Plans and Agreements Sample Clauses

Plans and Agreements. Schedule 2.21(b) contains an accurate and complete list of each Company Employee Plan and each Employment Agreement. Company does not have any plan or commitment to establish any new Company Employee Plan or Employment Agreement, or to modify any Company Employee Plan or Employment Agreement (except to the extent required by law or to conform any such Company Employee Plan or Employment Agreement to the requirements of any applicable law, in each case as previously disclosed to Parent in writing, THE SYMBOL "[***]" IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. or as contemplated by this Agreement), or to adopt or enter into any Company Employee Plan, or Employment Agreement.
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Plans and Agreements. Review proposals of emergency mutual aid plans and agreements and make recommendations on approval of such proposals to the Executive Board.
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Plans and Agreements. Schedule 3.14(a) lists all of the employee benefit plans in which the Company's employees participate (the "Plans"). The Company (a) does not maintain or contribute to any other pension, profit-sharing, stock bonus, welfare benefit or other "employee benefit plan" as defined in Section 3(3) of ERISA and (b) is not a party to or required to make payments under union contracts, collective bargaining agreements, employment contracts, consulting contracts, distributor or sales representative contracts, deferred compensation agreements or bonus or incentive plans or other similar plans or arrangements currently in force and effect. All of the Plans intended to be qualified under Section 401(a) of the Code have received favorable determination letters from the Internal Revenue Service, and, to the Knowledge of Seller, the Plans are in substantial compliance with applicable provisions of ERISA and the Code. With respect to any Plan subject to Title IV of ERISA and any defined benefit plan that is subject to Title IV of ERISA and maintained or contributed to by Shareholder or any entity under common control with Shareholder within the meaning of Section 414(b) or (c) of the Code (an "ERISA Affiliate"): (i) no liability to the Pension Benefit Guaranty Corporation ("PBGC") has been incurred (other than for premiums not yet due); (ii) no notice of intent to terminate any such plan has been filed with the PBGC or distributed to participants and no amendment terminating any such plan has been adopted; (iii) no proceedings to terminate any such plan have been instituted by the PBGC and neither the Company, Shareholder nor any ERISA Affiliate has received notice from the PBGC of an intent to institute such proceedings; (iv) no lien exists or is expected to arise within 60 days with respect to any property of the Company pursuant to Section 412(n) of the Code due to any failure to timely make any contribution to such plan required by Section 412 of the Code; (v) to the Knowledge of Seller, no "accumulated funding deficiency," within the meaning of Section 412 of the Code, whether or not waived, exists; and (vi) no "reportable event" within the meaning of Section 4043 of ERISA (for which the 30-day notice requirement has not been waived by the PBGC) has occurred within the last 12 months. No Plan is a "multiemployer plan" within the meaning of Section 4001(a)(3) of ERISA. Neither the Company, Shareholder nor any ERISA Affiliate has incurred any "withdrawal liability" (as d...
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Plans and Agreements. It is understood by the parties hereto that payments to CMIS may be for administrative or shareholder servicing services only, while payments to CBSI may be for distribution-related services.
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Plans and Agreements. (a)Schedule 2.11 (i) lists all of the Plans, (ii) identifies each Defined Benefit Plan or a Multi Employer Plan, (iii) identifies each of the Plans which purports to be a tax qualified plan under Section 401(a) of the Code and identifies any trust funding any of such Plans which purports to be a tax exempt trust under Section 501 (c)(9) of the Code, and (iv) in the case of each Multi‑Employer Plan, sets forth contributions made by the Company or any of its Subsidiaries to such Plan for the last plan year ending prior to the date of this Agreement.
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Plans and Agreements. In the event that payment rate is increased at any time, the payment rate in the first paragraph of this Schedule C shall be reduced by the amount such rate is increased above 0.25% per annum. Payments made to Zurich Xxxxxx under this Agreement will be made by federal funds wire to: Bank: Xxxxx Fargo Minneapolis, MN ABA 000000000 Account Name: Xxxxxx Investors Life Insurance Company Account Number: 0000000000 Reference: Service Fees Reference: Attention: Xxxxx Xxxxxxx Notification of wire transfers shall be provided by e-mail or fax to: Xxxxxxxxx Xxx Separate Account Accounting Email: xxxxxxxxx.xxx@xxxxxxxxxxxx.xxx Fax: 000-000-0000
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Plans and Agreements 
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Related to Plans and Agreements

