Transferred Benefit Plan definition

Transferred Benefit Plan means (a) any Benefit Plan solely sponsored, maintained or contributed to by, or for, any Target Entity (other than, for the avoidance of doubt, the U.K. DB Plan and and any Liabilities associated with the Darex GmbH DB Plan, in each case that are retained by Seller or any of its Affiliates pursuant to Section 5.7(g)(i) and (iii), as applicable) and (b) any other Benefit Plan identified as a Transferred Benefit Plan on Section 3.16(b) of the Seller Disclosure Schedules (and for the avoidance of doubt, the reference to any such Benefit Plan may only include a spin-off from a Seller Benefit Plan effectuated prior to Closing as necessary to ensure that only those Liabilities associated with the applicable Transferred Benefit Plan shall be assumed by Purchaser or its Affiliates (including any applicable Target Entity)).

Transferred Benefit Plan means an Employee Benefit Plan that is sponsored or maintained solely by a Transferred FH Company or a Closing Subsidiary or identified as a Transferred Benefit Plan in Section 3.11(a) of Seller’s Disclosure Letter.

Transferred Benefit Plan means any Benefit Plan identified as a Transferred Benefit Plan on Section 2.16(a) and Section 2.16(f) of the Seller Disclosure Letter.

Examples of Transferred Benefit Plan in a sentence

• Buyer shall cause each applicable Transferred FH Company or Closing Subsidiary to pay all amounts payable under each Transferred Benefit Plan maintained by such Transferred FH Company or Closing Subsidiary no later than the date such amounts become due in the time and manner set forth in such Transferred Benefit Plan to the extent such amounts are Retained Liabilities.

• For the avoidance of doubt and in accordance with the provisions of Section 2.6(g), effective on and after the Closing Date, Purchaser shall, or shall cause its Affiliates to, assume that certain Transferred Benefit Plan that is the Darex GmbH DB Plan, solely with respect to the Liabilities associated with respect to the applicable Transferred Business Employees’ participation therein.

• Effective the day after the Closing Date, the Buyers or another Affiliate of the Buyers shall assume or retain sponsorship and liability for any Non-U.S. Benefit Plan which is a Transferred Benefit Plan, and Mallinckrodt UK and its Affiliates shall have no further liability or obligation therefor.

• No Transferred Benefit Plan covers or has any liability or obligation with respect to any current or former employee of Sellers or any of their Affiliates, for the avoidance of doubt, excluding any Transferred Subsidiary or any Indirect Subsidiary, other than the Employees.

• Prior to the Closing Date, Sellers shall, and shall cause one of their Affiliates to, take all actions necessary to remove any Transferred Subsidiary and any Indirect Subsidiary as a participating employer in any such Benefit Plan that is not a Transferred Benefit Plan.

More Definitions of Transferred Benefit Plan

Transferred Benefit Plan means any Company Benefit Plan or portion thereof that is sponsored or maintained by the Company for the benefit of their current and former Employees, or to which the Company is party.

Transferred Benefit Plan means each Employee Benefit Plan maintained solely for the benefit of Platform Employees and listed in Section 3.9(b)(ii) of the Transferor Disclosure Schedules.

Transferred Benefit Plan means all Company Plans with the exception of the plans listed on Schedule 1.2(b)(i)(F).

Transferred Benefit Plan means any 401K Plan, vacation pay, sickness, hospitalization or other medical, dental, vision, disability or death benefit plan (whether provided through insurance, on a funded or unfunded basis or otherwise), employee stock option purchase plan, and each other employee benefit plan, program or arrangement, whether or not an employee benefit plan within the meaning of Section 3(3) of ERISA which since January 1, 1993 has been maintained or contributed to by the Company for the benefit of or relating to any of its employees or to any former employee of the Company or his/her dependents, survivors or beneficiaries.

Transferred Benefit Plan means any Seller Benefit Plan that is sponsored or maintained by any Transferred Company.

Transferred Benefit Plan means each Employee Benefit Plan (i) to which Buyer or any of its Affiliates (including, after the Closing Date any Company Entity) will have any liability on or after the Closing Date and (ii) is listed on Section 1.1(e) of the Seller Disclosure Schedules.

Transferred Benefit Plan means any Benefit Plan sponsored, maintained or contributed to by Seller or any of its Affiliates solely for the benefit of the TMA Business Employees or otherwise identified as a Transferred Benefit Plan on Section 3.10(a) of the Seller Disclosure Schedule.