Non-U.S. Retirement Plans. The applicable terms governing treatment of the Non-U.S. Retirement Plans shall be as set forth in Schedule 3.2.
Non-U.S. Retirement Plans. (a) As of the Effective Time, the nVent Group shall retain (or establish or assume to the extent necessary) sponsorship of the nVent Non-U.S. Retirement Plans, and, from and after the Effective Time, all Assets and Liabilities thereunder shall be the Assets and Liabilities of the nVent Group.
Non-U.S. Retirement Plans. Following the Distribution Date, Western Union shall cause its Non-U.S. Subsidiaries to continue to maintain in full force and effect retirement plans as were sponsored and maintained by such Subsidiaries immediately prior to the Distribution Date, and neither First Data nor any First Data Subsidiary shall have any liability or obligation with respect to such plans or any participants or former participants in such plans with respect to their participation therein. In addition, effective either prior to or as of the Distribution Date, Western Union shall cause its Non-U.S. Subsidiaries in the United Kingdom, Japan, Canada, and Australia to adopt retirement plans with appropriate eligibility and benefits terms to ensure that Non-Domestic Business Employees in such countries are either (1) eligible to participate in the same type of plan and enjoy the same level of benefits for which such Non-Domestic Business Employees were eligible immediately prior to the Distribution Date (or date of plan adoption, if earlier), or (2) eligible to participate in a plan intended to provide a comparable level of benefits for which such Non-Domestic Business Employees were eligible immediately prior to the Distribution Date (or date of plan adoption, if earlier).
Non-U.S. Retirement Plans. (a) With respect to any Xxxxxxx International Benefit Plan covering non-U.S. Xxxxxxx Electronics Group Employees or Former Xxxxxxx Electronics Group Employees and which is a defined benefit or defined contribution retirement or pension plan, Xxxxxxx Electronics shall cause each such Xxxxxxx Electronics Group Employee or Former Xxxxxxx Electronics Group Employee, as applicable, to become covered by a corresponding Xxxxxxx Electronics Benefit Plan which is a defined benefit or defined contribution retirement or pension plan, effective as of the Effective Time or as soon as practicable thereafter. To the extent such coverage does not commence until following the Effective Time, Xxxxxxx Electronics shall indemnify Xxxxxxx International for any continued participation by such employee in the corresponding Xxxxxxx International Benefit Plan. Xxxxxxx International will reasonably cooperate with Xxxxxxx Electronics in complying with the immediately preceding sentence. The Parties have set forth on Schedule 9.1(a) a listing of those non-U.S. Xxxxxxx International retirement or pension plans in which Xxxxxxx Electronics Group Employees and Former Xxxxxxx Electronics Group Employees are known to participate. Schedule 9.1(a) may be updated by mutual written consent of Xxxxxxx International and Xxxxxxx Electronics at any time up to 60 days after the Effective Time.
Non-U.S. Retirement Plans. (a) Except as otherwise provided in Article XIV, with respect to any IR Benefit Plan covering non-U.S. Allegion Group Employees or Former Allegion Group Employees and which is a defined benefit or defined contribution retirement or pension plan, Allegion shall cause each such Allegion Group Employee or Former Allegion Group Employee, as applicable, to become covered by a corresponding Allegion Benefit Plan which is a defined benefit or defined contribution retirement or pension plan, effective as of the Effective Time or as soon as practicable thereafter. To the extent such coverage does not commence until following the Effective Time, Allegion shall indemnify IR for any continued participation by such employee in the corresponding IR Benefit Plan. IR will reasonably cooperate with Allegion in complying with the immediately preceding sentence. The Parties have set forth on Schedule 10.1(a) a listing of those non-U.S. IR retirement or pension plans in which Allegion Group Employees and Former Allegion Group Employees are known to participate. Schedule 10.1(a) may be updated by mutual written consent of IR and Allegion at any time up to 60 days after the Effective Time.
Non-U.S. Retirement Plans. Following the Distribution Date, the H&S Parties shall cause the applicable non-U.S. H&S Subsidiaries to continue to maintain in full force and effect retirement plans as were sponsored and maintained by such H&S Subsidiaries immediately prior to the Distribution Date. Following the Distribution Date, the Fortune Brands Parties shall have no liability or obligation with respect to any of such plans or any participants or former participants in any of such plans with respect to their participation therein.
Non-U.S. Retirement Plans. The parties have set forth on Schedule 3.3(a) a listing of those non-U.S. iGATE retirement or pension plans in which Non-U.S. Mastech Employees are known to participate and which is a defined benefit or defined contribution retirement or pension plan (an “iGATE Non-U.S. Plan”) and have set forth on Schedule 3.3(b) a listing of those non-U.S. Mastech retirement or pension plans in which Non-U.S. iGATE Employees are known to participate and which is a defined benefit or defined contribution retirement or pension plan (a “Mastech Non-U.S. Plan”).
