Compensation Liabilities definition

Compensation Liabilities means (a) any liability for deferred compensation, accrued bonuses, transaction or other bonuses, severance obligations (including such obligations that may arise in connection with the transactions contemplated hereby) relating to Seller; and (b) any obligation of Seller to indemnify any Person by reason of the fact that such Person was a director, officer, employee, or agent of Seller or was serving at the request of any such entity as a partner, trustee, director, officer, employee, or agent of another entity.
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Compensation Liabilities has the meaning ascribed to such term in Section 6.16(b) hereof.
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Examples of Compensation Liabilities in a sentence

  • From and after the Separation Time, Red Lion will be solely responsible for the administration and payment of all of the Red Lion Workers’ Compensation Claims (including the Red Lion Self-Insured Workers’ Compensation Liabilities), all of which will continue to be Liabilities of the Red Lion Group; provided, however, that the Navy Group shall provide reasonable cooperation with respect to any such administration to the extent requested by the Red Lion Group.

  • RemainCo shall cause the applicable trust to transfer to a trust, maintained by SpinCo, assets sufficient to satisfy the SpinCo Deferred Compensation Liabilities, as determined as of the Effective Time.

  • Following the Effective Time, RemainCo shall retain responsibility for the satisfaction of all Liabilities under the RemainCo Deferred Compensation Plans (other than the SpinCo Deferred Compensation Liabilities) and shall fully perform, pay and discharge all Liabilities related to all participants (other than SpinCo Employees and SpinCo Directors) under the RemainCo Deferred Compensation Plans.

  • Workers’ Compensation Liabilities ............................................................19 Section 6.06.

  • Notwithstanding anything to the contrary herein, for so long as the Buyer’s Insurance Policy is not fully exhausted, Buyer (and any Buyer Party) shall first pursue recovery for any and all Indemnified Taxes, Indian JV Liabilities, NC Property Losses, Pre-Closing Workers’ Compensation Liabilities and FCC Indemnified Losses against Buyer’s Insurance Policy if, and to the extent, the terms of Buyer’s Insurance Policy provide for indemnification of Buyer with respect to such matters.

  • Following the Wyndham Distribution Date, Cendant shall retain responsibility for the satisfaction of all Liabilities and shall fully perform, pay and discharge all obligations related to participants (other than Wyndham Deferred Compensation Liabilities) under the Cendant Deferred Compensation Plans.

  • SCHEDULE 2.14 separately identifies all Deferred Compensation Liabilities and all Employee Benefit Plans providing retiree benefits and a calculation of the present value of all retiree Liabilities.

  • It is anticipated that the Accrued Compensation Liabilities, payments or other benefits referred to in (1) above will be funded by the issue of shares by Barclays Global Investors UK Holdings Limited.

  • Immediately prior to the Closing, SFC shall permit Archway to fund all deferred compensation liabilities owing to the current and former Archway employees or their spouses listed on Schedule 10.02 with a payment as described below of not more than $7,957,304 (the "Deferred Compensation Liabilities").

  • The maximum amount recoverable by Buyer and the other Buyer Parties from Sellers for Indemnified Taxes, Indian JV Liabilities, NC Property Losses, Pre-Closing Workers’ Compensation Liabilities and FCC Indemnified Losses shall be limited to an aggregate amount equal to the Base Closing Cash Amount.

Related to Compensation Liabilities

  • Compensation Plans shall have the meaning set forth in Section 3.11(b).

  • Unfunded Pension Liabilities means the excess of a Plan’s benefit liabilities under Section 4001(a)(16) of ERISA, over the current value of that Plan’s assets, determined in accordance with the assumptions used by the Plan’s actuaries for funding the Plan pursuant to Section 412 of the Code for the applicable plan year.

  • Employee Liabilities means all claims, actions, proceedings, orders, demands, complaints, investigations (save for any claims for personal injury which are covered by insurance) and any award, compensation, damages, tribunal awards, fine, loss, order, penalty, disbursement, payment made by way of settlement and costs, expenses and legal costs reasonably incurred in connection with a claim or investigation including in relation to the following:

  • Employment Liabilities means all claims, demands, actions, proceedings, damages, compensation, tribunal awards, fines, costs (including but not limited to reasonable legal costs), expenses and all other liabilities whatsoever;

  • Compensation and Benefit Plans has the meaning set forth in Section 5.03(m).