Common use of Canadian Pension Plans Clause in Contracts

Canadian Pension Plans. Each of the Canadian Pension Plans (if any) is duly registered under the Canadian Income Tax Act and any other applicable Laws which require registration, has been administered in accordance with the Canadian Income Tax Act and such other applicable Laws and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Credit Parties (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor have been performed on a timely basis, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are no outstanding disputes concerning the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Laws. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. None of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP).

Canadian Pension Plans. Each As of the Closing Date, Schedule 8.24 lists all Canadian Pension Plans maintained or contributed to by each Canadian Credit Party. None of the Canadian Pension Plans is a “multi-employer pension plan,” as defined in the Pension Benefits Act (if anyOntario) is or an equivalent plan under the pension standards legislation of any other applicable jurisdiction in Canada, other than where all employers are Credit Parties or Affiliates of Credit Parties. The Canadian Pension Plans are duly registered under the Canadian Income Tax Act ITA (if such registration is required) and any under all other applicable Laws laws which require registration, has been administered in accordance with the Canadian Income Tax Act and such other applicable Laws registration and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Canadian Credit Parties (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor have been performed on a timely basisbasis and in compliance with the terms of such plans and agreements, any applicable collective bargaining agreement and all laws (including the Canadian Pension Regulations), except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There All employer and employee payments, contributions or premiums to be remitted, paid to or in respect of each Canadian Pension Plan have been paid or remitted in a timely fashion in accordance with the terms thereof, any funding agreement and all applicable laws. Except as disclosed in Schedule 8.24, no events have occurred which could give rise to a partial or full termination of any Canadian Pension Plan and there are no outstanding disputes concerning the assets of the Canadian Pension Plans, in either case which could reasonably be expected to have a Material Adverse Effect. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made by the Credit Parties except where such improvement could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Laws. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. None of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP).

Canadian Pension Plans. Each of the The Canadian Pension Plans (if any) is are duly registered under the Canadian Income Tax Act (Canada) and any other applicable Laws laws which require registration, has have been administered in accordance with the Canadian Income Tax Act (Canada) and such other applicable Laws laws and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so or event could not reasonably be expected to have a Material Adverse Effecteffect. All material obligations of each of the any Credit Parties Party (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor therefore have been performed on a timely basis, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are no outstanding disputes concerning the assets of the Canadian Pension Plans. No written promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement improvements could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Lawslaws, except as could not reasonably be expected to result in a Material Adverse Effect. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. None As of the Closing Date, each of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is are fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP), except as could not reasonably be expected to result in a Material Adverse Effect. None of the Credit Parties or any of their respective Subsidiaries is subject to the United States Employee Retirement Income Security Act of 1974, as amended.

Canadian Pension Plans. Each of the The Canadian Pension Plans (if any) is are duly registered under the Canadian “Income Tax Act (Canada)” and any other applicable Laws laws which require registration, has have been administered in accordance with the Canadian Income Tax Act (Canada) and such other applicable Laws laws and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so or event could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the any Credit Parties Party (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor therefore have been performed on a timely basis, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are no outstanding disputes concerning the assets of the Canadian Pension Plans. No written promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement improvements could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Lawslaws, except as could not reasonably be expected to result in a Material Adverse Effect. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. None As of the Closing Date, each of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is are fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP), except as could not reasonably be expected to result in a Material Adverse Effect. None of the Credit Parties or any of their respective Subsidiaries is subject to the United States Employee Retirement Income Security Act of 1974, as amended.

Canadian Pension Plans. Each of the The Canadian Pension Plans (if any) is are duly registered under the Canadian Income Tax Act (Canada) and any other applicable Laws laws which require registration, has have been administered in accordance with the Canadian Income Tax Act (Canada) and such other applicable Laws laws and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Credit Loan Parties (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor have been performed on a timely basis, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are no outstanding disputes concerning the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Loan Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Lawslaws. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. None of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP). No Canadian Pension Plan or fund maintained by or on behalf of any Loan Party for the benefit of any officer, director or employee of such Loan Party is a so-called defined benefit plan. For any Canadian Pension Plan or fund, and for any other employee benefit plan, which is a defined contribution plan requiring any Loan Party to contribute thereto, or to deduct from payments to any individual and pay such deductions into or to the credit of such Canadian Pension Plan or fund, all required employer contributions have been properly withheld by such Loan Party and fully paid into the funding arrangements for the applicable Pension Plan or fund. Any assessments owed to the Pension Benefits Guarantee Fund established under the Pension Benefits Act (Ontario), or other assessments or payments required under similar legislation in any other jurisdiction, have been paid when due.

