Employee Plans Made Available. (i) No later than the date of this Agreement, Trimble shall make available to AGCO, with respect to each Transferred Employing Subsidiary Plan, (A) the plan document and all material amendments thereto, (B) the trust and other funding agreements or arrangements (including insurance policies) with respect to such Transferred Employing Subsidiary Plan, if applicable, (C) all material correspondence with all Governmental Entities with respect to such Transferred Employing Subsidiary Plan for the past three (3) years, and (D) the latest financial statements and actuarial reports for such Transferred Employing Subsidiary Plan, and (ii) with respect to Employee Plans other than the Transferred Employing Subsidiary Plans, prior to the Closing, Trimble shall make available to AGCO such policies, plan documents or other information or documentation relating to such Employee Plans as may be necessary for AGCO, and shall otherwise cooperate with AGCO, to replicate the benefits provided under such Employee Plans with respect to the Transferred Employees .
Employee Plans Made Available. No later than the date of this Agreement, AGCO shall make available to Trimble a summary of the benefits provided under each material Employee Plan sponsored or maintained by AGCO or any of its Employing Subsidiaries; provided that, with respect to each JCA Employing Subsidiary Plan, no later than the date of this Agreement, AGCO shall make available to Trimble, (A) the plan document and all material amendments thereto, (B) the trust and other funding agreements or arrangements (including insurance policies) with respect to such JCA Employing Subsidiary Plan, if applicable, (C) all material correspondence with all Governmental Entities with respect to such JCA Employing Subsidiary Plan for the past three (3) years, and (D) the latest financial statements and actuarial reports for such JCA Employing Subsidiary Plan.
Employee Plans Made Available. Each Employee Plan is in writing. The Company has Made Available to APC a complete and correct copy of each such Employee Plan and has Made Available to APC a complete and correct copy of each material document, if any, prepared in connection with each such Employee Plan, including (i) a copy of each trust or other funding arrangement; (ii) each summary plan description and summary of material modifications; (iii) the three (3) most recently filed Internal Revenue Service (“IRS”) Form 5500; (iv) the most recently received IRS determination letter for each such Employee Plan and the application materials submitted in connection with such determination letter; and (v) the most recently prepared actuarial report and financial statement in connection with each such Employee Plan. Neither the Company nor any of its Subsidiaries has any express or implied commitment (A) to create, incur liability with respect to or cause to exist any new employee benefit plan, program or arrangement; (B) to enter into any Contract to provide compensation or benefits to any individual; or (C) to modify, change or terminate any Employee Plan other than with respect to a modification, change or termination required by ERISA or the Code.
Employee Plans Made Available. With respect to each Employee Plan, the Company has made available to Parent a complete and correct copy, to the extent applicable, of the following: (i) the Employee Plan document and all amendments thereto (of, if not written, a written summary of its material terms); (ii) any trust agreement, insurance policy or other funding Contract; (iii) the most recent summary plan description and any summary of material modifications thereto; (iv) the most recently filed IRS Form 5500; (v) the most recently received IRS determination, advisory or opinion letter for each such Employee Plan relating to the Tax-qualified status of such Employee Plan; (vi) the most recently prepared actuarial or other valuation report and financial statements in connection with each such Employee Plan; (vii) any material employee communications relating to such Employee Plan; and (viii) all material or non-routine correspondence to or from any Governmental Entity during the last three (3) years relating to such Employee Plan. Neither the Company nor any other Group Company has any express commitment (A) to create, incur Liability with respect to, or cause to exist any new compensation or employee benefit plan, program, agreement or arrangement or (B) to modify, change or terminate any Employee Plan, other than with respect to a modification, change or termination required by ERISA, the Code or Applicable Law.
