Xxxxxx Benefit Plan definition

Xxxxxx Benefit Plan means any Benefit Plan sponsored or maintained by any member of the Xxxxxx Group or to which any member of the Xxxxxx Group is a party.
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Xxxxxx Benefit Plan means each plan, program, arrangement, agreement or commitment that is an employment, or deferred compensation agreement, or an executive compensation, incentive bonus or other bonus, employee pension, profit-sharing, savings, retirement, supplemental retirement, stock option, stock purchase, stock appreciation rights, restricted stock, other equity-based compensation, severance pay, salary continuation, life, health, hospitalization, sick leave, vacation pay, disability or accident insurance plan, corporate-owned or key-man life insurance or other employee benefit plan, program, arrangement, agreement or commitment, including any “employee benefit plan” (as defined in Section 3(3) of ERISA), sponsored or maintained by Xxxxxx or any ERISA Affiliate (or to which such entity contributes or is required to contribute).
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Xxxxxx Benefit Plan means any Benefit Plan which Xxxxxx or any of its Subsidiaries or ERISA Affiliates maintains or contributes to, or has any obligation to contribute to, or with respect to which Xxxxxx or any of its Subsidiaries has any liability, direct or indirect, contingent or otherwise (including, without limitation, a liability arising out of an indemnification, guarantee, hold harmless or similar agreement).
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Examples of Xxxxxx Benefit Plan in a sentence

  • There have been no breaches of fiduciary duty by any fiduciary under or with respect to the Xxxxxx Pension Plans or any other Xxxxxx Benefit Plan, and no claim is pending or threatened with respect to any Xxxxxx Benefit Plan other than claims for benefits made in the Ordinary Course of Business.

  • Neither Xxxxxx or any of its subsidiaries have incurred any liability for any tax imposed by Section 4975 of the Code or for any penalty imposed by the Code or by ERISA with respect to the Xxxxxx Pension Plans or any other Xxxxxx Benefit Plan.

  • As of the Distribution, the service of Cable Employees with any member of the Cable Group or any other employer, as applicable, other than any member of the Xxxxxx Group, shall not be taken into account for any purpose under any Xxxxxx Benefit Plan, except as otherwise specifically provided in this Agreement.

  • Furthermore, no provision of this Agreement shall constitute a limitation on the rights to amend, modify or terminate any Xxxxxx Benefit Plan or any Cable Benefit Plan and nothing herein shall be construed as an amendment to any such Benefit Plan.

  • Nothing in this Agreement shall be deemed to be an amendment to any Xxxxxx Benefit Plan or to prohibit any member of the Xxxxxx Group from amending, modifying or terminating any Xxxxxx Benefit Plan at any time within its sole discretion.

  • I also then look at recruitment and retention around this Climate Council as it is important that we maintain consistency but with the council meeting every 4 years it is possible that members, even accidentally, may find themselves unable to commit from one council term to another or choose not to return for the following 4-years’ report.

  • No trust funding any Xxxxxx Benefit Plan is intended to meet the requirements of Code Section 501(c)(9).

  • No Xxxxxx Benefit Plan provides for the gross-up or reimbursement of Taxes under Section 4999 or 409A of the Code, or otherwise.

  • Xxxxxx shall give each Xxxxxx Participant full credit for purposes of eligibility, vesting, determination of level of benefits, and, to the extent applicable, benefit accruals under any Xxxxxx Benefit Plan, respectively, for such Xxxxxx Participant’s service with any member of the IDT Group to the same extent such service was recognized by the applicable IDT Benefit Plans; provided, that such service shall not be recognized to the extent that such recognition would result in the duplication of benefits.

  • Any Xxxxxx dividend equivalent rights associated with any Xxxxxx Restricted Share, Xxxxxx RSU, Xxxxxx DSU or Xxxxxx PSU shall either be paid in cash or treated in the same manner as the award to which such dividend equivalent rights relate in accordance with this Section 2.4, in each case, pursuant to the terms of the relevant Xxxxxx Stock Plan, Xxxxxx Directors’ Plan or other Xxxxxx Benefit Plan immediately prior to the Effective Time.


