Termination of Participating Employer Status Sample Clauses

Termination of Participating Employer Status. Except as otherwise may be mutually agreed upon by Deluxe and eFunds, effective as of the Distribution Date, eFunds and all eFunds Affiliates shall automatically cease to be Participating Employers in any and all Deluxe Plans.
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Termination of Participating Employer Status. As of the Effective Date, SDS and the Dental Business Subsidiaries automatically shall cease to be Participating Employers in the following Sybron Benefit Plans, which Sybron maintains, as of the Effective Date, subject to Section 3.5, for the benefit of eligible Laboratory Business Employees and, in the case of the Sybron Retirement Security Plan, the Sybron Unfunded Salaried Pension Plan and Trust, and the Sybron Long Term Disability Plan, eligible Laboratory Business Employees and eligible Former Dental Business Employees:
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Termination of Participating Employer Status. Except as otherwise may -------------------------------------------- be mutually agreed upon by M&I and Metavante, effective as of the Distribution Date, each member of the Metavante Group shall automatically cease to be a Participating Employer in any and all M&I Plans.
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Termination of Participating Employer Status. Effective no later than the day immediately preceding the Closing Date, the Company shall terminate its participation in, and otherwise withdraw from, any and all employee benefit plans and arrangements intended to include a Code Section 401(k) feature (the “Participation Termination”) that is not sponsored by the Company. The Company shall timely notify TriNet Acquisition Corporation (“TriNet”) of such Participation Termination and will take all corporate action reasonably necessary to effect such Participation Termination with TriNet. In the event that the distributions of assets from the trust of an employee benefit plan terminated pursuant to a Participation Termination are reasonably anticipated to trigger liquidation charges, surrender charges, or other fees to be imposed upon the account of any participant or beneficiary of such terminated plan or upon the Company or plan sponsor, 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 Parent at least three (3) business days prior to the Effective Time and such amount shall not be taken into account for purposes of calculating the Closing Net Working Capital Amount.
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Termination of Participating Employer Status. Effective no later than the day immediately preceding the Closing Date, the Company shall terminate its participation in, and otherwise withdraw from (the “Participation Termination”), any and all Employee Plans and arrangements intended to include a Code Section 401(k) feature (each, a “Company 401(k) Plan”). The Company shall timely notify Paychex, Inc. (“Plan Admnistrator”) of such Participation Termination and will take all corporate action reasonably necessary to effect such Participation Termination with Plan Administrator. In the event that the distributions of assets from the trust of a Company 401(k) Plan terminated pursuant to a Participation Termination are reasonably anticipated to trigger liquidation charges, surrender charges, or other fees to be imposed upon the Company or plan sponsor, 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 Parent at least three (3) business days prior to the Effective Time and such amount shall not be taken into account for purposes of calculating the Closing Net Working Capital Amount. To the extent consistent with the terms of the tax-qualified defined contribution retirement plan maintained by Parent (the “Parent 401(k) Plan”), Parent shall permit each participant who has an account balance under a Company 401(k) Plan (and is employed by Parent, the
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Termination of Participating Employer Status. Effective no later than the day immediately preceding the Closing Date, the Seller and its ERISA Affiliates, as applicable, shall each terminate the participation of the Company and the Company shall withdraw from (i) any and all group severance, separation or salary continuation plans, programs or arrangements and (ii) any and all plans sponsored by the Company or any ERISA Affiliate and intended to include a Code Section 401(k) arrangement pursuant to resolutions of the board of directors of the Seller (the “Participation Termination”).
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Related to Termination of Participating Employer Status

  • Disability of Participant If a Participant ceases to be a Service Provider as a result of the Participant’s Disability, the Participant may exercise his or her Option within 6 months of cessation, or such longer period of time as is specified in the Award Agreement (but in no event later than the expiration of the term of such Option as set forth in the Award Agreement or Section 6(d), as applicable) to the extent the Option is vested on the date of cessation. Unless otherwise provided by the Administrator or set forth in the Award Agreement or other written agreement authorized by the Administrator between the Participant and the Company or any of its Subsidiaries or Parents, as applicable, if on the date of cessation the Participant is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option will revert to the Plan immediately. If after such cessation the Participant does not exercise his or her Option within the time specified herein, the Option will terminate, and the Shares covered by such Option will revert to the Plan.

