Non-U.S. Benefit Plan definition

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

Non-U.S. Benefit Plan means any plan, fund (including any superannuation fund) or other similar program established or maintained outside the United States by any Account Party or any of their Subsidiaries, with respect to which such Account Party or such Subsidiary has an obligation to contribute, for the benefit of employees of such Account Party or such Subsidiary, which plan, fund or other similar program provides, or results in, the type of benefits described in Section 3(1) or 3(2) of ERISA, and which plan is not subject to ERISA or the Code.

Non-U.S. Benefit Plan means, with respect to an entity, each plan, program, policy, agreement, arrangement or understanding that is maintained primarily for the benefit of employees outside of the United States and is a deferred compensation, executive compensation, incentive bonus or other bonus, pension, profit sharing, savings, retirement, severance pay, salary continuation, life, death benefit, health, hospitalization, sick leave, vacation pay, disability or accident insurance or other employee benefit plan, program, agreement or arrangement, sponsored, maintained or contributed to by such entity or to which such entity is a party or under which such entity has any obligation; provided that no Timken Equity Compensation Award, nor any plan under which any such Timken Equity Compensation Award is granted, will constitute a “Non-U.S. Benefit Plan” under this Employee Matters Agreement. In addition, no Employment Agreement will constitute a Non-U.S. Benefit Plan for purposes hereof.

Examples of Non-U.S. Benefit Plan in a sentence

• In the case of any Benefit Plan that is a Non-U.S. Benefit Plan, Seller or its Affiliates, as the case may be, shall take any necessary actions to cause, effective as of the Closing, any Non-U.S. Employees and former international employees of the Business (and their respective eligible dependents and beneficiaries) who are participating in any such Non-U.S. Benefit Plan to cease participation in such Non-U.S. Benefit Plan.

• There is no Non-U.S. Benefit Plan in the nature of a defined benefit plan or multiemployer plan for the benefit of any Person in, or subject to any legal requirements of, a jurisdiction other than the United States.

• Section 5.11(a) of the SpinCo Disclosure Letter (which shall be true and complete within sixty (60) days following the date hereof subject to Section 7.25) sets forth a complete and correct list of each material Benefit Plan and separately identifies each material Benefit Plan that is maintained primarily for the benefit of employees outside of the United States (a “ SpinCo Non-U.S. Benefit Plan ”).

• Each Assumed Benefit Plan that is a Non-U.S. Benefit Plan has, to the extent intended or required to be qualified, approved or registered by or with a Governmental Authority, has been so qualified, approved or registered by or with such Governmental Authority and, to the Knowledge of Seller, no condition exists that would reasonably be expected to jeopardize such qualification, approval or registration, as applicable.

• No Non-U.S. Benefit Plan provides for benefits that exceed the statutory minimum benefits required to be provided by the applicable jurisdiction other than the United States.

More Definitions of Non-U.S. Benefit Plan

Non-U.S. Benefit Plan means a Benefit Plan that is maintained primarily for the benefit of current or former employees or other individual service providers outside of the United States.

Non-U.S. Benefit Plan means each Company Benefit Plan that covers current or former Service Providers who are located primarily outside of the United States.

Non-U.S. Benefit Plan means each Benefit Plan that is maintained by an Acquired Company primarily in respect of any past or current employees, contractors, or directors of the Acquired Companies who are located outside of the United States, to whom obligations under such Benefit Plan is or may be owed.

Non-U.S. Benefit Plan means a Plan that is not subject exclusively to United States Law.

Non-U.S. Benefit Plan means all Benefit Plans, contracts and arrangements (statutory, regulatory or otherwise) covering or applicable to non-U.S. employees of Target or any of its subsidiaries.

Non-U.S. Benefit Plan means each Company Benefit Plan that is subject to the Laws of a jurisdiction outside of the United States and is maintained outside of the United States and is not subject to ERISA. The Company has made available to Parent correct and complete copies of (i) each Company Benefit Plan and all amendments thereto (or, in the case of any such Company Benefit Plan that is unwritten, descriptions thereof), (ii) the two (2) most recent annual reports on Form 5500 required to be filed with the IRS with respect to each Company Benefit Plan (if any such report was required), (iii) the most recent summary plan description for each Company Benefit Plan for which such summary plan description is required, (iv) each trust agreement, insurance or group annuity contract and all other material written contracts relating to any Company Benefit Plan, and (v) the two (2) most recent actuarial reports (if applicable) for all Company Benefit Plans.

Non-U.S. Benefit Plan has the meaning assigned to such term in Section 2.17(a) of the Agreement.