Seller Benefit Plans definition

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

Seller Benefit Plans has the meaning set forth in Section 3.13(a).

Seller Benefit Plans shall have the meaning ascribed thereto in Section 5.13(a) hereof.

Examples of Seller Benefit Plans in a sentence

• Any of the Seller Benefit Plans which is an “employee pension benefit plan,” as that term is defined in ERISA Section 3(2), is referred to herein as a “Seller ERISA Plan.” Each Seller ERISA Plan which is also a “defined benefit plan” (as defined in Code Section 414(j)) is referred to herein as a “Seller Pension Plan,” and is identified as such in Section 4.15 of the Seller Disclosure Memorandum.

• Seller shall indemnify the Purchaser Indemnified Parties against, be liable to the Purchaser Indemnified Parties for and hold each Purchaser Indemnified Party harmless from, any and all Losses incurred or suffered by each Purchaser Indemnified Party relating to (a) the Seller’s and its Affiliates’ employment or termination of the Transferred Employees, or (b) except for the Assumed Vacation Liabilities, all Liabilities and obligations in respect of Seller Benefit Plans.

• To the extent applicable, the Seller Benefit Plans comply, in all material respects, with the requirements of ERISA and the Code.

• With respect to each Transferred Employee, Purchaser and its Affiliates further agree to use commercially reasonable efforts to provide credit for deductible, co-payment and out-of-pocket payments incurred by Transferred Employees under the Seller Benefit Plans that provide group health benefits for the year in which the Hiring Date occurs for such Transferred Employee under the Purchaser Benefit Plans that provide group health benefits.

• Except for the Assumed Vacation Liabilities, Seller or its designated Affiliate shall retain all assets and Liabilities related to the Seller Benefit Plans whether incurred before, on or after the applicable Hiring Dates of the Transferred Employees, and neither Purchaser nor any of its Affiliates shall have any Liability with respect thereto.

More Definitions of Seller Benefit Plans

Seller Benefit Plans shall have the meaning as set forth in Section 4.15(a) of the Agreement.

Seller Benefit Plans has the meaning set forth in Section 6.9(c).

Seller Benefit Plans has the meaning set forth in Section 3.11 of this Agreement.

Seller Benefit Plans shall have the meaning ascribed thereto in Section 4.11(a) hereof.

Seller Benefit Plans means the plans, programs, arrangements and agreements set forth on Schedule 4.17 that are identified on such Schedule as a Seller Benefit Plan.

Seller Benefit Plans all (i) employee welfare benefit plans or employee pension benefit plans as defined in sections 3(1) and 3(2) of ERISA, including plans, programs or arrangements that provide retirement income or result in deferrals of income by employees for periods extending to their terminations of employment or beyond, and plans that provide medical, surgical or hospital care benefits or benefits in the event of sickness, accident, disability, death or unemployment and (ii) other employee benefit agreements or arrangements that are not ERISA plans, including any deferred compensation plans, incentive plans, bonus plans or arrangements, stock option plans, stock purchase plans, stock award plans, golden parachute agreements, severance pay plans, dependent care plans, cafeteria plans, employee assistance programs, scholarship programs, retention incentive agreements, vacation policies and, or other similar plans, agreement or arrangements that (a) are maintained by any Seller, any ERISA Affiliate or any of its Related Persons for the benefit of Affected Employees or Purchased Subsidiary Employees, (b) have been approved by any Seller, any ERISA Affiliate or any of its Related Persons but are not yet effective for the benefit of Affected Employees, Purchased Subsidiary Employees or their respective beneficiaries, or (c) were previously maintained by any Seller, any ERISA Affiliate or any of its Related Persons for the benefit of the Affected Employees, Purchased Subsidiary Employees or their respective beneficiaries and with respect to which, in each case, any Seller, any ERISA Affiliate or any of its Related Persons may have any liability, contingent or otherwise. However, “Seller Benefit Plans” shall not include any agreements between any Seller and any Affected Employees pursuant to which such Seller has agreed to pay Affected Employees any compensation in consideration of their services rendered in connection with the sale of the Assets or the Business (“Transaction Bonuses”).

Seller Benefit Plans shall have the meaning set forth in Section 3(aa)(i) below.