Employee Plans Made Available. Each Employee Plan is in writing. The Company has Made Available to Purchaser a complete and correct copy of each such Employee Plan. (c)
Employee Plans Made Available. No later than September 28, 2023, AGCO shall make available to Trimble a summary of the benefits provided under each material Employee Plan sponsored or maintained by AGCO or any of its Employing Subsidiaries; provided that, with respect to each JCA Employing Subsidiary Plan, no later than September 28, 2023, AGCO shall make available to Trimble, (A) the plan document and all material amendments thereto, (B) the trust and other funding agreements or arrangements (including insurance policies) with respect to such JCA Employing Subsidiary Plan, if applicable, (C) all material correspondence with all Governmental Entities with respect to such JCA Employing Subsidiary Plan for the past three (3) years and (D) the latest financial statements and actuarial reports for such JCA Employing Subsidiary Plan. (c)
Employee Plans Made Available. The Company has made available to the Buyer a complete and correct summary of the material terms of the benefits provided under each material Employee Plan, except that, with respect to employment agreements, offer letters and similar agreements, letters and arrangements that constitute material Employee Plans, the Company has only made available to the Buyer a true and complete copy of the current form of employment agreement, offer letter and similar agreement, letter and arrangement used for the particular jurisdiction and a complete and accurate summary of the material terms of any31
Employee Plans Made Available. The Companies have made available to the Purchaser, with respect to each material Employee Plan in a jurisdiction with greater than 50 Employees who Sellers expect to be Business Employees (and Brazil, Poland and the Philippines regardless of the number of Business Employees in each of these countries), (i) the plan document and all material amendments thereto, (ii) the trust and other funding agreements or arrangements (including insurance policies) with respect to such Employee Plan, if applicable, (iii) all material correspondence with all Governmental Authorities with respect to such Employee Plan in the last two (2) years, and (iv) the latest financial statements and actuarial reports for such Employee Plan.
Employee Plans Made Available. Each material Employee Plan is in writing. Seller has furnished to Purchaser a complete and correct copy of each such material Employee Plan (or, in the case of Employee Plans that are subject to ERISA and made available to employees of the Seller and its Subsidiaries generally, summaries of the benefits provided under such plan), provided that, with respect to each International Plan that Purchaser is required to assume pursuant to Applicable Laws and that is set forth on Section 2.9(g) of the Seller Disclosure Schedule, Seller has furnished to Purchaser a complete and correct copy of such International Plan and, to the extent applicable, (A) the most recent annual report or similar compliance documents required to be filed with any Governmental Entity with respect to such plan and (B) any document comparable to an IRS determination letter issued by a Governmental Entity relating to the satisfaction of any legal requirement necessary to obtain the most favorable tax treatment. Neither Seller nor any of its ERISA Affiliates has any express or implied commitment (A) to create, incur Liability with respect to, or cause to exist any new employment, consulting, termination, or severance contract or agreement with or covering (including eligibility to participate) any Business Employee that would be considered an Employee Plan in which any Business Employee would be eligible to participate or otherwise to receive benefits, (B) to create, incur Liability with respect to, or cause to exist any new employee benefit plan, program or arrangement that would be considered an International Plan in which any Business Employee would be eligible to participate or otherwise to receive benefits, or (C) to modify, change or terminate any Employee Plan that is an employment, consulting, termination, or severance contract or agreement with or covering (including eligibility to participate) any Business Employee, or any International Plan other than with respect to a modification, change or termination required by Applicable Laws.
Employee Plans Made Available. Seller has furnished to Purchaser a complete and correct copy of each Employee Plan (or, in the case of an oral Employee Plan, a written summary of such plan), including all amendments, modifications or supplements thereto and, with respect to each Transferred Employee Plan, to the extent applicable, has delivered to Purchaser a complete and correct copy of (i) the most recently prepared actuarial report and financial statement; (ii) the most recent summary plan description or similar material summary; (iii) the most recent annual report or similar compliance documents required to be filed with any Governmental Entity with respect to such plan; and (iv) any currently applicable ruling, determination or similar document issued by a Governmental Entity relating to the satisfaction of any legal requirement necessary to obtain the most favorable tax treatment. Neither Seller nor any of its ERISA Affiliates has any express or implied commitment (A) to create, incur Liability with respect to, or cause to exist any new employee benefit plan, program or arrangement that would be considered an Employee Plan or (B) to modify, change or terminate any Employee Plan, other than with respect to a modification, change or termination required by Applicable Laws.
