Post-Retirement Health and Welfare Benefits Sample Clauses

Post-Retirement Health and Welfare Benefits. Notwithstanding anything to the contrary in ‎Section 6.01 or ‎Section 6.02, (a) effective as of the applicable Benefits Commencement Date, all Lithium Participants shall cease to participate in, and earn benefit service under, any Parent Retiree H&W Plan (provided that any Lithium Participant who has elected to receive benefits under any applicable Parent Retiree H&W Plan in accordance with the terms of such plan prior to the applicable Benefits Commencement Date shall continue to participate in, and receive benefits under, such Parent Retiree H&W Plan in accordance with the terms of such plan) and (b) all Liabilities under the Parent Retiree H&W Plans (whether relating to Parent Participants or Lithium Participants) will be retained by Parent and will constitute Parent Retained Employee Liabilities.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
Post-Retirement Health and Welfare Benefits. The Vendor hereby assigns to the Purchaser, and the Purchaser hereby assumes from the Vendor, as of and with effect from the Effective Time, all of the rights, obligations and liability of the Vendor with respect to post-retirement health and welfare benefit entitlements of the members of the Stand-Alone Registered Pension Plans whose employment with the Vendor ceased prior to the Effective Time. With respect to Employees who become employed by the Purchaser effective the Effective Time, the Purchaser will, in the case of Unionized Employees, provide post-retirement health and welfare benefit entitlements as required by Section 5.02(2) and, in the case of the Non-Union Employees, provide post-retirement health and welfare benefit entitlements on the same terms and conditions which are in effect as of the Effective Time as required by Section 5.02(1).
Sample 1Sample 2Sample 3See All (5)
Post-Retirement Health and Welfare Benefits. Notwithstanding anything to the contrary in Section 6.01 or Section 6.02, effective as of the Separation Time, the Legacy Retiree H&W Plan will be retained by the SpinCo Group in accordance with its terms, and, for the avoidance of doubt, any Liabilities arising from or relating to the Legacy Retiree H&W Plan will constitute SpinCo Assumed Employee Liabilities.
Sample 1Sample 2
Post-Retirement Health and Welfare Benefits. From and following the Closing Date, (i) the Buyer shall assume, or cause to be assumed, all obligations and Liabilities for post-retirement health and welfare benefits under the Seller’s Benefits Plan as of the Closing Date with respect to each Participant who has satisfied or satisfies the eligibility criteria for such benefits under the applicable post-retirement health or welfare benefit plan of the Seller as of the Closing Date (each, a “Retiree”) and (ii) the Buyer shall assume, or cause to be assumed, all obligations and Liabilities for post-retirement health and welfare benefits with respect to each Continuing Employee who, as of the Closing Date, does not satisfy the eligibility criteria for such benefits under the applicable post-retirement health and welfare benefit plan of the Seller, and such employees shall cease to be eligible to participate in the Seller’s post-retirement health and welfare benefit plans. During the Continuation Period, (A) the Buyer shall provide, or cause to be provided, post-retirement health and welfare benefits to each Retiree and each Continuing Employee described in clause (ii) of the preceding sentence who becomes eligible for such benefits under a Benefit Plan of the Buyer on or after the Closing Date; (B) the eligibility criteria, if applicable, under such Benefit Plan of the Buyer shall be the same as the eligibility criteria under Seller’s applicable Benefit Plan immediately prior to the Closing Date; and (C) such benefits (including cost of coverage) provided under the Benefit Plan of the Buyer shall be substantially equivalent to those provided under the Seller’s applicable Benefit Plan immediately prior to the Closing Date. As soon as reasonably practicable after the Closing, (1) the Buyer shall establish, or cause to be established, or designate, or cause to be designated, a trust intended to qualify under Section 501(c)(9) of the Code (the “Buyer Trust”) and (2) upon receipt by the Seller of written evidence of the adoption or designation of the Buyer Trust by Buyer, the Seller shall cause Seller’s trust established in respect of such post-retirement health and welfare benefits (the “Seller Trust”) to transfer to the Buyer Trust an amount equal to the fair market value as of the Closing Date of the assets held in Seller Trust with respect to all Participants.
Sample 1Sample 2
Post-Retirement Health and Welfare Benefits. From and following the Closing Date, (i) the Seller shall retain all obligations and liabilities for post-retirement health and welfare benefits under the Seller's Benefits Plan as of the Closing Date with respect to each Continuing Employee who satisfies the eligibility criteria for such benefits under the applicable post-retirement health or welfare benefit plan of the Seller as of the Closing Date, and (ii) the Buyer shall assume all obligations and liabilities for post-retirement health and welfare benefits with respect to each Continuing Employee who, as of the Closing Date, does not satisfy the eligibility criteria for such benefits under the applicable post-retirement health and welfare benefit plan of the Seller, and such employees shall cease to be eligible to participate in the Seller's post-retirement health and welfare benefit plans. [REDACTED: Post-closing covenants related to post-retirement health and welfare benefits.]
Sample 1
Post-Retirement Health and Welfare Benefits. Effective as of the Closing Date, each OGP Employee and each Transferred Employee shall cease to accrue benefits, if any, under the Retiree Health Care Plan (under the ABB Inc. Group Benefit Plan) (the “ABB Retiree Medical Plan”) and the OGP Subsidiaries shall cease to be participating employers in such plan. Effective as of the Closing Date, Purchaser shall, or shall cause the OGP Subsidiaries to, assume all liabilities and obligations that ABB may have to provide benefits under the ABB Retiree Medical Plan to (a) each OGP Employee, (b) each OGP Former Employee and (c) each Transferred Employee. ABB shall, or shall cause its Affiliates to, retain all liabilities and obligations in respect of the ABB Retiree Medical Plan other than as provided in the previous sentences.
Sample 1
Post-Retirement Health and Welfare Benefits 
Sample 1
AutoNDA by SimpleDocs

