Common use of Benefit Plan Documents Clause in Contracts

Benefit Plan Documents. With respect to each Benefit Plan set forth on Schedule 5.17(a), the Seller has made available true, accurate, current and complete copies of the following, as applicable: (i) the plan document, together with all amendments; (ii) where a Benefit Plan has not been reduced to writing, a written summary of all material terms of the plan; (iii) copies of any trust agreements or other funding arrangements, custodial agreements, insurance policies and Contracts, annuity Contracts, administration agreements and similar agreements, and investment management or investment advisory agreements, now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise; (iv) copies of any summary plan descriptions, summaries of material modifications, employee handbooks, summaries of benefits and coverage, COBRA communications, and any other material written communications (or a description of any oral communications); (v) in the case of any Qualified Benefit Plan, a copy of the most recent determination, opinion or advisory letter from the Internal Revenue Service; (vi) in the case of any Benefit Plan for which a Form 5500 is required to be filed, copies of the three (3) most recently filed Forms 5500, with all corresponding schedules and financial statements attached; (vii) actuarial valuations, statements, and reports related to any Benefit Plans with respect to the three (3) most recently completed plan years; (viii) the results of any nondiscrimination, coverage, top-heavy and other tests performed under the Code for the three most recently completed plan years; (ix) fidelity bond and fiduciary liability insurance policies; and (x) copies of notices, letters or other correspondence from the Internal Revenue Service, Department of Labor, Department of Health and Human Services, or Pension Benefit Guaranty Corporation, or other Governmental Authority relating to the Benefit Plan.

Benefit Plan Documents. With respect to each “employee benefit plan” as defined in Section 3(3) of ERISA (whether or not subject to ERISA), and any other plan, policy, program, practice, agreement, understanding or arrangement (whether written or oral) providing compensation or other benefits to any current or former director, officer, employee or consultant (or to any dependent or beneficiary thereof) of the Company or any ERISA Affiliate (as defined below), which are now, or were within the past four years, maintained, sponsored, contributed to or required to be contributed to by the Company or any ERISA Affiliate, and under which the Company or any ERISA Affiliate may have any obligation or liability, whether actual or contingent, including, without limitation, all incentive, bonus, retention, employment, severance, deferred compensation, vacation, holiday, cafeteria, medical, disability, stock purchase, stock option, stock appreciation, phantom stock, restricted stock or other stock-based compensation plans, policies, programs, practices, agreements or arrangements (each a “Company Benefit Plan set forth on Schedule 5.17(aPlan”), the Seller Company has made available true, accurate, current and to Parent complete copies of the following, as applicable: (i) the plan document, together with all amendments; (ii) where a each Company Benefit Plan has (or, if not been reduced to writing, written a written summary of its material terms), including all material terms of the plan; (iii) copies of any plan documents, trust agreements agreements, insurance contracts or other funding arrangementsvehicles and all amendments thereto, custodial agreements, insurance policies (ii) the most recent summaries and Contracts, annuity Contracts, administration agreements and similar agreements, and investment management or investment advisory agreements, now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise; (iv) copies of any summary plan descriptions, summaries including any summary of material modifications, employee handbooks(iii) annual reports (Form 5500 series) for the last three years filed with the IRS with respect to such Company Benefit Plan (and, summaries of benefits and coverageif the most recent annual report is a Form 5500R, COBRA communicationsthe most recent Form 5500C filed with respect to such Company Benefit Plan), and any (iv) the most recent actuarial report or other material written communications (or a description of any oral communications); financial statement relating to such Company Benefit Plan, (v) in the case of any Qualified Benefit Plan, a copy of the most recent determinationdetermination or opinion letter, opinion or advisory letter from if any, issued by the Internal Revenue Service; IRS with respect to any Company Benefit Plan and any pending request for such a determination letter, (vi) in the case of any Benefit Plan for which a Form 5500 is required to be filed, copies of the three (3) most recently filed Forms 5500, with all corresponding schedules and financial statements attached; (vii) actuarial valuations, statements, and reports related to any Benefit Plans with respect to the three (3) most recently completed plan years; (viii) the results of any nondiscrimination, coverage, top-heavy and other nondiscrimination tests performed under the Code (including 401(k) and 401(m) tests) for each Company Benefit Plan for the last three most recently completed plan years; (ix) fidelity bond and fiduciary liability insurance policies; years and (xvii) copies of noticesall non-routine filings made with any Governmental Entity with respect to any Company Benefit Plan, letters including all filings under the Voluntary Compliance Resolution or other correspondence from Closing Agreement Program or the Internal Revenue Service, Department of Labor, Department of Health and Human Services, Labor Delinquent Filer Program or Pension Benefit Guaranty Corporation, or other Governmental Authority relating to the Benefit Planany similar program.