Seller 401(k) Plan Sample Clauses

Seller 401(k) Plan. Seller shall cause its sponsorship of the Xxxxxxxxxxx, Inc. 401(k) Savings Plan, which exclusively covers Business Employees (the “Acquired Company 401(k) Plan”), and the rights and obligations with respect thereto, to be transferred to and assumed by an Acquired Company such that, as of the Closing Date, the Acquired Company 401(k) Plan shall be assumed by Purchaser and its Affiliates. Purchaser shall designate a tax-qualified defined contribution plan of Purchaser (such plan, the “Purchaser Savings Plan”), which may be the Acquired Company 401(k) Plan, that will cover those Transferred Employees who are participants in the Process Equipment Group 401(k) Savings Plan (the “Seller 401(k) Plan”) (and accept any plan-to-plan transfers therefrom) as soon as practicable following the Closing Date.
Sample 1
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Seller 401(k) Plan. Effective prior to the Closing Date, the Seller shall transfer the sponsorship of the Seller 401(k) Plan from the Company to the Seller and effective upon the Closing Date shall cause the unvested portion, if any, of the account balance of any employee of the Company or its Subsidiaries in the Seller 401(k) Plan to become fully vested.
Sample 1
Seller 401(k) Plan. Effective as of the Closing Date, the Transferred Employees shall no longer actively participate in any tax-qualified defined contribution plan sponsored by Seller or any of its Controlled Affiliates (the “Seller 401(k) Plan”). Each Purchaser shall designate a tax-qualified defined contribution plan of such Purchaser (each such plan, a Purchaser Savings Plan”) that either (i) currently provides for the receipt from the applicable Transferred Employees of “eligible rollover distributions” (as such term is defined in Section 401(a)(31) of the Code, including notes representing plan loans but excluding any Seller employer securities) or (ii) shall be amended as soon as practicable following the Closing Date to provide for the receipt from the applicable Transferred Employees of eligible rollover distributions (as such term is defined in Section 401(a)(31) of the Code, including notes representing plan loans but excluding any Seller employer securities). Seller shall, and shall cause its Controlled Affiliates to, and each Purchaser shall, and shall cause its Controlled Affiliates to, cooperate to take any and all actions needed to permit each applicable Transferred Employee to, as soon as reasonably practicable following the Closing Date, participate in the applicable Purchaser Savings Plan and to permit each applicable Transferred Employee with an outstanding loan balance under the Seller 401(k) Plan as of the Closing Date to continue to make scheduled loan payments to the Seller 401(k) Plan after the Closing Date, pending the distribution and in-kind rollover of the notes evidencing such loans from the Seller 401(k) Plan to the applicable Purchaser Savings Plan so as to prevent a deemed distribution or loan offset with respect to such outstanding loans.
Sample 1
Seller 401(k) Plan. Seller agrees to terminate its 401k Plan (the "PLAN") and to submit the Plan to the Internal Revenue Service for a favorable determination as to its qualification in connection with its termination. Seller maintains responsibility for completing and filing all documentation in connection with the Plan termination including the final Form 5500 for the Plan.
Sample 1

Related to Seller 401(k) Plan

  • Third Party Administrators for Defined Contribution Plans 2.1 The Fund may decide to make available to certain of its customers, a qualified plan program (the "Program") pursuant to which the customers ("Employers") may adopt certain plans of deferred compensation ("Plan or Plans") for the benefit of the individual Plan participant (the "Plan Participant"), such Plan(s) being qualified under Section 401(a) of the Internal Revenue Code of 1986, as amended ("Code") and administered by third party administrators which may be plan administrators as defined in the Employee Retirement Income Security Act of 1974, as amended (the "TPA(s)").

  • Defined Contribution Plans The Company does not maintain, contribute to or have any liability under (or with respect to) any employee plan which is a tax-qualified "defined contribution plan" (as defined in Section 3(34) of ERISA), whether or not terminated.

  • Defined Contribution Plan The Employer will establish the following Employer contribution programs in the existing salary deferral plans: » Beginning in 2006 and continuing throughout the term of the Agreement, a performance-based contribution

  • 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.

  • State Employee Group Insurance Program (SEGIP) During the life of this Agreement, the Employer agrees to offer a Group Insurance Program that includes health, dental, life, and disability coverages equivalent to existing coverages, subject to the provisions of this Article. All insurance eligible employees will be provided with a Summary Plan Description (SPD) called “Your Employee Benefits”. Such SPD shall be provided no less than biennially and prior to the beginning of the insurance year. New insurance eligible employees shall receive a SPD within thirty (30) days of their date of eligibility.

  • Savings Plans Employee shall be entitled to participate in Employer’s 401(k) plan, or other retirement or savings plans as are made available to Employer’s other executives and officers and on the same terms which are available to Employer’s other executives and officers.

  • Benefit Plan If an employee maintains coverage for benefit plans while on maternity or parental leave, the Employer agrees to pay the Employer's share of these premiums.

  • Company Benefit Plans (a) Section 4.13(a) of the Company Disclosure Letter sets forth a complete list, as of the date hereof, of each material Company Benefit Plan. For purposes of this Agreement, a “

  • Company Plans Section 1.11(a)................ 6 Company................................Preamble....................... 1

  • Cafeteria Plan As of the Benefit Commencement Date, New Parkway or any of its Subsidiaries shall establish a cafeteria plan qualifying under Section 125 of the Code (the “New Parkway Cafeteria Plan”) and health care and dependent care flexible spending reimbursement accounts thereunder in which Transferring Employees who meet the eligibility criteria thereof may be immediately eligible to participate. As soon as practicable following the Benefit Commencement Date, the Cousins Group shall determine the aggregate accumulated contributions to the flexible spending reimbursement accounts under Cousin’s cafeteria plan or Legacy Parkway’s cafeteria plan, as applicable, in which such Transferring Employees participated (the “Cousins Cafeteria Plans”) made during the year in which the Distribution Date occurs by the Transferring Employees less the aggregate reimbursement payouts made for such year up to the day immediately prior to the Benefit Commencement Date from such accounts to such Transferring Employees (the “Net FSA Balance”). If the Net FSA Balance is (a) positive, the Cousins Group shall pay to the New Parkway Group an amount in cash equal to the Net FSA Balance or (b) negative, the New Parkway Group shall pay to the Cousins Group, the absolute value of the Net FSA Balance attributable to Transferring Parkway Employees. New Parkway or its applicable Subsidiary shall cause the balance (whether positive or negative) of each Transferring Employee’s accounts under the Cousins Cafeteria Plans as of the Benefit Commencement Date to be credited to the Transferring Employee’s corresponding accounts under the New Parkway Cafeteria Plan in which such Transferring Employee participates following the Benefit Commencement Date. On and after the Benefit Commencement Date, New Parkway shall assume and be solely responsible for all claims for reimbursement by the Transferring Employees with respect to the plan year that includes the Distribution Date, whether incurred prior to, on or after the Distribution Date, that have not been paid in full as of the Benefit Commencement Date, which claims shall be paid pursuant to and under the terms of the New Parkway Cafeteria Plan. New Parkway agrees to cause the New Parkway Cafeteria Plan to honor, through the end of the calendar year in which the Distribution Date occurs, the elections made by each Transferring Employee under the Cousins Cafeteria Plans in respect of the flexible spending reimbursement accounts that are in effect immediately prior to the Benefit Commencement Date.

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