Common use of Plans and Material Documents Clause in Contracts

Plans and Material Documents. Schedule 3.12(a) of the Disclosure Schedule lists all employee benefit plans (as defined under Section 3(3) of ERISA) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, to which the Company, Xxxxx, or any other Subsidiary is a party, with respect to which the Company, Xxxxx, or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, or any other Subsidiary (collectively, the "Plans"). The Company has furnished the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most recently filed IRS Form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (v) the most recently prepared actuarial report and financial statement in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a) of the Disclosure Schedule, the Company, Xxxxx or any other Subsidiary does not have any express or implied commitment, (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual or (iii) to modify, change or terminate any Plan (other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx or any other Subsidiary.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Wasteco Ventures LTD), Stock Purchase Agreement (Compost America Holding Co Inc)

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Plans and Material Documents. Schedule 3.12(a11.15(a) of the Disclosure Schedule lists all employee benefit plans (as defined under Section 3(3) of or ERISA) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs programs, or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, to which the Company, Xxxxx, Compost or any other Subsidiary is a party, with respect to which the Company, Xxxxx, Compost or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, Compost or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, Compost or any other Subsidiary (collectively, the "PlansPlan"). The Company Compost has furnished the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most moist recently filed IRS Form form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (v) the most recently prepared actuarial report and financial statement in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a11.15(a) of the Disclosure Schedule, the Company, Xxxxx Compost or any other Subsidiary does not have any express or implied commitment, (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual or (iii) to modify, change or terminate any Plan (other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx Compost or any other Subsidiary.

Appears in 1 contract

Samples: Credit, Capitalization and Financing Agreement (Compost America Holding Co Inc)

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Plans and Material Documents. Schedule 3.12(a) of the Disclosure Schedule lists all employee benefit plans (as defined under Section 3(3) of ERISA) and all bonus, stock option, stock purchase, restricted stock, incentive, deferred compensation, retiree medical or life insurance, supplemental retirement, severance or other benefit plans, programs or arrangements, and all employment, termination, severance or other contracts or agreements, whether legally enforceable or not, to which the Company, Xxxxx, Company or any other Subsidiary is a party, with respect to which the Company, Xxxxx, Company or any other Subsidiary has any obligation or which are maintained, contributed to or sponsored by the Company, Xxxxx, Company or any other Subsidiary for the benefit of any current or former employee, officer or director of the Company, Xxxxx, Company or any other Subsidiary (collectively, the "Plans"). The Company has furnished the Purchaser with a complete and accurate copy of each Plan and a complete and accurate copy of the following: (i) each trust or other funding arrangement, (ii) each summary plan description and summary of material modifications, (iii) the most recently filed IRS Form 5500, (iv) the most recently received IRS determination letter for each such Plan, and (v) the most recently prepared actuarial report and financial statement in connection with each such Plan, if applicable. Except as set forth in Schedule 3.12(a) of the Disclosure Schedule, the Company, Xxxxx Company or any other Subsidiary does not have any express or implied commitment, (i) to create, incur liability with respect to or cause to exist any other employee benefit plan, program or arrangement, (ii) to enter into any contract or agreement to provide compensation or benefits to any individual or (iii) to modify, change or terminate any Plan (other than with respect to a modification, change or termination required by ERISA or the Code), that would impose any material additional cost on the Company, Xxxxx Company or any other Subsidiary.

Appears in 1 contract

Samples: Stock Purchase Agreement (Compost America Holding Co Inc)

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