Provision of Benefits. Should the continuation of any benefits to be provided to the Executive following the termination of the Executive's employment hereunder be unavailable under the Company's benefit plans for any reason, the Company shall pay for the Executive to receive such benefits under substantially similar plans from similar third party providers.
Provision of Benefits. For the twelve (12) month period commencing on the Acceptance Date, Parent agrees to cause the Surviving Corporation to maintain health benefits, welfare benefits, but not any stock-based benefits, for the Seller Personnel who remain employed after the Effective Time (collectively, the “Seller Employees”) at the same levels that are, in the aggregate, comparable to those in effect for similarly situated employees of Parent on the date hereof. Parent shall, and shall cause the Surviving Corporation to, treat, and cause the applicable benefit plans in which Seller Employees are entitled to participate to treat, the service of Seller Employees with Seller or any Subsidiary of Seller attributable to any period before the Effective Time as service rendered to Parent, the Surviving Corporation or any Subsidiary of Parent for purposes of eligibility to participate, vesting and for other appropriate benefits including, but not limited to, applicability of minimum waiting periods for participation, but excluding benefit accrual (including minimum pension amount) and eligibility for early retirement under any defined benefit plan of Parent or eligibility for retiree welfare benefit plans or as would otherwise result in a duplication of benefits. Without limiting the foregoing, Parent shall cause any pre-existing conditions or limitations, eligibility waiting periods or required physical examinations under any health or similar plan of Parent to be waived with respect to Seller Employees and their eligible dependents, to the extent waived under the corresponding plan in which Seller Employees participated immediately prior to the Acceptance Date, and any deductibles paid by Seller Employees under any of Seller’s or its Subsidiaries’ health plans in the plan year in which the Acceptance Date occurs shall be credited towards deductibles under the health plans of Parent or any Subsidiary of Parent. Parent shall, and shall cause the Surviving Corporation to, use commercially reasonable efforts to make appropriate arrangements with its insurance carrier(s) to ensure such result. Seller Employees shall be considered to be employed by Parent “at will” and nothing shall be construed to limit the ability of Parent or the Surviving Corporation to terminate the employment of any such Seller Employee at any time. Parent will cooperate with Seller, and assume all costs, in respect of consultation obligations and similar notice and bargaining obligations owed to any employees or c...
Provision of Benefits. Should the continuation of any benefits to be provided to you following the termination of your employment hereunder be unavailable under the Company’s benefit plans for any reason, the Company will pay for you to receive such benefits under substantially similar plans from similar third party providers.
Provision of Benefits. The Company will apply its contributions in accordance with the requirements of any relevant legislation and the regulations thereunder, and will fund all pensions, deferred life annuities and other benefits in accordance with the tests for solvency prescribed by such legislation and regulations. Each member of the Plan will receive a copy of the Plan and amendments thereto which explain the rights and duties of members with reference to benefits and options available under the Plan.
Provision of Benefits. The Plan will reimburse Participants for Health Care Expenses, up to the unused amount in the Participant’s HRA Account. A Participant shall be entitled to reimbursement under this Plan only for Health Care Expenses incurred after he or she becomes a Participant in the Plan and before his or her participation has ceased. In no event shall any benefits under this Plan be provided in the form of cash or any other taxable or nontaxable benefit other than reimbursement for Health Care Expenses.
Provision of Benefits. As soon as practicable after the Effective Time, but in no event later than January 1, 2006, the Buyer agrees to provide the employees of the Seller and its Subsidiaries who remain so after the Effective Time (the “Seller Employees”) with the types and levels of compensation and employee benefits maintained by the Buyer for similarly-situated employees of the Buyer or the Buyer Banks. The Buyer will treat, and cause the applicable benefit plans to treat, the service of the Seller Employees with the Seller or any Subsidiary of the Seller (or any of their respective predecessors) attributable to any period before the Effective Time as service rendered to the Buyer or any Subsidiary of the Buyer for all purposes including purposes of eligibility to participate, vesting and benefit accrual (except for purposes of benefit accrual under any defined benefit pension plan or as would result in a duplication of benefits). Without limiting the foregoing, the Buyer shall not treat any Seller Employee as a “new” employee for purposes of any exclusions under any health or similar plan of the Buyer or any Subsidiary of the Buyer for a pre-existing medical condition, and any deductibles paid under any of the Seller’s or its Subsidiaries’ health plans shall be credited towards deductibles under the health plans of the Buyer or any subsidiary of the Buyer upon delivery to the Buyer of appropriate documentation. The Buyer will make appropriate arrangements with its insurance carrier(s) to ensure such result.
Provision of Benefits. Any Company Plan other than plans maintained for the benefit of Company Employees located in Belgium and Malaysia shall terminate no later than as of the Closing Date. Except as specifically provided in this Article V, MEI shall be responsible for (x) all liabilities and obligations under the Company Plans terminated pursuant to the preceding sentence (other than Liabilities that are accrued on the Company Financial Statements), (y) the $1,009,672.60 amount with respect to potential bonuses that is listed at Schedule 2.4, and (z) all liabilities and obligations under any Plan that is not a Company Plan. As of the Closing Date or as soon as practicable thereafter, the Company shall establish for the benefit of its employees and employees of the Transferred Subsidiaries on and after the Closing Date such Employee Benefit Plans as are reasonably deemed appropriate by the president of the Company and the Investor. The Company agrees, for all purposes under all Employee Benefit Plans applicable to employees of the Company and the Transferred Subsidiaries to treat all service by Company Employees with MEI or any of its Affiliates before the Closing as service with the Company and the Transferred Subsidiaries, except to the extent such treatment would result in duplication of benefits.
Provision of Benefits. As soon as practicable after the Effective Time, Kimco agrees to provide the employees of MART and the MART Subsidiaries (the "MART Employees") who remain employed after the Effective Time with at least the types and levels of employee benefits (including employee contribution levels) maintained by Kimco for similarly-situated employees of Kimco. Kimco will treat, and cause the applicable benefit plans to treat, the service of MART Employees with MART or the MART Subsidiaries attributable to any period before the Effective Time as service rendered to Kimco for purposes of eligibility to participate, vesting and for other appropriate benefits including, but not limited to, applicability of minimum waiting periods for participation, but not for benefit accrual (including minimum pension amount) or eligibility for severance benefits or retiree welfare benefit plans. Without limiting the foregoing, Kimco shall not treat any MART Employee as a "new" employee for purposes of any exclusions or waiting periods under any health or similar plan of Kimco for a pre-existing medical condition if such MART Employee was enrolled in a health plan of MART on the Effective Date.
Provision of Benefits. BHGE shall take such actions as are necessary to ensure that, upon the transfer referred to in Section 2.2(a) above, the trustees of the BHGE UK Plan shall assume responsibility for the provision of the Transferred Liabilities and, other than the liability to pay the GE UK Pension Plan Transfer Payment or as otherwise may be agreed, the trustees of the GE UK Pension Plan shall be discharged from liability for the Transferred Liabilities.
Provision of Benefits. For a period of 18 months following the Closing Date, the applicable member of the Company Group shall make available to the Transferred Employees, as a group, employee benefit plans providing benefits that are no less favorable in the aggregate to those provided under the NuStar Plans as described in Section 8.9(e) of the Disclosure Letter; provided, however, that the Parties shall, in good faith, use their reasonable efforts to replicate the NuStar Plans, including, to the extent practical and not unreasonably cost prohibitive, engaging the same third-party service providers and insurers.
