Common use of Qualification Standards Clause in Contracts

Qualification Standards. Except as described in Schedule 3.13, with respect to each Employee Plan: (i) each Employee Plan that is intended to be tax-qualified, and each amendment thereto, is the subject of a favorable determination letter, and no plan amendment that is not the subject of a favorable determination letter would affect the validity of an Employee Plan's letter; (ii) no condition or event exists or is reasonably expected to occur that could subject, directly or indirectly, any of the Companies to any material liability, contingent or otherwise, or the imposition of any lien on the assets of any of the Companies under the Code or Title IV of ERISA, whether to the Pension Benefit Guaranty Corporation, the Internal Revenue Service, or any other entity; (iii) no Employee Plan ever has incurred an "accumulated funding deficiency," as such term is defined in Section 302(a)(2) of ERISA and Section 412(a) of the Code, whether or not waived, and otherwise always has fully met the funding standards required under Title I of ERISA and Section 412 of the Code; (iv) no "reportable event," as that term is defined in Section 4043(c)(1) through (8) of ERISA and, to the knowledge of the Seller and the Companies, Section 4043(c)(9) of ERISA, ever has occurred with respect to any Employee Plan other than one for which the thirty (30) day notice has been waived by regulation and no reportable event has occurred or is reasonably expected to occur with respect to an Employee Plan which would require prior notice; (v) there are no unfunded liabilities with respect to any tax-qualified Employee Plan, i.e., the actuarial present value of all "benefit liabilities" (determined within the meaning of Section 401(a)(2) of the Code) under such Employee Plan, whether or not vested, does not exceed the current value of the assets of such Employee Plan; (vi) no nonexempt prohibited transaction, within the definition of Section 4975 of the Code or Title 1, Part 4 of ERISA, has occurred that would subject any of the Companies to any material liability; and (vii) all contributions, premiums or payments accrued, in whole or in part, under each Employee Plan or with respect thereto as of the Closing will be paid by the Companies, on or prior to Closing or, if later, within the time period permitted by ERISA and the Code.

Qualification Standards. Except as described in Schedule 3.133.26, with respect to each Employee Benefit Plan: (i) each Employee Benefit Plan that is intended to be tax-qualified, and each amendment thereto, is the subject of a favorable determination letter, and no plan amendment that is not the subject of a favorable determination letter would affect the validity of an Employee a Benefit Plan's letter; (ii) no condition or event exists or is reasonably expected to occur that could subject, directly or indirectly, any PSD Entity or any Affiliate of the Companies any PSD Entity to any material liability, contingent or otherwise, or the imposition of any lien on the assets of any PSD Entity or any Affiliate of the Companies any PSD Entity under the Code or Title IV of ERISA, whether to the Pension Benefit Guaranty Corporation, the Internal Revenue Service, or any other entityPerson; (iii) no Employee Benefit Plan ever has incurred an "accumulated funding deficiency," as such term is defined in Section 302(a)(2) of ERISA and Section 412(a) of the Code, whether or not waived, and otherwise always has fully met the funding standards required under Title I of ERISA and Section 412 of the Code; (iv) no "reportable event," as that term is defined in Section 4043(c)(14043(b)(1) through (8) of ERISA and, to the knowledge of the Seller and the CompaniesPSD's knowledge, Section 4043(c)(94043(b)(9) of ERISA, ever has occurred with respect to any Employee Benefit Plan other than one for which the thirty (30) day notice has been waived by regulation and no reportable event has occurred or is reasonably expected to occur with respect to an Employee Plan which would require requires prior notice; (v) there are no unfunded liabilities with respect to any tax-qualified Employee Benefit Plan, i.e., the actuarial present value of all "benefit liabilities" (determined within the meaning of Section 401(a)(2) of the Code) under such Employee Benefit Plan, whether or not vested, does not exceed the current value of the assets of such Employee Benefit Plan; (vi) no nonexempt prohibited transaction, within the definition of Section 4975 of the Code or Title 1, Part 4 of ERISA, has occurred that would subject any of the Companies PSD Entity or CCI to any material liability; and (vii) all contributions, premiums or payments accrued, in whole or in part, under each Employee Benefit Plan or with respect thereto as of the Closing will be paid by the CompaniesPSD Entities, on or prior to Closing or, if later, within the time period permitted by ERISA and the Code.