Retained Benefit Plan definition

Retained Benefit Plan means any Business Benefit Plan that is not an Acquired Benefit Plan or an Assumed Benefit Plan.
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Retained Benefit Plan means each Benefit Plan to the extent it is not an Assumed Benefit Plan.
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Retained Benefit Plan means any Business Benefit Plan that is not an Assumed Plan or a Purchased Subsidiary Benefit Plan and, for the avoidance of doubt, shall include any Business Benefit Plan that is a change of control agreement, stay bonus letter (other than the Assumed Extra Salary Program, as defined in Section 1.01(c) of the Disclosure Schedule) or equity compensation award.
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Examples of Retained Benefit Plan in a sentence

  • Largest Particle: The largest natural particle being transported at this Site; expressed in millimeters.a. Often requiring a Site visit, look upstream and downstream for the largest non-quarried particle near-by, on the channel bed, then measure it.

  • To the extent a Transferred Employee or his or her dependents participates or has participated in a welfare benefit plan that is a Retained Benefit Plan, Dover (or any third party administrator or insurer of Dover or any Business Asset Seller) shall retain Liability for and process and pay, or shall cause to be processed and paid, all eligible claims for welfare benefits on behalf of such Transferred Employee or his or her dependents with a date of service prior to the Closing Date.

  • Prior to the Closing, the Sellers shall provide Purchaser with copies of board consents and plan amendments reflecting such transfer of sponsorship (and assets and Liabilities under) each Retained Benefit Plan and shall provide, on a reasonably timely basis, Purchaser with copies of any related correspondence to or from any Governmental Entity.

  • Dover and its Affiliates shall retain responsibility for long-term disability benefits for any individual receiving such benefits under a Retained Benefit Plan as of the Closing and any other individual who becomes entitled to receive long-term disability benefits as a result of an illness or injury incurred prior to the Closing if said individual makes a claim for such benefits within ninety (90) days after the Closing Date.

  • Before the North America Closing Date (or with respect to the China Company, the China Closing Date), Sellers shall take all actions necessary to assume and transfer to Sellers all Retained Benefit Plan Liabilities for which Buyer is not liable under this Agreement.

  • Except as otherwise provided in this Section 7.8, in no event shall Buyer or any Subsidiary of Buyer (including the Group Companies) have any liability with respect to the Retained Benefit Plan Liabilities.

  • No assets held in trust for any Retained Benefit Plan will be transferred to Purchaser or to any employee benefit plan adopted or maintained by Purchaser or its Affiliates; provided, however, that rollovers of account balances under the Seller 401(k) Plan shall permitted in accordance with Section 9.1(c) above.

  • For purposes of this Section 6.07, “eligible rollover contribution” shall include the amount of any unpaid balance of any loan of a Ganis Employee under any Retained Benefit Plan that permits participant loans in accordance with (i) Section 408 of ERISA and (ii) the promissory note executed by such Retained Benefit Plan evidencing such loan.

  • Notwithstanding anything to the contrary herein, except to the extent required by Applicable Law, as expressly provided in this Article ‎8 or as provided in the Transition Services Agreement, effective as of Closing, each Continuing Echo Business Employee shall cease all active participation in, and accrual of benefits under, any Emerson Retained Benefit Plan.

  • Notwithstanding anything to the contrary herein, except to the extent required by Applicable Law, as expressly provided in this Article 8 or as provided in the Transition Services Agreement, effective as of Closing, each Continuing Echo Business Employee shall cease all active participation in, and accrual of benefits under, any Emerson Retained Benefit Plan.


More Definitions of Retained Benefit Plan

Retained Benefit Plan has the meaning set forth in Section 4.13(a).
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Retained Benefit Plan means each Benefit Plan and each other plan, program, agreement or arrangement applicable to any Sold Business Employee in connection with his or her employment with the Sold Business or by Sellers or any affiliate of Sellers. Sellers have made available to Buyers complete copies of all Benefit Plans including all amendments thereto. None of the Benefit Plans (i) is subject to Section 302 or Title IV of ERISA or Section 412 of the Code, or is a multiemployer plan (as defined in Section 3(37) of ERISA), or (ii) provides or promises post-retirement health or life benefits to any Sold Business Employee or beneficiary of any Sold Business Employee except to the extent required under COBRA; nor have Sellers ever established, sponsored, maintained or been obligated to make contributions to, any such Benefit Plan. No Seller nor any ERISA Affiliate has incurred any liability under Title IV of ERISA and no event has occurred and no condition exists that would subject the Sold Business, either directly or by reason of any Seller’s affiliation with any ERISA Affiliate to any material tax, lien, penalty or other liability imposed by ERISA, the Code or other applicable law with respect to any Benefit Plan. “ERISA Affiliate” is any trade or business (whether or not incorporated) under common control with Sellers and which, together with Sellers, is treated as a single employer within the meaning of Section 414(b), (c), (m) or (o) of the Code.
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Retained Benefit Plan means each Business Benefit Plan to the extent it is not an Assumed Benefit Plan. 107
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Retained Benefit Plan means each Benefit Plan that is to be retained by Dover or any of its Affiliates at the Closing (i.e., not transferred to Buyer or any Designated Purchaser), including all Benefit Plans (other than Benefit Plans sponsored by an Acquired Company) to the extent covering individuals who are not current employees or contractors of an Acquired Business.
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Retained Benefit Plan means each Employee Benefit Plan (including each such plan that is sponsored, maintained or contributed to by BKG or FCS and each Seller Benefit Plan), in each case, that is not a Transferred Benefit Plan.
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Retained Benefit Plan means each Benefit Plan that is not an Assumed Benefit Plan. “Retained Policies” shall have the meaning set forth in Section 5.5. “Retained Policy Claims” shall have the meaning set forth in Section 5.5. “Schedules” shall mean the disclosure schedules delivered by Vectron to Buyer immediately prior to the execution and delivery of this Agreement and which form a part of this Agreement. “Seller Fundamental Matters” shall have the meaning set forth in Section 9.1(b).
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Related to Retained Benefit Plan

  • 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.

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

  • 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.

  • Defined Benefit Plan Fraction means a fraction, the numerator of which is the projected annual benefit (determined as of the close of the relevant Plan Year) of the Participant under all Defined Benefit Plans maintained by one or more Related Companies, and the denominator of which is the lesser of (i) the product of 1.25 multiplied by the dollar limitation in effect under Section 415(b)(1)(A) of the Code for the Plan Year, or (ii) the product of 1.4 multiplied by the amount which may be taken into account under Section 415(b)(1)(B) of the Code with respect to the Participant for the Plan Year.

  • 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.

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

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

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

  • 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.

  • 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.

  • 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.

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

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

  • Parent Benefit Plan means any Employee Benefit Plan maintained by, sponsored by or contributed to by, or obligated to be contributed to by any Parent Group Entity.

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

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

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

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

  • 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.

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

  • Purchaser Benefit Plans has the meaning set forth in Section 8.7(d).

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

  • 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).

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