  • Effect on Other Plans and Agreements An election by the Executive to resign for Good Reason under the provisions of this Agreement shall not be deemed a voluntary termination of employment by the Executive for the purpose of interpreting the provisions of any of the Company’s benefit plans, programs or policies. Nothing in this Agreement shall be construed to limit the rights of the Executive under the Company’s benefit plans, programs or policies except as otherwise provided in Section 8 hereof, and except that the Executive shall have no rights to any severance benefits under any Company severance pay plan, offer letter or otherwise. In the event that the Executive is party to an agreement with the Company providing for payments or benefits under such plan or agreement and under this Agreement, the terms of this Agreement shall govern and the Executive may receive payment under this Agreement only and not both. Further, Section 5 and Section 6 of this Agreement are mutually exclusive and in no event shall the Executive be entitled to payments or benefits pursuant to both Section 5 and Section 6 of this Agreement.

  • Contracts and Agreements The agreements and documents described in the Registration Statement and the Prospectus conform in all material respects to the descriptions thereof contained therein and there are no agreements or other documents required by the Securities Act to be described in the Registration Statement and the Prospectus or to be filed with the Commission as exhibits to the Registration Statement, that have not been so described or filed. Each agreement or other instrument (however characterized or described) to which the Company is a party or by which it is or may be bound or affected and (i) that is referred to in the Registration Statement and the Prospectus, or (ii) is material to the Company’s business, has been duly authorized and validly executed by the Company, is in full force and effect in all material respects and is enforceable against the Company and, to the Company’s knowledge, the other parties thereto, in accordance with its terms, except (x) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (y) as enforceability of any indemnification or contribution provision may be limited under the federal and state securities laws, and (z) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. None of such agreements or instruments has been assigned by the Company, and neither the Company nor, to the Company’s knowledge, any other party is in default thereunder and, to the Company’s knowledge, no event has occurred that, with the lapse of time or the giving of notice, or both, would constitute a default thereunder. To the best of the Company’s knowledge, performance by the Company of the material provisions of such agreements or instruments will not result in a violation of any existing applicable law, rule, regulation, judgment, order or decree of any governmental agency or court, domestic or foreign, having jurisdiction over the Company or any of its assets or businesses (each, a “Governmental Entity”), including, without limitation, those relating to environmental laws and regulations.

  • Covenants and Agreements as Independent Agreements Each of the covenants and agreements that is set forth in this Agreement shall be construed as a covenant and agreement independent of any other provision of this Agreement. The existence of any claim or cause of action of the Participant against the Company, whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of the covenants and agreements that are set forth in this Agreement.

  • Acknowledgements and Agreements Executive hereby acknowledges and agrees that in the performance of Executive’s duties to the Company during the Employment Period, Executive shall be brought into frequent contact with existing and potential customers of the Company throughout the world. Executive also agrees that trade secrets and confidential information of the Company, more fully described in Section 8(h) gained by Executive during Executive’s association with the Company, have been developed by the Company through substantial expenditures of time, effort and money and constitute valuable and unique property of the Company. Executive further understands and agrees that the foregoing makes it necessary for the protection of the Company’s business that Executive not compete with the Company during Executive’s employment with the Company and not compete with the Company for a reasonable period thereafter, as further provided in the following sections. As a condition of Company entering into this Agreement, Executive must also execute the Company’s Proprietary Information and Assignments Agreement.

  • Covenants and Agreements Each Grantor hereby covenants and agrees as follows:

  • Covenants and Agreements of the Company The Company further covenants and agrees with the Placement Agent as follows:

  • Performance of Covenants and Agreements The Guarantor hereby agrees to take all lawful action in its power to cause the Tenant duly and punctually to perform all of the covenants and agreements set forth in the Transaction Documents.

  • Consent and Agreement An original of a Consent and Agreement duly executed by such Subsidiary, pursuant to which such Subsidiary consents and agrees to become a “Credit Party” hereunder and to be bound by the terms and conditions of this Agreement and all other Loan Documents;

  • Acknowledgments and Agreements (a) The Borrower acknowledges that on the date hereof all Obligations are payable without defense, offset, counterclaim or recoupment.

  • Agreements and Documents Parent shall have received the following agreements and documents, each of which shall be in full force and effect:

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