Pension and Employee Benefit Plans. (a) For purposes of this Agreement, the terms set forth below shall have the following meanings:
Pension and Employee Benefit Plans. (a) The Company has set forth on the Company Disclosure 25 Schedule all employee benefit plans (including "employee benefit plans" as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), whether or not subject to ERISA, and all bonus, stock option, stock purchase, incentive, deferred compensation, supplemental retirement, severance and other similar employee benefit plans, and all unexpired severance agreements, written or otherwise, for the benefit of, or relating to, any current or former employee of the Company or any of the Company Subsidiaries or any trade or business (whether or not incorporated) which is a member or which is under common control with the Company within the meaning of Section 414 of the Code (an "ERISA Affiliate") (together, the "Company Employee Plans").
Pension and Employee Benefit Plans. (a) To the knowledge of Acquired Corporation, all employee benefit plans of Acquired Corporation and the Bank have been established in compliance with, and such plans have been operated in material compliance with, all applicable Laws. Except as may have been previously disclosed to SSFC, neither Acquired Corporation nor the Bank sponsors or otherwise maintains a "pension plan" within the meaning of section 3(2) of ERISA or any other retirement plan other than the defined benefit plan of Acquired Corporation that is intended to qualify under section 401 of the Code, nor do any unfunded Liabilities exist with respect to any employee benefit plan, past or present. To the knowledge of Acquired Corporation, no employee benefit plan, any trust created thereunder or any trustee or administrator thereof has engaged in a "prohibited transaction," as defined in section 4975 of the Code, which may have a material adverse effect on the condition, financial or otherwise, of any Acquired Corporation Company.
Pension and Employee Benefit Plans. (a) Except as disclosed on SCHEDULE 2.17, there are no plans in effect for pension, profit sharing, deferred compensation, severance pay, bonuses, stock options, stock purchases, warrants or any other form of retirement or deferred benefit, or for any health, accident or other welfare plan, in which any employee of the Company is entitled to participate. The Company previously has delivered to the Purchaser true and complete copies of each of the plans listed or referred to on SCHEDULE 2.17 (collectively the "Plans"), all trust agreements, insurance contracts, investment management agreements and other similar documents currently in effect with respect to the Plans, and all summary plan descriptions currently in effect with respect to the Plans. Each of the Plans is in full force and effect without amendment or modification and has been operated in all material respects in accordance with its terms. Through the date of the Closing, there will be no material change in the operations of the Plans or in the documents constituting or affecting the Plans. All required governmental filings have been made with respect to the Plans. There are no pending investigations or proceedings concerning the Plans before the Internal Revenue Service (the "IRS"), the Department of Labor or the Pension Benefit Guaranty Corporation. There are no pending or, to the knowledge of the Company, threatened claims by or disputes with any participants in the Plans, concerning the Plans, other than benefit claims by participants made in the normal course of operating the Plans. The Company has no knowledge of any facts which could give rise to claims against the Plans or against any fiduciary of any Plan other than benefit claims by participants expected in the normal course of operating the Plans. Neither the Company nor, to the best of the Company's knowledge, information and belief, any other fiduciary of any Plan has given notice to its fiduciary liability insurer of any claims or potential claims against it with respect to any Plan. True and correct copies of the annual reports of the Plans, if any, filed with the Department of Labor and the IRS for the 1992, 1993 and 1994 fiscal years, and all financial statements of the Plans, if any, for the fiscal years ended December 31, 1992, 1993 and 1994 previously have been delivered to the Purchaser. The Company has not engaged in any "prohibited transaction" as defined in Section 406(a) and (b) of the Employee Retirement Income Security ...
Pension and Employee Benefit Plans. (a) To the Knowledge of Acquired Corporation, all employee benefit plans of each Acquired Corporation Company have been established in compliance with, and such plans have been operated in material compliance with, all applicable Laws. Except as set forth in Schedule 5.16 to Acquired Corporation’s Disclosure Supplement, no Acquired Corporation Company sponsors or otherwise maintains a “pension plan” within the meaning of Section 3(2) of ERISA or any other retirement plan other than the First Kensington Bank 401(k) Plan effective as of January 1, 2002 of Acquired Corporation that is intended to qualify under Section 401 of the Code, nor do any unfunded Liabilities exist with respect to any employee benefit plan, past or present. To the Knowledge of Acquired Corporation, no employee benefit plan, any trust created thereunder or any trustee or administrator thereof has engaged in a “prohibited transaction,” as defined in Section 4975 of the Code, which may have a Material Adverse Effect on the condition, financial or otherwise, of any Acquired Corporation Company. No Acquired Corporation Company has any Liability to the Pension Benefit Guaranty Corporation. No Acquired Corporation Company is a party to, or otherwise bound by or subject to, any multi-employer plan.
Pension and Employee Benefit Plans. 4.20.1 The Company is not a party to and has not contributed to any employee pension benefit plan (as defined in Section 3(2) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)) or employee welfare benefit plans (as defined in Section 3(1) of ERISA and including, in each case, multi employer plans) or any incentive, bonus, profit sharing, deferred compensation, stock option, stock purchase plan or agreement, severance, termination or other compensation plan or arrangement, or any other material employee fringe benefit plans presently maintained by, or contributed to by the Company, as defined below, except those described on Schedule 4.11 hereto. The Company’s pension plans (the “Plans”) are duly qualified under Section 401 of the Internal Revenue Code (the “Code”), all reports and actions required to be taken in connection with such Plans have been so taken, there have been no reportable events or prohibited transactions in connection with such Plans nor any termination or partial termination with respect thereto or to any other plan maintained by the Company or by an entity controlling, controlled by, or under common control with the Company.
Pension and Employee Benefit Plans. (a) The Purchaser has set forth on the Purchaser Disclosure Schedule all employee benefit plans (as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")) and all bonus, stock option, stock purchase, incentive, deferred compensation, supplemental retirement, severance and other similar employee benefit plans, and all unexpired severance agreements, written or otherwise, for the benefit of, or relating to, any current or former employee of the Purchaser or any of the Purchaser Subsidiaries or any trade or business (whether or not incorporated) which is a member or which is under common control with the Purchaser within the meaning of Section 414 of the Code (an "ERISA Affiliate") (together, the "Purchaser Employee Plans").
Pension and Employee Benefit Plans. (a) Parent has set forth on the Parent Disclosure Schedule all employee benefit plans (including "employee benefit plans" as defined in Section 3(3) of ERISA, whether or not subject to ERISA, and all bonus, stock option, stock purchase, incentive, deferred compensation, supplemental retirement, severance and all other programs or arrangements intended to provide employee benefits, and all unexpired severance agreements, written or otherwise, for the benefit of, or relating to, any current or former employee of Parent or any of the Parent Subsidiaries or any trade or business (whether or not incorporated) which is an ERISA Affiliate (together, the "Parent Employee Plans").
Pension and Employee Benefit Plans. (a) Except as set forth in SCHEDULE 4.8 attached hereto, there are no Employee Benefit Plans; and
Pension and Employee Benefit Plans. KNPC has no employees and no plans in effect for pension, profit sharing, deferred compensation, severance pay, bonuses, stock options, stock purchases, or any other form of retirement or deferred benefit, or for any health, accident or other welfare plan. All severance benefits payable to employees of KNE or others performing services for KNPC as of the date of Closing shall be the sole responsibility of KNE.