More Definitions of Xxxxxx Benefit Plan

Xxxxxx Benefit Plan means any Company Benefit Plan listed on Section 3.10(a) of the Company Disclosure Schedule that covers only current or former trustees, directors, officers, or employees of the Xxxxxx Companies (or any dependent or beneficiary thereof) (without taking into consideration any individuals participating in such plan who are not employed by the Company, the Operating Partnership or any other Company Subsidiary).
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Xxxxxx Benefit Plan means any Employee Benefit Plan that is sponsored by Xxxxxx or one of its Subsidiaries for the benefit of any Station Employee or any employment agreement between Xxxxxx or one of its Subsidiaries, on the one hand, and a Station Employee, on the other hand, other than any Company Benefit Plan.
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Xxxxxx Benefit Plan means any Benefit Plan that is sponsored or maintained by, or required to be contributed to, or with respect to which any potential liability is borne by Xxxxxx or any of its Subsidiaries. “Xxxxxx Directors’ Plans” means the Xxxxxx Corporation 1997 Directors’ Deferred Compensation and Annual Stock Unit Award Plan (amended and restated effective January 1, 2006), as amended effective January 1, 2009 and August 28, 2010 and the Xxxxxx Corporation 2005 Directors’ Deferred Compensation Plan (amended and restated effective January 1, 2009), as amended effective December 4, 2015 and October 1, 2010). “Xxxxxx Stock Plans” means Xxxxxx’ 2015 Equity Incentive Plan and 2005 Equity Incentive Plan, as amended and restated effective August 27, 2010. “Xxxxxx Stockholders Meeting” means the meeting of stockholders of Xxxxxx to be held in connection with the Merger, as may be adjourned or postponed from time to time. “Hazardous Materials” means (a) petroleum, petroleum products and by- products, asbestos and asbestos-containing materials, polychlorinated biphenyls, mold, and radioactive substances and (b) any other chemical, material, substance, waste, pollutant or contaminant that is prohibited or regulated by or pursuant to, any Environmental Law. “HSR Act” means the Xxxx-Xxxxx-Xxxxxx Antitrust Improvement Act of 1976. “Indebtedness” means, with respect to any Person, without duplication, all obligations or undertakings by such Person (a) for borrowed money (including deposits or advances of any kind to such Person); (b) evidenced by bonds, debentures, notes or similar instruments; (c) for capitalized leases or to pay the deferred and unpaid purchase price of property or equipment; (d) pursuant to securitization or factoring programs or arrangements; (e) pursuant to guarantees and arrangements having the economic effect of a guarantee of any Indebtedness of any other Person (other than between or among any of Xxxxxx and its wholly owned Subsidiaries or between or among L3 and its wholly owned Subsidiaries); (f) to maintain or cause to be maintained the financing, financial position or covenants of others or to purchase the obligations or property of others; (g) net cash payment obligations of such Person under swaps, options, derivatives and other hedging Contracts or arrangements that will be payable upon termination thereof (assuming termination on the date of determination) or (h) letters of credit, bank guarantees, and other similar Contracts or arrangements entered...
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Xxxxxx Benefit Plan means each Employee Benefit Plan sponsored and maintained by the Xxxxxx Companies. “Xxxxxx Companies” means Xxxxxx and each of its Subsidiaries. “Key Customers” has the meaning set forth in Section 3.21(a). “Key Suppliers” has the meaning set forth in Section 3.21(b). “Knowledge” means, when referring to the “Knowledge of Sellers,” “Knowledge of Seller,” “to Seller’s Knowledge,” “to Sellers’ Knowledge” or similar phrases means (i) the actual knowledge of any Seller or of Xxxxxx Xxxxxxxxx, Xxx Xxxxxxxx, or Xxx Xxxx, and (ii) the knowledge that any such person referenced in clause (i), as a prudent business person, would have obtained in the conduct of his or her business after making reasonable inquiry with respect to the particular matter in question, provided that “Knowledge” excludes actual knowledge that any such person acquired solely from the Buyers’ Ramboll Reports and “reasonable inquiry” does not include reading, or otherwise becoming familiar with, the Buyers’ Ramboll Reports. “Labor Agreement” has the meaning set forth in Section 3.10(a)(i). “Latest Balance Sheet” has the meaning set forth in Section 3.04(a)(iv).
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Related to Xxxxxx Benefit Plan

  • 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.

  • 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.

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

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

  • 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”.

  • 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.

  • Seller Benefit Plan means each Benefit Plan sponsored, maintained or contributed to by Seller or any of its Subsidiaries or with respect to which Seller or any of its Subsidiaries is a party and in which any Employee is or becomes eligible to participate or derive a benefit.

  • Group health benefit plan means any health care plan, subscription contract, evidence of

  • 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.

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

  • Basic health benefit plan means any plan offered to an individual, a small group,

  • 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.

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

  • 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.

  • 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.

  • Company Benefit Plans has the meaning set forth in Section 3.16(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;

  • 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.

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

  • Employee Plan means an employee benefit plan within the meaning of Section 3(3) of ERISA (other than a Multiemployer Plan), regardless of whether subject to ERISA, that any Loan Party or any of its ERISA Affiliates maintains, sponsors or contributes to or is obligated to contribute to.

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

  • Company Plan means any Benefit Plan: (i) under which any current or former director, officer, employee, consultant or independent contractor of the Company has any present or future right to benefits and that is maintained, sponsored or contributed to by the Company; or (ii) with respect to which the Company has any Liability.

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

  • 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).

  • Employee Welfare Benefit Plan has the meaning set forth in ERISA Section 3(1).