Target Company Plan definition

Target Company Plan means each Benefit Plan in which only employees of the Target Companies participate as of the Closing Date.
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Target Company Plan means a Plan sponsored by any Acquired Company or any ERISA Affiliate, or to which any Acquired Company or any ERISA Affiliate otherwise contributes or has contributed, or in which any employee of any Acquired Company or any ERISA Affiliate otherwise participates or has participated.
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Target Company Plan has the meaning specified in Section 2.15(a).
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Examples of Target Company Plan in a sentence

  • Without limiting the generality of Section 5.18, each Target Company Plan has been administered in accordance with its terms and applicable Law.

  • No Target Company Plan provides retiree medical or retiree insurance benefits to any Person.

  • On or after the Effective Date, no Target Company Plan has been, or will be, (i) terminated, (ii) amended in any manner which would directly or indirectly increase the benefits accrued, or which may be accrued, by any participant thereunder or (iii) amended in any manner which would materially increase the cost to either Target Company or Unusual of maintaining such Target Company Plan.

  • Other than routine claims for benefits, no Target Company Plan is subject to any pending or threatened action, investigation, examination, claim or any other proceeding initiated by any Governmental Authority or other Person, and to the Knowledge of any Acquired Company, no facts exist that would give rise thereto.

  • To the extent that employees of the Acquired Companies are eligible for a Buyer Plan with a qualified cash or deferred arrangement within the meaning of Section 401(k) of the Code, Buyer or its Affiliates shall cause such Buyer Plan to allow each employee of the Acquired Companies to make a “direct rollover” to such Buyer Plan of such employee’s account balance (including promissory notes evidencing any outstanding loans) in any Target Company Plan.

  • With respect to each Target Company Plan, no non-exempt prohibited transactions (as defined in ERISA Section 406 or Code Section 4975) have occurred.

  • To the extent applicable with respect to each Target Company Plan, complete copies of the most recent documents described below have been delivered to Buyer: (1) IRS determination letter; (2) Form 5500 and attachments; (3) all plan documents and amendments; and (4) summary plan descriptions and any summaries of material modifications.

  • Each Target Company Plan (and any related trust or fund) has been funded, administered and maintained, in form and operation, in accordance with its terms and in all material respects with the applicable requirements of all applicable Law, including, without limitation (and where applicable) ERISA and the Code.

  • There do not exist any pending or, to the knowledge of the Target Company, threatened claims (other than claims for benefits in the ordinary course), suits, actions, disputes, audits or investigations with respect to any Target Company Plan.

  • Neither the execution of this Agreement nor the consummation of the Transaction by the Target Company will limit or restrict the right of the Target Company to merge, amend, terminate or transfer the assets of any Target Company Plan or Employment Contract on or after the Closing Date.

Related to Target Company Plan

  • Company Plan means all Plans of which the Company or an ERISA Affiliate of the Company is or was a Plan Sponsor, or to which the Company or an ERISA Affiliate of the Company otherwise contributes or has contributed, or in which the Company or an ERISA Affiliate of the Company otherwise participates or has participated. All references to Plans are to Company Plans unless the context requires otherwise.

  • 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;

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

  • Seller Employee Plan means any plan, program, policy, practice, Contract 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, unwritten or otherwise, funded or unfunded, including each “employee benefit plan,” within the meaning of Section 3(3) of ERISA (whether or not ERISA is applicable to such plan), that is or has been maintained, contributed to, or required to be contributed to, by the Seller or any Seller Affiliate for the benefit of any Seller Employee, or with respect to which the Seller or any Seller Affiliate has or may have any liability or obligation, except such definition shall not include any Seller Employee Agreement.

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

  • Seller Plan means any Employee Benefit Plan maintained, or contributed to, by the Seller or any ERISA Affiliate.

  • 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 and subject to 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”.

  • 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;

  • Employee Plan means each "employee benefit plan," as such term is defined in Section 3(3) of ERISA, that (A)(i) is subject to any provision of ERISA and (ii) is maintained or contributed to by the Company, or (B)(i) is subject to any provision of Title IV of ERISA and (ii) is maintained or contributed to by any of the Company's ERISA Affiliates.

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

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

  • Seller Benefit Plan means each Employee Benefit Plan sponsored, maintained or contributed to by a Seller or any of its Affiliates or with respect to which a Seller or any of its Affiliates has, or could reasonably be expected to have, any direct or indirect Liability.

  • Employee Plans has the meaning set forth in Section 3.14(b).

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

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

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

  • Purchaser Benefit Plans has the meaning set forth in Section 8.7(d).

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

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

  • Seller Plans has the meaning set forth in Section 3.13(a).

  • Parent Benefit Plan means any Employee Benefit Plan maintained by, sponsored by or contributed to by, or obligated to be contributed to by any Parent Group Entity.

  • Target Companies means the Target and its Subsidiaries.

  • Company Employees shall have the meaning set forth in Section 6.10(a).

  • 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.