EMPLOYEE BENEFIT LIABILITIES. KSL and its Subsidiaries shall be exclusively liable for any Liability relating to any KSL Employee Benefit Plan. Further, KSL and its Subsidiaries shall be exclusively liable for any Liability relating to any KSI Employee Benefit Plan to the extent that the Liability relates to a KSL Employee, a KSL Former Employee or a dependent or beneficiary of a KSL Employee or a KSL Former Employee.
EMPLOYEE BENEFIT LIABILITIES. Neither the Customer nor any ERISA Affiliate sponsors or maintains, or makes contributions to (or has sponsored or maintained, or made contributions within the last six (6) years to) any employee pension benefit plan subject to ERISA and any regulation promulgated thereunder.
EMPLOYEE BENEFIT LIABILITIES. Neither the Seller, the Company, nor any ERISA Affiliate has been liable at any time within the last ten (10) years for contributions to a defined benefit pension plan that is subject to Section 412 of the Code, Section 302 of ERISA and/or Title IV of ERISA. There are no “accumulated funding deficiencies” within the meaning of ERISA or the Code or any federal excise tax or liability on account of any deficient fundings in respect of the Benefit Plans. No reportable event(s) (within the meaning of ERISA) or prohibited transaction(s) (within the meaning of the Code) has occurred in respect of the Benefit Plans.
EMPLOYEE BENEFIT LIABILITIES. 85 5.21 Investment Company Act....................................................................... 85
EMPLOYEE BENEFIT LIABILITIES. Except as listed on ----------------------------- Schedule 9.26, neither the Contributor nor any entity or Affiliate currently or ------------- previously within a controlled group or under common control with the Contributor within the meaning of Section 414(b) or (c) of the Code or Section 4001 of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended ("Controlled Group Member"), currently sponsors or has previously sponsored, contributed to, or been obligated to contribute to, any defined benefit pension plan subject to Title IV of ERISA or any plan subject to the funding rules of Section 412 of the Code or Section 302 of ERISA ("Pension Plans"). All Pension Plans are fully funded on a termination basis (using Pension Benefit Guaranty Corporation assumptions), and each Contributor and Controlled Group Member has timely made all funding contributions required by Section 302 or Title IV of ERISA or Section 412 of the Code. No Contributor or Controlled Group Member has any actual or contingent liability with respect to any terminated Pension Plan. Neither the Property nor any other assets of the Contributor are subject to liens under the Code or ERISA with respect to any employee benefit plan.
EMPLOYEE BENEFIT LIABILITIES. Those Liabilities to be retained ----------------------------- by SCL and its Subsidiaries (other than the Spirits Subsidiaries) as provided for by Article VIII;
EMPLOYEE BENEFIT LIABILITIES. Except as otherwise set forth in this Agreement, as of the date of consummation of the Spinoff, Penton shall assume, and Penton shall thereafter bear and discharge, all Liabilities (whether or not such Liabilities arose prior to or arise on or after the date of consummation of the Spinoff) of Pittway and the Post-Spinoff Pittway Subsidiaries relating to employee benefits with respect to all Covered Penton Employees/Dependents, including but not limited to Liability for continuation medical benefits coverage pursuant to Section 4980B of the Code, Part 6, Subtitle B of Title I of ERISA or applicable state law and all other post-employment medical benefits coverage; provided, however, that such Liabilities with respect to employee benefits shall exclude any Liability directly resulting from Pittway's or a Post-Spinoff Pittway Subsidiary's willful or negligent failure, if any, to comply with ERISA or the Code, unless such failure of Pittway or such Subsidiary is, in whole or in part, caused or contributed to by any employee or former employee of Penton or any of its Subsidiaries. Assets equal to certain of such Liabilities shall be transferred to Penton in accordance with the terms of this Section 7.8.
EMPLOYEE BENEFIT LIABILITIES. As of the Effective Time, LFC ---------------------------- shall assume, as part of the Assumed Liabilities, all Liabilities (whether or not they arose prior to or after the Effective Time) relating to employee benefits with respect to the Transferred Employees (and their spouses and eligible dependents), including but not limited to, Liability for continuation medical benefits coverage pursuant to Code Section 4980B, Part 6, Subtitle B of Title I of ERISA or applicable state law and all other post-employment medical benefits coverage.
EMPLOYEE BENEFIT LIABILITIES. Neither Christian nor any entity required to be combined with it (as determined under Internal Revenue Code Sections 414(b), (c), (m), (n) or (o)) has incurred, or expects to incur as a result of the consummation of the transactions contemplated under this Agreement, any cost, fee, expense, liability, claim, suit, obligation, or other damage with respect to any "employee benefit plan" (as defined in section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")) or any benefit arrangement not subject to ERISA that could give rise to the imposition of any liability, cost, fee, expense, or obligation on Paxsxx-00 or any of its Affiliates; and, to the knowledge of Christian, no facts or circumstances exist that could give rise to any such cost, fee, expense, liability, claim, suit, obligation, or other damage.
EMPLOYEE BENEFIT LIABILITIES. Neither Paxsxx-00 or any entity required to be combined with Paxsxx-00 nor, to the knowledge of Paxsxx-00, Cocoxx Xxxia or any entity required to be combined with it (in each case as determined under Internal Revenue Code Sections 414(b), (c), (m), (n) or (o)) has incurred, or expects to incur as a result of the consummation of the transactions contemplated under this Agreement, any cost, fee, expense, liability, claim, suit, obligation, or other damage with respect to any "employee benefit plan" (as defined in section 3(3) of ERISA or any benefit arrangement not subject to ERISA) that could give rise to the imposition of any liability, cost, fee, expense, or obligation on Christian or any of its Affiliates; and, to the knowledge of Paxsxx-00, no facts or circumstances exist that could give rise to any such cost, fee, expense, liability, claim, suit, obligation, or other damage.