Non-U.S. Retirement Plans. The Transferred Employees (assuming for purposes of this Section 5.5(k) that all Applicable OUS Conveyed Company SSEs are Transferred Employees) who are active participants (the “Non-U.S. Pension Participants”) in Seller’s Non-U.S. Retirement Plans shall cease to be an active participant or actively accrue 107 benefits under Seller’s Non-U.S. Retirement Plans as of the Closing (or Delayed Transfer Closing, as applicable). Notwithstanding the foregoing or anything to the contrary herein, other than with respect to any Liabilities under the Germany Pension Plans for the Transferred Employees which are required by applicable Law to be assumed by the Purchaser or its Affiliates in connection with the transactions contemplated by this Agreement, in no event shall Purchaser or any of its Affiliates have any obligation with respect to the Germany Pension Plans and all Liabilities and obligations thereunder (whether arising before or after the Closing Date) shall be Retained Liabilities for all purposes of this Agreement (the “Retained German Pension Plan Liability”).
Non-U.S. Retirement Plans. Notwithstanding anything to the contrary herein, following the Effective Time, ASD (or the appropriate ASD Group member) shall retain sponsorship of the WABCO Equipment of Canada Hourly Employee Pension Plan, including retaining all Liabilities and plan assets thereto. With respect to any ASD Plan covering non-U.S. WABCO Employees and which is a defined benefit or defined contribution retirement or pension plan, WABCO shall cause each such WABCO Employee to become covered by a corresponding WABCO Plan which is a defined benefit or defined contribution retirement or pension plan, effective as of the Effective Time or as soon as practicable thereafter and shall, to the extent such coverage does not commence until following the Effective Time, indemnify ASD for any continued participation by such employee in the corresponding ASD Plan. ASD will reasonably cooperate with WABCO in complying with the immediately preceding sentence. With respect to any WABCO Plan, which is a retirement or pension plan covering non-U.S. ASD Employees, ASD shall cause each such ASD Employee to become covered by a corresponding ASD Plan which is a defined benefit or defined contribution retirement or pension plan, effective as of the Effective Time or as soon as practicable thereafter and shall, to the extent such coverage does not commence until following the Effective Time, indemnify WABCO for any continued participation by such employee in the corresponding WABCO Plan. WABCO will reasonably cooperate with ASD in complying with the immediately preceding sentence. The parties have set forth on Schedule 3.3a a listing of those non-U.S. ASD retirement or pension plans in which WABCO Employees are known to participate and have set forth on Schedule 3.3b a listing of those non-U.S. WABCO retirement or pension plans in which ASD Employees are known to participate. Schedules 3.3a and 3.3b may be updated by mutual written consent of ASD and WABCO at any time up to 60 days after the Effective Time.
Non-U.S. Retirement Plans. (a) Subject to applicable Law, ABB shall consent to the continued participation of each OGP Subsidiary (and, if applicable, the participation of Purchaser or the Purchaser Affiliates and the JV Companies) which currently participates in the Split Plans or the Continued Plans for the Transitional Period. Participation in the Split Plans and the Continued Plans will be limited to OGP Employees and Transferred Employees (and, if applicable, employees of a JV Company) who are active members of the Split Plans or the Continued Plans on the Closing Date. Purchaser shall ensure that each entity which participates in the Split Plans or the Continued Plans complies in all respects with the Split Plans or Continued Plans rules and in particular pays contributions each month to the relevant Split Plans at the rates, in respect of the ABB UK Plan, set forth in Exhibit P to this Agreement, in respect of the Norway Split Plans, the amount payable in respect of OGP Employees, OGP Former Employees and Transferred Employees in accordance with applicable Law and the Norway Split Plans rules and, in respect of the Continued Plans, the normal monthly rates in respect of OGP Employees and Transferred Employees determined in accordance with the Continued Plans rules effective as of the Closing Date (for the avoidance of doubt no such entity shall make any contribution towards any defined benefits under the ABB Australian Superannuation Plan). Purchaser shall ensure that the OGP Employees’ or Transferred Employees’ pensionable pay (as defined in the Split Plans) is not increased by more than 4.00% per annum (in respect of the ABB UK Plan) during or in relation to the Transitional Period except and on terms that Purchaser ensures that the participating entity pay to the appropriate Split Plans a sum equal to the value of the benefits attributable to the portion of the increase in remuneration that is in excess of the percentage increase shown above (as certified by ABB’s Actuary). Where any participating entity exercises an employer discretion under the rules of the Split Plans which, in the reasonable opinion of ABB’s Actuary, would increase the value of the benefits under the Split Plans in respect of Transferred Employees or OGP Employees, Purchaser shall ensure that the participating entity pays to the appropriate Split Plans a sum equal to that additional cost as certified by ABB’s Actuary. Purchaser and ABB shall ensure that each such participating entity will stop particip...
