Assumed Employee Benefit Plan definition

Assumed Employee Benefit Plan means each Employee Benefit Plan sponsored by a Target Company or Target Subsidiary as of the Closing Date and set forth in Section 4.15 of the Disclosure Schedule.
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Assumed Employee Benefit Plan means each Employee Benefit Plan assumed by a Buyer referenced in Section 6(m).
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Assumed Employee Benefit Plan means each Seller Employee Benefit Plan or portion thereof that Buyer or any of its Subsidiaries retains or assumes as required by applicable law or from which any Buyer Entities or any Employee Benefit Plan maintained by Buyer Entities shall receive a transfer of assets or liabilities pursuant to Section 6(f).
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Examples of Assumed Employee Benefit Plan in a sentence

  • No provision of this Agreement shall be construed as amending any Assumed Employee Benefit Plan.

  • Nothing contained in this Article 11, express or implied, is intended to constitute an amendment to or any other modification of any Business Employee Benefit Plan, Stock Group Benefit Plan or Assumed Employee Benefit Plan.

  • All contributions (including all employer contributions and employee salary reduction contributions) and premiums or other payments that are due have been made to each Assumed Employee Benefit Plan in all material respects.

  • Each Assumed Employee Benefit Plan that is intended to meet the requirements of a “qualified plan” under Code §401(a) has received a determination letter from the Internal Revenue Service to the effect that its design as of the date indicated in such letter meets the requirements of Code §401(a).

  • Section 4.15 of the Disclosure Schedule lists each Parent Employee Benefit Plan and each Assumed Employee Benefit Plan.

  • To the Knowledge of Sellers, each Assumed Employee Benefit Plan has been established, maintained, funded and administered in material compliance with its terms, all applicable requirements of ERISA, the Code, and other applicable Laws, and the terms of each Collective Bargaining Agreement.

  • Sellers have provided to Purchasers true and correct copies of each Assumed Employee Benefit Plan and all material documents pursuant to which such Employee Benefit Plans are maintained, funded and administered (including all plan documents and amendments thereto, and the most recent or current summary plan documents, trust documents, annual reports, actuarial reports, service agreements and group insurance contracts).

  • To the Knowledge of Sellers, each Assumed Employee Benefit Plan which is intended to be qualified within the meaning of Code § 401(a) is so qualified and has received a favorable determination letter from the Internal Revenue Service upon which it may rely, and to the Knowledge of Sellers nothing has occurred that is likely to adversely affect the qualified status of such Assumed Employee Benefit Plan.

  • Nothing contained in this Article 11, express or implied, is intended to constitute an amendment to or any other modification of any Business Employee Benefit Plan or Assumed Employee Benefit Plan.

  • Each Assumed Employee Benefit Plan has been maintained, funded and administered in all material respects in accordance with the terms of such Assumed Employee Benefit Plan and complies in form and in operation in all material respects with the applicable requirements of ERISA, the Code or, as applicable, foreign law.


More Definitions of Assumed Employee Benefit Plan

Assumed Employee Benefit Plan means each Employee Benefit Plan listed on Section 3.12(a) of the Disclosure Schedule, subject to update by Buyer in accordance with Section 2.8.
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Assumed Employee Benefit Plan has the meaning set forth in Section 2.2(a)(xiii).
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Assumed Employee Benefit Plan means the Business Employee Benefit Plans (or the portion thereof) listed on Section 11.1(c) of the Disclosure Schedule.
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Related to Assumed Employee Benefit Plan

  • Company Employee Benefit Plan means each Employee Benefit Plan that is maintained, sponsored or contributed to (or required to be contributed to) by any of the Group Companies or under or with respect to which any of the Group Companies has any Liability.

  • Employee Benefit Plans shall have the meaning set forth in Section 3.20(a).

  • Foreign Employee Benefit Plan means any employee benefit plan as defined in Section 3(3) of ERISA which is maintained or contributed to for the benefit of the employees of the Company, any of its respective Subsidiaries or any members of its Controlled Group and is not covered by ERISA pursuant to ERISA Section 4(b)(4).

  • Employee Benefit Plan means any “employee benefit plan” as defined in Section 3(3) of ERISA which is or was sponsored, maintained or contributed to by, or required to be contributed by, Holdings, any of its Subsidiaries or any of their respective ERISA Affiliates.

