sponsored, maintained, or contributed to (or required to be contributed to) by Parent or any of its Subsidiaries, or under or with respect to which Parent or any of its Subsidiaries has any current or contingent liability or obligation.

  • Parent Employee Plan means any plan, program, policy, practice, contract, agreement or other arrangement providing for compensation, severance, termination pay, performance awards, stock or stock-related awards, fringe benefits or other employee benefits or remuneration of any kind, whether written or unwritten or otherwise, funded or unfunded, including without limitation, each "EMPLOYEE BENEFIT PLAN," within the meaning of Section 3(3) of ERISA which is maintained, contributed to, or required to be contributed to, by Parent or any Affiliate for the benefit of any Parent Employee;

  • Benefit Plan means any of (a) an “employee benefit plan” (as defined in ERISA) that is subject to Title I of ERISA, (b) a “plan” as defined in Section 4975 of the Code or (c) any Person whose assets include (for purposes of ERISA Section 3(42) or otherwise for purposes of Title I of ERISA or Section 4975 of the Code) the assets of any such “employee benefit plan” or “plan”.

  • Company Employee Benefit Plan means each Employee Benefit Plan that is maintained, sponsored or contributed to (or required to be contributed to) by any of the Group Companies or under or with respect to which any of the Group Companies has any Liability.

  • Company Plans shall have the meaning set forth in Section 3.14(a).

  • Company Employee Plan means any plan, program, policy, practice, contract, agreement or other arrangement providing for compensation, severance, termination pay, deferred compensation, performance awards, stock or stock-related awards, fringe benefits or other employee benefits or remuneration of any kind, whether written or unwritten or otherwise, funded or unfunded, including without limitation, each "employee benefit plan," within the meaning of Section 3(3) of ERISA which is or has been maintained, contributed to, or required to be contributed to, by the Company or any Affiliate for the benefit of any Employee, or with respect to which the Company or any Affiliate has or may have any liability or obligation;

  • Employee Benefit Plans shall have the meaning set forth in Section 3.20(a).

  • Seller Benefit Plans has the meaning set forth in Section 4.8(a).

  • Pension Benefit Plan means at any time any employee pension benefit plan (including a Multiple Employer Plan, but not a Multiemployer Plan) which is covered by Title IV of ERISA or is subject to the minimum funding standards under Section 412 of the Code and either (i) is maintained by any member of the Controlled Group for employees of any member of the Controlled Group; or (ii) has at any time within the preceding five years been maintained by any entity which was at such time a member of the Controlled Group for employees of any entity which was at such time a member of the Controlled Group.

  • 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.

  • Foreign Benefit Arrangement means any employee benefit arrangement mandated by non-U.S. law that is maintained or contributed to by any Credit Party or any of its Subsidiaries.

  • Buyer Benefit Plans has the meaning set forth in Section 6.10(f).

  • Defined Benefit Plan means either a plan described in Section 3(35) of ERISA or a plan subject to the minimum funding standards set forth in Section 302 of ERISA and Section 412 of the Code.

  • Foreign Employee Benefit Plan means any employee benefit plan as defined in Section 3(3) of ERISA which is maintained or contributed to for the benefit of the employees of the Company, any of its respective Subsidiaries or any members of its Controlled Group and is not covered by ERISA pursuant to ERISA Section 4(b)(4).