Employee Pension Plans Sample Clauses

Employee Pension Plans and (5) consulting agreements under which Seller has or may have any monetary obligations to employees or consultants of Seller or their beneficiaries or legal representatives or under which any such persons may have any rights. Seller has previously made available to Buyer true and complete copies of all of the foregoing employment contracts, collective bargaining agreements, Employee Plans and Compensation Arrangements, including descriptions of any unwritten contracts, agreements, Compensation Arrangements or Employee Plans, as amended to date. In addition, with respect to any Employee Plan which continues after the Closing Date, Seller has previously delivered or made available to Buyer (1) any related trust agreements, master trust agreements, annuity contracts or insurance contracts; (2) certified copies of all Board of Directors' resolutions adopting such plans and trust documents and amendments thereto; (3) current investment management agreements; (4) custodial agreements; (5) fiduciary liability insurance policies; (6) indemnification agreements; (7) the most recent determination letter (and underlying application thereof and correspondence and supplemental material related thereto) issued by the Internal Revenue Service with respect to the qualification of each Employee Plan under the provisions of Section 401(a) of the Code; (8) copies of all "advisory opinion letters," "private letter rulings," "no action letters," and any similar correspondence (and the underlying applications therefor and correspondence and supplemental material related thereto) that was issued by any governmental or quasigovernmental agency with respect to the last plan year; (9) Annual Reports (Form 5500 Series) and Schedules A and B thereto for the last plan year; (10) all actuarial reports prepared for the last plan year; (11) all certified Financial Statements for the last plan year; and (12) all current Summary Plan Descriptions,
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Employee Pension Plans. With respect to any Retirement Plan: (a) engage, or knowingly permit any party in interest (as defined in Section 3(14) of ERISA) or any disqualified person (as defined in Section 4975(e)(2) of the Code) to engage, in any prohibited transaction; (b) knowingly incur, or permit any Subsidiary to knowingly incur, any accumulated funding deficiency under Section 302 of ERISA or Section 412 of the Code, whether or not waived; (c) terminate, or permit any Subsidiary to terminate, any Retirement Plan in a manner which could result in the imposition of a Lien on any property of any Borrower or any Subsidiary pursuant to Section 4068 of ERISA; or (d) take, or permit any Subsidiary to take, any action which would adversely affect the qualification of any Retirement Plan.
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Employee Pension Plans. Forrester sponsors several defined contribution plans for eligible employees. Generally, the defined contribution plans have funding provisions which, in certain situations, require contributions based upon formulas relating to employee wages or the level of elective participant contributions, as well as allow for additional discretionary contributions. Further, certain plans contain vesting provisions. Xxxxxxxxx'x pension contributions totaled approximately $762,000, $1,046,000, and $1,243,000 for the years ended December 31, 2002, 2003, and 2004, respectively. F-26 XXXXXXXXX RESEARCH, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
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Employee Pension Plans. Pacific agrees the employee pension plans of Pacific, including the Pacific Capital 401(k) Plan and the Pacific Employee Stock Ownership Plan (collectively, the "Pacific Pension Plans") may be frozen, modified or merged into similar employee pension plans maintained by SBB or SBB&T, including the Santa Xxxxxxx Bank & Trust Employee Stock Ownership Plan and the Santa Xxxxxxx Bank & Trust 401(k) Plan, on or after the Effective Date, as determined by the Surviving Corporation in its sole discretion, subject to compliance with applicable law, so long as any such action preserves the rights of the participants in such Pacific Pension Plans (including, without limitation, vesting rights).
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Employee Pension Plans. The Borrower has maintained its Pension Plans in substantial compliance with their terms and with the requirements of any and all applicable laws, statutes, rules, regulations and orders and has maintained such Pension Plans, where required, in good standing with applicable regulatory authorities, except to the extent that all failures to be in compliance could not, in the aggregate, reasonably be expected to have a Material Adverse Effect.
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Employee Pension Plans. All employee pension plans that are mandatory under applicable laws have been duly and timely funded in accordance with said laws.
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Employee Pension Plans. Each of the Borrower's Plans is a "qualified plan" within the meaning of the IRC, and no Plan has been terminated or experienced any "reportable event" within the meaning of ERISA. Based upon an actuarial method of valuation of assets which complies with ERISA and upon actuarial assumptions and methods which comply with ERISA: (i) the present value of all accrued pension benefits under each of the Plans, determined as of the date of the latest actuarial valuation report, did not exceed the value of the assets of such Plan on that date and no amendment or proposed amendment to such Plan adopted or proposed subsequent to such date would, retroactively applied, make the foregoing information inaccurate; and (ii) as of the date of the latest actuarial valuation report there existed no "accumulated finding deficiency" as defined in ERISA with respect to any pension plan. No termination or partial termination of the Plans has created, or will create or give rise to, any liability to the PBGC under ERISA or otherwise operate in a manner so as to permit the PBGC to acquire a lien upon any of the Borrower's properties or assets. The Borrower does not participate, nor has the Borrower ever participated, in any "multi-employer plan" as defined in ERISA.
Sample 1
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Employee Pension Plans. Schedule 7.1.12(a) List of patents and trademarks / Notices regarding infringement of any Intellectual Property Rights Schedule 7.1.13 Litigation Schedule 7.1.15 Environmental matters Schedule 7.1.16 Aggregate annual costs of performing product warranty obligations Schedule 7.1.17 Outstanding insurance claims Schedule 7.1.19 IT Assets Schedule 7.1.18 Licenses and permits Schedule 7.1.20 Related party transactions
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Related to Employee Pension Plans

  • Welfare, Pension and Incentive Benefit Plans During the Employment Period, the Executive (and his eligible spouse and dependents) shall be entitled to participate in all the welfare benefit plans and programs maintained by the Company from time to time for the benefit of its senior executives including, without limitation, all medical, hospitalization, dental, disability, accidental death and dismemberment and travel accident insurance plans and programs. In addition, during the Employment Period, the Executive shall be eligible to participate in all pension, retirement, savings and other employee benefit plans and programs maintained from time to time by the Company for the benefit of its senior executives.