  • Company Benefit Plan has the meaning specified in Section 4.13(a).

  • Welfare Benefit Plan means each welfare benefit plan maintained or contributed to by the Company, including, but not limited to a plan that provides health (including medical and dental), life, accident or disability benefits or insurance, or similar coverage, in which Executive was participating at the time of the Change in Control.

  • Health benefit plan means a policy, contract, certificate or agreement offered or issued by a health carrier to provide, deliver, arrange for, pay for or reimburse any of the costs of health care services.

  • Company Benefit Plans has the meaning set forth in Section 3.16(a).

  • Company Employee Plan means any plan, program, policy, practice, contract, agreement or other arrangement providing for compensation, severance, termination pay, deferred compensation, performance awards, stock or stock-related awards, fringe benefits or other employee benefits or remuneration of any kind, whether written or unwritten or otherwise, funded or unfunded, including without limitation, each "employee benefit plan," within the meaning of Section 3(3) of ERISA which is or has been maintained, contributed to, or required to be contributed to, by the Company or any Affiliate for the benefit of any Employee, or with respect to which the Company or any Affiliate has or may have any liability or obligation;

  • Benefit Plan means any of (a) an “employee benefit plan” (as defined in ERISA) that is subject to Title I of ERISA, (b) a “plan” as defined in and subject to Section 4975 of the Code or (c) any Person whose assets include (for purposes of ERISA Section 3(42) or otherwise for purposes of Title I of ERISA or Section 4975 of the Code) the assets of any such “employee benefit plan” or “plan”.

  • Non-U.S. Benefit Plan has the meaning set forth in Section 3.20(a).

  • Group health benefit plan means any health care plan, subscription contract, evidence of

  • Company Employee Plans has the meaning set forth in Section 3.12(a).

  • Employee Welfare Benefit Plan has the meaning set forth in ERISA Section 3(1).

  • Qualified Benefit Plan has the meaning set forth in Section 3.20(c).

  • Seller Benefit Plan means each Benefit Plan sponsored, maintained or contributed to by Seller or any of its Subsidiaries or with respect to which Seller or any of its Subsidiaries is a party and in which any Employee is or becomes eligible to participate or derive a benefit.

  • Defined Benefit Plan means each Benefit Plan which is subject to Part 3 of Title I of ERISA, Section 412 of the Code or Title IV of ERISA.

  • Medical benefit plan means a plan established and maintained by a carrier, a voluntary employees' beneficiary association described in section 501(c)(9) of the internal revenue code of 1986, 26 USC 501, or by 1 or more public employers, that provides for the payment of medical benefits, including, but not limited to, hospital and physician services, prescription drugs, and related benefits, for public employees or elected public officials. Medical benefit plan does not include benefits provided to individuals retired from a public employer or a public employer's contributions to a fund used for the sole purpose of funding health care benefits that are available to a public employee or an elected public official only upon retirement or separation from service.

  • Foreign Benefit Plan means any Employee Benefit Plan established, maintained or contributed to outside of the United States of America or which covers any employee working or residing outside of the United States.

  • Seller Benefit Plans has the meaning set forth in Section 4.10(a).

  • Benefit Plans shall have the meaning set forth in Section 3.13(a).

  • Pension Benefit Plan means at any time any employee pension benefit plan (including a Multiple Employer Plan, but not a Multiemployer Plan) which is covered by Title IV of ERISA or is subject to the minimum funding standards under Section 412 of the Code and either (i) is maintained by any member of the Controlled Group for employees of any member of the Controlled Group; or (ii) has at any time within the preceding five years been maintained by any entity which was at such time a member of the Controlled Group for employees of any entity which was at such time a member of the Controlled Group.

  • Company Plan means all Plans of which the Company or an ERISA Affiliate of the Company is or was a Plan Sponsor, or to which the Company or an ERISA Affiliate of the Company otherwise contributes or has contributed, or in which the Company or an ERISA Affiliate of the Company otherwise participates or has participated. All references to Plans are to Company Plans unless the context requires otherwise.

  • Buyer Benefit Plans has the meaning set forth in Section 6.10(f).

  • Basic health benefit plan means any plan offered to an individual, a small group,

  • Company Plans has the meaning set forth in Section 3.13(a).