Related to Post-Retirement Health and Welfare Benefits

  • Health and Welfare Benefits (Article 17 applies to full-time nurses only)

  • Retirement and Welfare Benefits During the Term, the Executive shall be eligible to participate in the Company’s health, life insurance, long-term disability, retirement and welfare benefit plans, and programs available to similarly-situated employees of the Company, pursuant to their respective terms and conditions. Nothing in this Agreement shall preclude the Company or any Affiliate (as defined below) of the Company from terminating or amending any employee benefit plan or program from time to time after the Effective Date.

  • Health and Welfare Benefit Plans During the Employment Period, Executive and Executive’s immediate family shall be entitled to participate in such health and welfare benefit plans as the Employer shall maintain from time to time for the benefit of senior executive officers of the Employer and their families, on the terms and subject to the conditions set forth in such plan. Nothing in this Section shall limit the Employer’s right to change or modify or terminate any benefit plan or program as it sees fit from time to time in the normal course of business so long as it does so for all senior executives of the Employer.

  • Retirement and Welfare Plans Executive shall participate in employee retirement and welfare benefit plans made available to the Company’s senior level executives as a group or to its employees generally, as such retirement and welfare plans may be in effect from time to time and subject to the eligibility requirements of the plans. Nothing in this Agreement shall prevent the Company from amending or terminating any retirement, welfare or other employee benefit plans or programs from time to time as the Company deems appropriate.

  • Retirement Plans In connection with the individual retirement accounts, simplified employee pension plans, rollover individual retirement plans, educational IRAs and XXXX individual retirement accounts (“XXX Plans”), 403(b) Plans and money purchase and profit sharing plans (collectively, the “Retirement Plans”) within the meaning of Section 408 of the Internal Revenue Code of 1986, as amended (the “Code”) sponsored by a Fund for which contributions of the Fund’s shareholders (the “Participants”) are invested solely in Shares of the Fund, JHSS shall provide the following administrative services:

  • Retirement, Welfare and Fringe Benefits During the Period of Employment, the Executive shall be entitled to participate in all employee pension and welfare benefit plans and programs, and fringe benefit plans and programs, made available by the Company to the Company’s employees generally, in accordance with the eligibility and participation provisions of such plans and as such plans or programs may be in effect from time to time.

  • Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all other savings and retirement plans, practices, policies and programs, in each case on terms and conditions no less favorable than the terms and conditions generally applicable to the Company’s other executive employees.

  • Health and Welfare Plans (a) A copy of the master contracts with the carriers for the extended health care, dental and group life plans shall be sent to the President of the Union.

  • Incentive, Savings and Retirement Plans During the Employment Period, the Executive shall be entitled to participate in all incentive, savings and retirement plans, practices, policies and programs applicable generally to other peer executives of the Company and its affiliated companies, but in no event shall such plans, practices, policies and programs provide the Executive with incentive opportunities (measured with respect to both regular and special incentive opportunities, to the extent, if any, that such distinction is applicable), savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than the most favorable of those provided by the Company and its affiliated companies for the Executive under such plans, practices, policies and programs as in effect at any time during the 120-day period immediately preceding the Effective Date or if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its affiliated companies.

  • Welfare Benefits Subject to the terms and conditions of this Agreement, for a period of twelve (12) months following the date of Involuntary Termination (and an additional twelve (12) months if the Executive provides consulting services under Section 14(f) hereof), the Executive and his dependents shall be provided with life, disability, accident and group medical benefits which are substantially similar to those provided to the Executive and his dependents immediately prior to the date of Involuntary Termination or the Change in Control Date, whichever is more favorable to the Executive. Without limiting the generality of the foregoing, the continuing benefits described in the preceding sentence shall be provided on substantially the same terms and conditions and at the same cost to the Executive as in effect immediately prior to the date of Involuntary Termination or the Change in Control Date, whichever is more favorable to the Executive. Such benefits shall be provided in a manner that complies with Treasury Regulation Section 1.409A-1(a)(5). Notwithstanding the foregoing, if Sempra Energy determines in its sole discretion that the portion of the foregoing continuing benefits that constitute group medical benefits cannot be provided without potentially violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act) or that the provision of such group medical benefits under this Agreement would subject Sempra Energy or any of its Affiliates to a material tax or penalty, (i) the Executive shall be provided, in lieu thereof, with a taxable monthly payment in an amount equal to the monthly premium that the Executive would be required to pay to continue the Executive’s and his covered dependents’ group medical benefit coverages under COBRA as then in effect (which amount shall be based on the premiums for the first month of COBRA coverage) or (ii) Sempra Energy shall have the authority to amend the Agreement to the limited extent reasonably necessary to avoid such violation of law or tax or penalty and shall use all reasonable efforts to provide the Executive with a comparable benefit that does not violate applicable law or subject Sempra Energy or any of its Affiliates to such tax or penalty.

Time is Money Join Law Insider Premium to draft better contracts faster.