Common use of Employee Benefit Plans; Labor Matters Clause in Contracts

Employee Benefit Plans; Labor Matters. (a) With respect to each employee benefit plan, policy, commitment, program, arrangement and contract (including, without limitation, any employee benefit plan, as defined in SECTION 3(3) of ERISA, sponsored, maintained or contributed to, or to which there is an obligation to contribute, by A, or with respect to which A could incur liability under Title IV of ERISA, including, but not limited to, SECTION 4069, 4212(c) or 4204 of ERISA (the "A BENEFIT PLANS"), A has delivered or made available to B and the Company a true and correct copy of (i) the most recent summary plan description related to each A Benefit Plan and all amendments thereto for which a summary plan description is required, (ii) each trust agreement relating to such Benefit Plan, (iii) the most recent annual report (Form 5500) filed with the IRS, (iv) the most recent actuarial report and/or financial statement, if any, relating to an A Benefit Plan, (v) the most recent determination letter, if any, issued by the IRS with respect to any A Benefit Plan qualified under SECTION 401(a) of the Code, (vi) all material communications with any Governmental Authority (including the Pension Benefit Guaranty Corporation and the IRS) given or received within the last three years, and (vii) a description of all unwritten A Benefit Plans, if any.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Brenneman Gregory D), Agreement and Plan of Merger (Hawaiian Airlines Inc/Hi), Agreement and Plan of Merger (Airline Investors Partnership Lp)

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Employee Benefit Plans; Labor Matters. (a) With respect to each employee benefit plan, policy, commitment, program, arrangement and contract (including, without limitation, any "employee benefit plan", as defined in SECTION Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), sponsored, maintained or contributed to, or to which there is an obligation to contribute, by AB, or with respect to which A B could incur liability under Title IV of ERISA, including, but not limited to, SECTION 4069, 4212(c) or 4204 of ERISA (the "A B BENEFIT PLANS"), A B has delivered or made available to B A and the Company a true and correct copy of (i) such B Benefit Plan and all amendments thereto and the most recent summary plan description related to each A B Benefit Plan and all amendments thereto for which a summary plan description is required, (ii) each trust agreement relating to such Benefit Plan, (iii) the most recent annual report (Form 5500) filed with the Internal Revenue Service (the "IRS"), (iv) the most recent actuarial report and/or financial statement, if any, relating to an A any B Benefit Plan, (v) the most recent determination letter, if any, issued by the IRS with respect to any A B Benefit Plan qualified under SECTION 401(a) of the Code, (vi) all material communications with any Governmental Authority (including the Pension Benefit Guaranty Corporation and the IRS) given or received within the last three years, and (vii) a description of all unwritten A B Benefit Plans, if any.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Brenneman Gregory D), Agreement and Plan of Merger (Airline Investors Partnership Lp), Agreement and Plan of Merger (Hawaiian Airlines Inc/Hi)

Employee Benefit Plans; Labor Matters. (a) Section 4.9(a) of the Company Disclosure Statement sets forth a true and complete list as of the date of this Agreement of each material employee benefit plan as defined in section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), maintained by the Company or any of its Subsidiaries (the "COMPANY BENEFIT PLANS"). With respect to each employee benefit planCompany Benefit Plan, policy, commitment, program, arrangement and contract (including, without limitation, any employee benefit plan, as defined in SECTION 3(3) of ERISA, sponsored, maintained or contributed to, or to which there is an obligation to contribute, by A, or with respect to which A could incur liability under Title IV of ERISA, including, but not limited to, SECTION 4069, 4212(c) or 4204 of ERISA (the "A BENEFIT PLANS"), A Company has heretofore delivered or made will deliver or make available to B Tribune within 30 days of the date of this Agreement a true, correct and the Company a true and correct complete copy of of: (i) each Company Benefit Plan, including all plan documents, trust agreements, and insurance contracts and other funding vehicles; (ii) the most recent summary plan description related to each A Benefit Plan Annual Report (Form 5500 Series) and all amendments thereto for which a summary plan description is requiredaccompanying schedule, (ii) each trust agreement relating to such Benefit Plan, if any; (iii) the most recent annual report current summary plan description and any material modifications thereto, if any (Form 5500) filed with the IRSin each case, whether or not required to be furnished under ERISA); (iv) the most recent actuarial report and/or annual financial statementreport, if any, relating to an A Benefit Plan, ; (v) the most recent determination letteractuarial report, if any; and (vi) the most recent determination letter from the Internal Revenue Service (the "IRS"), issued by if any. Except as provided in the IRS with respect foregoing documents delivered to any A Benefit Plan qualified under SECTION 401(aTribune and except as provided in Section 4.9(a) of the CodeCompany Disclosure Statement, (vi) all there are no amendments to any Company Benefit Plan that have been adopted or approved nor has the Company or any Company Subsidiary undertaken to make any such amendments or to adopt or approve any new Plan which would reasonably be expected to have a material communications with any Governmental Authority (including impact on the Pension liabilities of the Company Benefit Guaranty Corporation and the IRS) given or received within the last three years, and (vii) a description of all unwritten A Benefit Plans, if anyPlan.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Tribune Co), Agreement and Plan of Merger (Stinehart William Jr), Agreement and Plan of Merger (Stinehart William Jr)

