Assumed Employee Plan definition

Assumed Employee Plan means the Severance Arrangements, and any Employee Plan sponsored exclusively by any Transferred Entity and, if material, that is identified as such on Schedule 3.11.
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Assumed Employee Plan means the Emerald-Sapphire Retention Program, the Severance Arrangements, and any Employee Plan sponsored exclusively by any Transferred Entity and, if material, that is identified as such on Schedule 3.11.
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Assumed Employee Plan means each Employee Plan listed on Section 2.01(h) of the Seller Disclosure Letter.
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Examples of Assumed Employee Plan in a sentence

  • No non-exempt “prohibited transaction” (within the meaning of Section 406 of ERISA and Section 4975 of the Code) has occurred or is reasonably expected to occur with respect to any Assumed Employee Plan, except as would not reasonably be expected to result in material liability to the Company Group Members.

  • Each Assumed Employee Plan has been operated in accordance with its terms and the requirements of all applicable Laws, except as would not reasonably be expected to result in material liability to the Company Group Members.

  • No material Actions are pending or, to the Knowledge of Companies, threatened in writing in connection with any Assumed Employee Plan that would reasonably be expected to result in material liability to the Company Group Members.

  • Subject to Law, unless otherwise specifically provided in this Agreement, including this Article VII, no provision of this Agreement shall constitute a limitation on rights to amend, modify or terminate, either before or after Closing, any such Employee Plan (including any Assumed Employee Plan).

  • Except as otherwise specifically provided in this Agreement or as required by the Employee Plans, all MCC Business Employees will cease, effective as of the Closing Date, any participation in, and any benefit accrual under, each Employee Plan that is not an Assumed Employee Plan.

  • Effective as of the Closing, Buyer shall, or shall cause an Affiliate to, assume the sponsorship of, and honor obligations under, each Assumed Employee Plan.

  • The Purchaser and the Vendors shall cooperate in order to complete all necessary steps to ensure the transfer of all Liabilities with respect to any Assumed Employee Plan to the Purchaser effective as at Closing.

  • Buyer may, by written notice to Sellers, determine not to assume any Assumed Employee Plans previously designated as an Assumed Employee Plan, in which case such Assumed Employee Plan shall be an Excluded Asset under this Agreement and Buyer shall not be responsible for any Cure Costs, rejection damages claims, or other Liabilities related to any such Excluded Asset and all resulting Liabilities are Excluded Liabilities.

  • With respect to each such Employee Plan or Assumed Employee Plan, service with Crown or any Crown Subsidiary (as applicable) and the predecessor of any of them by any Hired Employee shall be included for purposes of determining eligibility to participate, vesting (if applicable) and determination of the level of entitlement to, benefits under such Employee Plan; provided, however, that such service shall not be included for purposes of benefit accrual under any Pension Plan.

  • The Purchaser or its Affiliates shall assume all Liabilities and assets with respect to, each Assumed Employee Plan and shall assume or discharge all Liabilities under such Assumed Employee Plan.


More Definitions of Assumed Employee Plan

Assumed Employee Plan shall have the meaning set forth in Section 5.13(a).
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Assumed Employee Plan means each Employee Plan (i) sponsored by the Company or the Transferred Subsidiary as of the Closing Date, (ii) that the Acquiror or any of its Affiliates has explicitly agreed to assume pursuant to this Agreement or (iii) that the Acquiror or any of its Affiliates is required to assume under applicable Law or any applicable collective bargaining agreement; provided, however, that no Employee Plan shall be an Assumed Employee Plan unless it is set forth on Section 3.14(a)(ii) of the Disclosure Letter.
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Assumed Employee Plan shall have the meaning set forth in Section 3.15(e).
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Assumed Employee Plan means any Employee Plan listed on Schedule 2.1(g).
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Assumed Employee Plan means any Employee Plan set forth on Schedule 6.09(b)(ii).
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Assumed Employee Plan means any Employee Plan listed on Schedule 2.1(g). “Assumed Liabilities” has the meaning set forth in Section 2.3(a).
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Related to Assumed Employee Plan

  • 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;

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

  • Parent Employee Plan means any plan, program, policy, practice, contract, agreement or other arrangement providing for compensation, severance, termination pay, 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 maintained, contributed to, or required to be contributed to, by Parent or any Affiliate for the benefit of any Parent Employee;

  • Employee Plan means an employee benefit plan (other than a Multiemployer Plan) covered by Title IV of ERISA and maintained (or that was maintained at any time during the six (6) calendar years preceding the date of any borrowing hereunder) for employees of any Loan Party or any of its ERISA Affiliates.

  • 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”.

  • Employee Plans means all Benefit Arrangements, Multiemployer Plans, Pension Plans and Welfare Plans.

  • 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.

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

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

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

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

  • 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.

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

  • 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.

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

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

  • Seller Plan means any Employee Benefit Plan maintained, or contributed to, by the Seller or any ERISA Affiliate.

  • Parent Benefit Plans has the meaning set forth in Section 5.07(b).

  • 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.

  • Benefit Arrangement means at any time an employee benefit plan within the meaning of Section 3(3) of ERISA which is not a Plan or a Multiemployer Plan and which is maintained or otherwise contributed to by any member of the ERISA Group.

  • 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 401(k) Plan shall have the meaning set forth in Section 6.01(i).

  • 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.

  • 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.

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