  • Status of Participant The Participant hereby represents, covenants and warrants that (i) with respect to orders for the creation or redemption of Creation Units by means of the Trust’s Clearing Process, it is a member of NSCC and a participant in the CNS System of NSCC (as defined in the Trust’s Prospectus, a “Participating Party”); and (ii) with respect to orders for the creation or redemption of Creation Units by means of the Fed Book Entry System or DTC, it is eligible to utilize the Fed Book Entry System and/or DTC and it is a DTC Participant (as defined in the Trust’s Prospectus, a “DTC Participant”). The Participant may place orders for the creation or redemption of Creation Units through the Trust’s Clearing Process, the Fed Book-Entry System and/or DTC or Euroclear, subject to the procedures for creation and redemption referred to in Sections 2 and 3 of this Agreement and the procedures described in Attachments A and A-1 hereto. Any change in the foregoing status of the Participant shall terminate this Agreement, and the Participant shall give prompt notice to the Distributor and the Transfer Agent of such change. Transfers of securities settling through Euroclear or other foreign depositories may require Participant access to such facilities. The Participant further represents that it is a broker-dealer registered with the Securities and Exchange Commission (“SEC”) and a member of the Financial Industry Regulatory Authority (“FINRA”) or is exempt from or otherwise not required to be licensed as a broker-dealer or a member of FINRA. The Participant is qualified, registered and/or licensed to act as a broker or dealer, or is otherwise exempt, as required according to all applicable laws of the state(s) in which the Participant conducts its activities as defined hereunder. The Participant is a qualified institutional buyer as defined in Rule 144A under the U.S. Securities Act of 1933, as amended (the “1933 Act”). The Participant agrees to conform to the rules of FINRA (if it is a member of FINRA) and the securities laws of any jurisdiction to the extent such laws, rules and regulations relate to the Participant’s transactions in, and activities with respect to, the Shares.

  • Death of Participant Any distribution or delivery to be made to Participant under this Award Agreement will, if Participant is then deceased, be made to Participant’s designated beneficiary, or if no beneficiary survives Participant, the administrator or executor of Participant’s estate. Any such transferee must furnish the Company with (a) written notice of his or her status as transferee, and (b) evidence satisfactory to the Company to establish the validity of the transfer and compliance with any laws or regulations pertaining to said transfer.

  • 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.

  • PARTICIPANT ELECTIONS AFTER SEPARATION FROM SERVICE A Participant who is eligible to make distribution elections under Section 6.03 of the Plan may elect to commence distribution of his Nonforfeitable Accrued Benefit: (Choose at least one of (a) through (c))

  • ROLE OF PARTICIPANT (a) Each Party acknowledges and agrees that, for all purposes of this Agreement, the Participant will be deemed to be an independent contractor, and will have no authority to act as agent for the Funds or the Distributor in any matter or in any respect under this Agreement. The Participant agrees to make itself and its employees available, upon reasonable request, during normal business hours to consult with the Funds or the Distributor or their designees concerning the performance of the Participant’s responsibilities under this Agreement.

  • Termination of Participation If the Administrator determines in good faith that the Executive no longer qualifies as a member of a select group of management or highly compensated employees, as determined in accordance with ERISA, the Administrator shall have the right, in its sole discretion, to cease further benefit accruals hereunder.

  • Rights of Participant The Participant shall not have the rights of a stockholder of the Company with respect the Shares represented by the Restricted Stock Units, including, without limitation, the right to vote the Shares represented by the Restricted Stock Units, unless and until such Shares have been delivered to the Participant in accordance with Paragraph 9.

  • Other Termination of Service If the Optionee's Service with the Participating Company Group terminates for any reason, except Disability or death, the Option, to the extent unexercised and exercisable by the Optionee on the date on which the Optionee's Service terminated, may be exercised by the Optionee within three (3) months after the date on which the Optionee's Service terminated, but in any event no later than the Option Expiration Date.

  • Termination of Service for Cause If your Service is terminated by the Company for Cause or if you commit an act(s) of Cause while this Option is outstanding, as determined by the Committee in its sole discretion, then you shall immediately forfeit all rights to your Option without consideration, including any vested portion of the Option, and the entire Option shall immediately expire, and any rights, payments and benefits with respect to the Option shall be subject to reduction or recoupment in accordance with the Clawback Policy and the Plan. For avoidance of doubt, your Service shall also be deemed to have been terminated for Cause by the Company if, after your Service has otherwise terminated, facts and circumstances are discovered that would have justified a termination for Cause, including, without limitation, your violation of Company policies or breach of confidentiality or other restrictive covenants or conditions that may apply to you prior to or after your Termination Date.

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