Employee Benefit Plans; Labor Matters. (a) With respect to SECTION 5.9(A) of the Company Disclosure Statement sets forth a true and complete list as of the date hereof of each material employee benefit plan, policy, commitment, program, arrangement and contract plan (including, without limitation, any employee benefit plan, as defined in SECTION Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA, sponsored, maintained ")) and contract for employment or contributed to, or to which there is an obligation to contribute, by A, or with respect to which A could incur liability under Title IV of ERISAbenefits, including, but not limited to, SECTION 4069severance or change of control agreements, 4212(cmaintained, or contributed to, by the Company or any of its Subsidiaries, or to which the Company or any of its Subsidiaries or any entity described in Section 4.14(b), (c) or 4204 (m) of ERISA the Code is required to contribute (the "A COMPANY BENEFIT PLANS"). With respect to each Company Benefit Plan, A the Company has heretofore delivered or made available to B Parent a true, correct and the Company a true and correct complete copy of (i) each material writing constituting a part of such Company Benefit Plan, including without limitation all plan documents, trust agreements, and insurance contracts and other funding vehicles; (ii) the most recent summary plan description related to each A Benefit Plan Annual Report (Form 5500 Series) and all amendments thereto for which a summary plan description is requiredaccompanying schedule, (ii) each trust agreement relating to such Benefit Plan, if any; (iii) the most recent annual report current summary plan description and any material modifications thereto, if any (Form 5500) filed with the IRSin each case, whether or not required to be furnished under ERISA); (iv) the most recent actuarial report and/or annual financial statementreport, if any, relating to an A Benefit Plan, ; (v) the most recent determination letteractuarial report, if any, issued by the IRS with respect to any A Benefit Plan qualified under SECTION 401(a) of the Code, ; and (vi) all material communications with any Governmental Authority the most recent determination letter from the Internal Revenue Service (including the Pension Benefit Guaranty Corporation and the "IRS) given or received within the last three years, and (vii) a description of all unwritten A Benefit Plans"), if any. Except as provided in the foregoing documents delivered to Parent, there are no amendments to any Company Benefit Plan that have been adopted or approved nor has the Company or any of its Subsidiaries undertaken to make any such amendments or to adopt or approve any new plan.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Whitman Corp/New/), Agreement and Plan of Merger (Delta Beverage Group Inc)

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Employee Benefit Plans; Labor Matters. (a) With respect to each employee benefit plan, policy, commitment, program, arrangement and contract (including, without limitation, any "employee benefit plan", as defined in SECTION Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), sponsored, maintained or contributed to, or to which there is an obligation to contribute, by AB, or with respect to which A B could incur liability under Title IV of ERISA, including, but not limited to, SECTION Section 4069, 4212(c) or 4204 of ERISA (the "A BENEFIT PLANSB Benefit Plans"), A B has delivered or made available to B A and the Company a true and correct copy of (i) such B Benefit Plan and all amendments thereto and the most recent summary plan description related to each A B Benefit Plan and all amendments thereto for which a summary plan description is required, (ii) each trust agreement relating to such Benefit Plan, (iii) the most recent annual report (Form 5500) filed with the Internal Revenue Service (the "IRS"), (iv) the most recent actuarial report and/or financial statement, if any, relating to an A any B Benefit Plan, (v) the most recent determination letter, if any, issued by the IRS with respect to any A B Benefit Plan qualified under SECTION Section 401(a) of the Code, (vi) all material communications with any Governmental Authority (including the Pension Benefit Guaranty Corporation and the IRS) given or received within the last three years, and (vii) a description of all unwritten A B Benefit Plans, if any.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aloha Airgroup Inc)

Employee Benefit Plans; Labor Matters. (a) With respect to each employee benefit plan, policy, commitment, program, arrangement and contract (including, without limitation, any "employee benefit plan, ," as defined in SECTION Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA, sponsored")), maintained or contributed to, to by the Company or to which there is an obligation to contribute, by Aany of its subsidiaries, or with respect to which A the Company or any of its subsidiaries could incur liability under Title IV of ERISA, including, but not limited to, SECTION Section 4069, 4212(c) or 4204 of ERISA (the "A BENEFIT PLANSBenefit Plans"), A the Company has delivered or made available to B and the Company Acquiror a true and correct copy of (i) the most recent summary plan description related to each A Benefit Plan and all amendments thereto for which a summary plan description is required, (ii) each trust agreement relating to such Benefit Plan, (iii) the most recent annual report (Form 5500) filed with the Internal Revenue Service (the "IRS") for each Benefit Plan for which a Form 5500 is required to be filed, (ii) such Benefit Plan, (iii) each trust agreement, if any, relating to such Benefit Plan, (iv) the most recent actuarial report and/or financial statement, if any, relating to an A summary plan description for each Benefit PlanPlan for which a summary plan description is required, (v) the most recent actuarial report or valuation relating to a Benefit Plan subject to Title IV of ERISA and (vi) the most recent determination letter, if any, issued by the IRS with respect to any A Benefit Plan qualified under SECTION 401(a) Section 401 of the Code, (vi) all material communications with any Governmental Authority (including the Pension Benefit Guaranty Corporation and the IRS) given or received within the last three years, and (vii) a description of all unwritten A Benefit Plans, if any.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Core Laboratories N V)

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