Benefit Plans Generally. Schedule 3.14(a) sets forth a true and complete list as of the date hereof of all Benefit Plans (excluding employment agreements under $125,000), but excluding normal payroll practices, including the continuation of regular wage payments on account of vacation, holiday, jury duty or other like absence.
Benefit Plans Generally. Effective as of the Closing, Seller shall cause the Acquired Companies to cease to be participating employers in the Seller Employee Benefit Plans and, as of the Closing Date, all Transferred Employees shall cease to accrue benefits under and otherwise to participate as active participants in the Seller Employee Benefit Plans. Purchaser agrees that, from the Closing Date until December 31, 2005, it shall, or shall cause one or more of its Designated Affiliates and/or the Acquired Companies to, maintain employee benefit and compensation (including incentive bonus opportunity but excluding (i) post-employment health and life benefits (other than Cobra Coverage), (ii) defined benefit pension benefits for Non-Represented Employees, (iii) equity-based or related compensation, (iv) supplemental executive retirement benefits and (v) deferred compensation arrangements) plans, programs and arrangements for the benefit of the Non-Represented Employees that, when taken as a whole, are comparable to those provided to such Non-Represented Employees immediately before the Closing.
Benefit Plans Generally. Except as otherwise specifically provided in Section 3.4(f) of this Agreement, as of the Rights Closing Effective Time, each SHO Employee (and each such individual’s Plan Payees) shall cease participation in all SHLD Benefit Plans (subject to COBRA obligations, which are assumed by the SHO Group pursuant to Section 3.3(c) above) and, as of such time, SHO shall or shall cause another member of the SHO Group to have in effect or make available such SHO Benefit Plans, including Continuing Plans during the Benefits Transition Period, as are necessary to comply with its obligations pursuant to this Agreement.
Benefit Plans Generally. Schedule 4.20(a) attached hereto contains a true and complete list of all Benefit Plans. Neither Dollar Express nor any ERISA Affiliate is or has ever been a party to any pension plan or welfare benefit plan that is a "multiemployer plan" (within the meaning of Section 3(37) of ERISA), a "multiple employer plan" (within the meaning of Section 413 of the Code) or a "multiple employer welfare arrangement" (within the meaning of Section 3(40) of ERISA). Neither Dollar Express nor any ERISA Affiliate maintains, has ever maintained, or has had any obligation under a plan subject to Title IV of ERISA. Every Benefit Plan which is a "welfare plan" provides benefits either by making direct payments out of general corporate assets or through the purchase of insurance.
Benefit Plans Generally. 33 Section 11.3 Savings Plan ......................................... 33 Section 11.4
Benefit Plans Generally. Schedule 3.18(a) attached hereto contains a true and complete list of all Benefit Plans.
Benefit Plans Generally. Section 4.17(a) of the Company Disclosure Schedules contains a true and complete list of all Benefit Plans. With respect to each Benefit Plan, the Company has made available to Buyer true, correct, and complete copies of each of the following, to the extent applicable: (i) where the Benefit Plan has been reduced to writing, the current plan document, agreement, or other document governing the Benefit Plan, together with all amendments, since the last restatement of the Benefit Plan; (ii) where the Benefit Plan has not been reduced to writing, a written summary of all material plan terms; (iii) where applicable, copies of any trust agreements or other funding arrangements, custodial agreements, insurance policies and contracts, administration agreements and similar agreements, and investment management or investment advisory agreements; (iv) copies of any current summary plan descriptions, summaries of material modifications, employee handbooks, plan summaries, and any other written communications relating to the current form of any Benefit Plan; (v) in the case of any Benefit Plan that is intended to be qualified under Section 401(a) of the Code, a copy of the most recent determination, opinion, or advisory letter from the IRS; (vi) in the case of any Benefit Plan for which a Form 5500 is required to be filed, a copy of the two most recently filed Forms 5500, with schedules and financial statements attached; (vii) actuarial valuations and reports related to any Benefit Plans with respect to the two most recently completed plan years; (viii) the most recent nondiscrimination tests performed under the Code; (ix) Forms 1094-C, Transmittal of Employer-Provided Health Insurance Offer and Coverage Information Returns, and Forms 1095-C, Employer-Provided Health Insurance Offer and Coverage, for the three most recently completed calendar years; (x) copies of all material notices, letters, or other correspondence from the Internal Revenue Service, Department of Labor, Pension Benefit Guaranty Corporation, or other Governmental Entity relating to the Benefit Plan within the past three years; and (xi) any other Benefit Plan related documents reasonably requested by Xxxxx.
Benefit Plans Generally. (i) As of the Closing Date, each Company will cease to participate in each Benefit Plan, and the Sellers and their Affiliates will take such action as is necessary to formally cease such participation in each Benefit Plan. Except as otherwise provided herein, after the Closing Date, each Seller, as applicable, will retain all liabilities for claims under such Benefit Plans, whether such claims are made before, on or after the Closing Date. Without limiting the foregoing and for avoidance of doubt, the Sellers or their Affiliates (other than the Companies) will retain all obligations and liabilities relating to benefits (including pension and retiree medical benefits), if any, provided or to be provided to all present and former employees, consultants or directors of the Companies who are not Company Employees.
Benefit Plans Generally. 58 SECTION 5.13 Takeover Statutes................................... 58 SECTION 5.14 Nasdaq National Marketing Listing................... 58
Benefit Plans Generally. Except for the Company Purchase Plan which shall terminate at the Effective Time, Parent agrees to honor in accordance with their terms, all employment, severance and similar agreements to which the Company is a party and which are listed on the Company Disclosure Schedule and all accrued benefits that are vested as of the Effective Time under any Company benefit program. Except for the Company Purchase Plan which shall terminate at the Effective Time, Parent agrees to provide employees of the Company with credit for all service with the Company for purposes of vesting and eligibility under any employee benefit plan, program or arrangement of Parent or its affiliates. To the extent not otherwise specified in this Agreement, Parent agrees that Company employees who continue to be employed by the Surviving Corporation after the Effective Time may continue to participate in their current Company sponsored employee benefit programs through six months following the Effective Time, except for the Company Purchase Plan which shall terminate at the Effective Time. Subsequently to such date, Company employees shall participate in Parent employee benefit programs or comparable programs under substantially the same terms and conditions as all other Parent employees. To the extent not otherwise specified in this Agreement, all Company employee benefit programs will cease no earlier than six months following the Effective Time, at a time to be determined by Parent in its discretion.
