Common use of Termination of Benefit Plans Clause in Contracts

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA including any Company Employee Plans intended to include a Code Section 401(k) arrangement (unless Buyer provides written notice to the Company no later than three Business Days prior to the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the Company shall provide Buyer with evidence that such Company Employee Plan(s) have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company Board. The form and substance of such resolutions shall be subject to review and approval of Buyer. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer may reasonably require. In the event that termination of the Company’s 401(k) Plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to the Closing Date.

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA within the meaning of ERISA, including any Company Employee Plans intended to include a Code Section 401(k) arrangement (each a “Company 401(k) Plan”) (unless Buyer Purchaser provides written notice to the Company no later than three five Business Days prior to the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the The Company shall provide Buyer Purchaser with evidence that such Company Employee Plan(s) have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company Board. The form and substance of such resolutions shall be subject to reasonable review and approval of Buyerby Purchaser. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer Purchaser may reasonably require. In the event that termination of the Company’s 401(k) Plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to the Closing DatePurchaser.

Termination of Benefit Plans. Effective as of the day last completed payroll period immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA Plans, including any all Company Employee Plans intended to include a Code Section 401(k) arrangement (unless Buyer Acquiror provides written notice to the Company no later than three Business Days prior to the Closing Date that any such 401(k) plans Company Employee Plans shall not be terminated). Unless Buyer Acquiror provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the Company shall provide Buyer Acquiror with evidence that such Company Employee Plan(s) have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company BoardCompany’s Board of Directors. The form and substance of such resolutions shall be subject to review and approval of BuyerAcquiror. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer Acquiror may reasonably require. In the event that termination of the Company’s 401(k) Plan Company Employee Plans would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer Acquiror no later than ten Business Days prior to the Closing Date.

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA within the meaning of ERISA, including any Company Employee Plans intended to include a Code Section 401(k) arrangement (unless Buyer Acquirer provides written notice to the Company no later than three five Business Days prior to the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer Acquirer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the Company shall provide Buyer Acquirer with evidence that such Company Employee Plan(s) and the Company Option Plan have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company BoardBoard or any applicable committee thereof. The form and substance of such resolutions shall be subject to review and approval of Buyerby Acquirer, provided such approval is not unreasonably withheld or delayed. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer Acquirer may reasonably require. In the event that termination of the Company’s 401(k) Plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to the Closing DateAcquirer.

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company or the Subsidiary shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA within the meaning of ERISA, including any Company Employee Plans intended to include a Code Section the Company’s 401(k) arrangement Plan (unless Buyer Acquirer provides written notice to the Company no later than three Business Days prior to the Closing Date that such 401(k) plans Company Plans shall not be terminated). Unless Buyer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the The Company shall provide Buyer Acquirer with evidence that such Company Employee Plan(s) Plans have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company BoardBoard or any applicable committee thereof. The form and substance of such resolutions shall be subject to review and approval of Buyerby Acquirer. The Company shall also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer Acquirer may reasonably require. In the event that termination of the Company’s 401(k) Plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company or the Subsidiary shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to the Closing DateAcquirer.

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans Benefit Arrangements that are “employee benefit plans” subject to ERISA within the meaning of ERISA, including any Company Employee Plans Benefit Arrangements intended to include a Code Section 401(k) arrangement (unless Buyer Magma provides written notice to the Company no later than three Business Days (3) business days prior to the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer Magma provides such written notice to the Company, no later than three Business Days (3) business days prior to the Closing Date, the Company shall provide Buyer Magma with evidence that such Company Employee Plan(s) Benefit Arrangements have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions adopted by the Company’s Board of the Company BoardDirectors. The form and substance of such resolutions shall be subject to review and approval of BuyerMagma (which approval shall not be unreasonably withheld). The Company also shall take such other actions in furtherance of terminating terminate such Company Employee Plan(s) Benefit Arrangements as Buyer Magma may reasonably require. In the event that termination of the Company’s 401(k) Plan plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then fees, the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or or fees and provide such estimate in writing to Buyer Magma no later than ten Business Days (10) business days prior to the Closing Date.

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA within the meaning of ERISA, including any Company Employee Plans intended to include a Code Section 401(k) arrangement (unless Buyer Acquirer provides written notice to the Company no later than three Business Days prior to the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer Acquirer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the Company shall provide Buyer Acquirer with evidence that such Company Employee Plan(s) have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company BoardBoard of Directors. The form and substance of such resolutions shall be subject to review and reasonable approval of Buyerby Acquirer. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer Acquirer may reasonably require. In the event that termination of the Company’s 401(k) Plan plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to the Closing DateAcquirer.

Termination of Benefit Plans. Effective as of the day immediately preceding the Closing Date, the Company shall terminate all Company Employee Plans that are “employee benefit plans” subject to ERISA within the meaning of ERISA, including any Company Employee Plans intended to include a Code Section 401(k) arrangement (unless Buyer provides written notice to the Company no later than three Business Days prior to before the Closing Date that such 401(k) plans shall not be terminated). Unless Buyer provides such written notice to the Company, no later than three Business Days prior to the Closing Date, the Company shall provide Buyer with evidence that such Company Employee Plan(s) have been terminated (effective no later than the day immediately preceding the Closing Date) pursuant to resolutions of the Company Company’s Board. The form and substance of such resolutions shall be subject to review and approval of Buyer. The Company also shall take such other actions in furtherance of terminating such Company Employee Plan(s) as Buyer may reasonably require. In the event that termination of the Company’s 401(k) Plan would reasonably be anticipated to trigger liquidation charges, surrender charges or other fees then the Company shall take such actions as are necessary to reasonably estimate the amount of such charges and/or fees and provide such estimate in writing to Buyer no later than ten Business Days prior to 10 business days before the Closing Date.