Canadian Pension Plans. Each of the The Canadian Pension Plans (if any) is are duly registered (where required) under the Canadian Income Tax Act (Canada) and any other applicable Laws laws which require registration, has have been administered in accordance with the Canadian Income Tax Act (Canada) and such all other applicable Laws laws and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Credit Loan Parties (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor have been performed on a timely basis, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are no outstanding material disputes concerning the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Loan Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Lawslaws. There have been no material improper withdrawals or applications of the assets of the Canadian Pension Plans. None of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP). No Canadian Pension Plan or fund maintained by or on behalf of any Loan Party for the benefit of any officer, director or employee of such Loan Party is a so-called defined benefit plan. Any assessments owed to the Pension Benefits Guarantee Fund established under the Pension Benefits Act (Ontario), or other assessments or payments required under similar legislation in any other jurisdiction, have been paid when due.

Canadian Pension Plans. Each of the The Canadian Pension Plans (if any) is are duly registered under the Canadian Income Tax Act (Canada) and any all other applicable Applicable Laws which require registration, has been administered in accordance with the Canadian Income Tax Act and such other applicable Laws registration and no event has occurred which could is reasonably be expected likely to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Credit Parties Obligor (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the Canadian Benefit Plans and any funding agreements therefor have been performed on in a timely basisfashion, except to where (i) the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are Effect and (ii) no outstanding disputes concerning the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement could not reasonably be expected to have Lien (other than a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable LawsPermitted Lien) is created thereby. There have been no improper withdrawals or applications of the assets of the Canadian Pension PlansPlans or the Canadian Benefit Plans by any Obligor or its Affiliates except where such withdrawals or applications could not reasonably be expected to have a Material Adverse Effect. None There are no material outstanding disputes involving any Obligor or its Affiliates concerning the assets of the Canadian Pension Plans contain or the Canadian Benefit Plans except where such disputes could not reasonably be expected to have ever contained a “defined benefit provision”Material Adverse Effect. No Canadian Plan Termination Event has occurred that would be reasonably likely to have a Material Adverse Effect. No Governmental Authority has issued any default or other breach notices in respect of any Canadian Pension Plan, as that term is defined in subsection 147.1(1) except where such notices could not reasonably be expected to have a Material Adverse Effect. As of the Amendment No. 3 Effective Date, Schedule 9.1.27 contains a list of each Canadian Income Tax ActDefined Benefit Plan. Each The Canadian Borrower has provided the Lenders with a copy of the actuarial valuation for each Canadian Pension Plans is fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last Defined Benefit Plan most recently filed with the applicable Governmental Authorities and which are consistent with GAAP)Authorities.

Canadian Pension Plans. Each of the Canadian Pension Plans (if any) is duly registered under the Canadian Income Tax Act and any other applicable Laws which require registration, has been administered in accordance with the Canadian Income Tax Act and such other applicable Laws and no event has occurred which could reasonably be expected to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Credit Parties (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the funding agreements therefor have been performed on a timely basis, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are no outstanding disputes concerning the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement could not reasonably be expected to have a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable Laws. There have been no improper withdrawals or applications of the assets of the Canadian Pension Plans. None of the Canadian Pension Plans contain or have ever contained a “"defined benefit provision”", as that term is defined in subsection 147.1(1) of the Canadian Income Tax Act. Each of the Canadian Pension Plans is fully funded on a solvency basis and going concern basis (using actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP).

Canadian Pension Plans. Each of the The Canadian Pension Plans (if any) is are duly registered under the Canadian Income Tax Act (Canada) and any all other applicable lawsApplicable Laws which require registration, has been administered in accordance with the Canadian Income Tax Act and such other applicable Laws registration and no event has occurred which could is reasonably be expected likely to cause the loss of such registered status, except to the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. All material obligations of each of the Credit Parties Obligor (including fiduciary, funding, investment and administration obligations) required to be performed in connection with the Canadian Pension Plans and the Canadian Benefit Plans and any funding agreements therefor have been performed on in a timely basisfashion, except to where (i) the extent that any failure to do so could not reasonably be expected to have a Material Adverse Effect. There are Effect and (ii) no outstanding disputes concerning the assets of the Canadian Pension Plans. No promises of benefit improvements under the Canadian Pension Plans have been made except where such improvement could not reasonably be expected to have Lien (other than a Material Adverse Effect. All contributions or premiums required to be made or paid by each of the Credit Parties to the Canadian Pension Plans have been made on a timely basis in accordance with the terms of such plans and all applicable LawsPermitted Lien) is created thereby. There have been no improper withdrawals or applications of the assets of the Canadian Pension PlansPlans or the Canadian Benefit Plans by any Obligor or its Affiliates except where such withdrawals or applications could not reasonably be expected to have a Material Adverse Effect. None There are no material outstanding disputes involving any Obligor or its Affiliates concerning the assets of the Canadian Pension Plans contain or have ever contained a “defined benefit provision”, as that term is defined in subsection 147.1(1) of the Canadian Income Tax ActBenefit Plans except where such disputes could not reasonably be expected to have a Material Adverse Effect. Each Except as disclosed in Schedule 9.1.27 hereto based on the most recent actuarial valuations filed with Government Authorities, each of the Canadian Pension Plans is was fully funded on a solvency basis and going concern basis (using as of the date of such actuarial methods and assumptions which are consistent with the valuations last filed with the applicable Governmental Authorities and which are consistent with GAAP)valuations.