  • ERISA; Benefit Plans Schedule 3.22 (i) lists (A) each ERISA Pension Benefit Plan (1) the funding requirements of which (under Section 302 of ERISA or Section 412 of the Code) are, or at any time during the six-year period ended on the date hereof were, in whole or in part, the responsibility of the Company or (2) respecting which the Company is, or at any time during that period was, a "contributing sponsor" or an "employer" as defined in Sections 4001(a)(13) and 3(5), respectively, of ERISA (each plan this clause (A) describes being a "Company ERISA Pension Plan"), (B) each other ERISA Pension Benefit Plan respecting which an ERISA Affiliate is, or at any time during that period was, such a "contributing sponsor" or "employer" (each plan this clause (B) describes being an "ERISA Affiliate Pension Plan") and (C) each other ERISA Employee Benefit Plan that is being, or at any time during that period was, sponsored, maintained or contributed to by the Company (each plan this clause (C) describes and each Company ERISA Pension Plan being a "Company ERISA Benefit Plan"), (ii) states the termination date of each Company ERISA Benefit Plan and ERISA Affiliate Pension Plan that has been terminated and (iii) identifies for each ERISA Affiliate Pension Plan the relevant ERISA Affiliates. The Company has provided Buyer with true, complete and correct copies of (i) the Company ERISA Benefit Plan and ERISA Affiliate Pension Plan, (ii) each trust agreement related thereto and (iii) all amendments to those plans and trust agreements. Except as Schedule 3.22 sets forth, (i) the Company is not, and at no time during the six-year period ended on the date hereof was, a member of any ERISA Group that currently includes, or included when the Company was a member, among its members any Person other than the Company and (ii) no Person is an ERISA Affiliate of the Company.

  • Benefit Plans; ERISA (a) Section 2.09(a) of the Disclosure Schedule contains a true and complete list and description of each of the Benefit Plans and identifies each of the Benefit Plans that is a Qualified Plan and relates to Employees.

  • Pension Plans Any of the following events shall occur with respect to any Pension Plan:

  • Multiemployer Plans Neither the Borrower nor any ERISA Affiliate has incurred any material liability (including secondary liability) to any Multiemployer Plan as a result of a complete or partial withdrawal from such Multiemployer Plan under §4201 of ERISA or as a result of a sale of assets described in §4204 of ERISA. Neither the Borrower nor any ERISA Affiliate has been notified that any Multiemployer Plan is in reorganization or insolvent under and within the meaning of §4241 or §4245 of ERISA or is at risk of entering reorganization or becoming insolvent, or that any Multiemployer Plan intends to terminate or has been terminated under §4041A of ERISA.

  • Welfare Benefit Plans During the Employment Period, the Executive and/or the Executive's family, as the case may be, shall be eligible for participation in and shall receive all benefits under welfare benefit plans, practices, policies and programs provided by the Company and its affiliated companies (including, without limitation, medical, prescription, dental, disability, employee life, group life, accidental death and travel accident insurance plans and programs) to the extent applicable generally to other peer executives of the Company and its affiliated companies, but in no event shall such plans, practices, policies and programs provide the Executive with benefits which are less favorable, in the aggregate, than the most favorable of such plans, practices, policies and programs in effect for the Executive at any time during the 120-day period immediately preceding the Effective Date or, if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies.

  • Canadian Pension Plans The Loan Parties shall not (a) contribute to or assume an obligation to contribute to any Canadian Defined Benefit Plan, without the prior written consent of the Administrative Agent, or (b) acquire an interest in any Person if such Person sponsors, administers, maintains or contributes to or has any liability in respect of any Canadian Defined Benefit Plan, or at any time in the five-year period preceding such acquisition has sponsored, administered, maintained, or contributed to a Canadian Defined Benefit Plan, without the prior written consent of the Administrative Agent.

  • Employee Plans Except as provided in Section 4.12, the Assuming Institution shall have no liabilities, obligations or responsibilities under the Failed Bank's health care, bonus, vacation, pension, profit sharing, deferred compensation, 401K or stock purchase plans or similar plans, if any, unless the Receiver and the Assuming Institution agree otherwise subsequent to the date of this Agreement.

  • Multiemployer Plan “Multiemployer Plan” shall mean any “multiemployer plan” as defined in Section 4001(a)(3) of ERISA, which the Company or any of its Subsidiaries contributes to, or has an obligation to contribute to, which covers any current or former employee of the Company or any of its Subsidiaries.

  • Employee Benefit Plans; ERISA (a) Except as disclosed in the Parent SEC Documents, there are no “employee benefit plans” (within the meaning of Section 3(3) of ERISA) nor any other employee benefit or fringe benefit arrangements, practices, contracts, policies or programs other than programs merely involving the regular payment of wages, commissions, or bonuses established, maintained or contributed to by Parent. Any plans listed in the Parent SEC Documents are hereinafter referred to as the “Parent Employee Benefit Plans.”

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