Parent Plans. To the extent practicable, Parent will endeavor to include Employee in Parent's equity-based compensation plans to the extent comparable participation is available to other similarly situated employees of Parent's non-French subsidiaries.
Parent Plans. Parent acknowledges that it currently intends to maintain an engineering organization at the Company’s Pleasanton campus following the Effective Time.
Parent Plans. 27 SECTION 4.11
Parent Plans. As of the Closing Date, the Companies shall cease to be participating employers under the incentive, compensation and benefits arrangements that are sponsored, entered into or maintained by Seller (the “Parent Plans”); provided, that Seller shall take such actions as may be reasonably necessary (including amending the Parent Plans) to fully vest each employee of the Companies in the benefits accrued by such employees in the Parent Plans listed on Schedule 6.14(a) for the period ending on or prior to the Closing Date. From and after the Closing Date, no current or former employee of any of the Companies shall have any right to accrue any further benefits, nor any right to continue as active participants under the Parent Plans (except to the extent required by COBRA, and except to the extent that any group medical, dental, prescription drug or vision care benefits under any Parent Plans continue to be available, by their express terms, through the end of the calendar month in which the Closing Date occurs). As of the Closing Date, except as set forth in the immediately succeeding sentence, the Companies shall be solely responsible for all obligations and liabilities, whether incurred before, on or after the Closing Date, under the incentive, compensation and benefits arrangements that are sponsored, entered into or maintained solely by the Companies (and not by the Parent, the “Company Plans”), and no obligations or liabilities under the Company Plans shall be retained by Seller or any of its Affiliates. Seller shall assume and shall be solely responsible for (i) a prorata portion of cash incentive bonus in respect of the year the Closing occurs payable at the normal time such bonuses are paid based on actual performance for the full period, and (ii) outstanding restricted stock unit awards for Company employees, which amounts shall not be included in Net Working Capital. As of the Closing, the Companies shall have fully accrued in accordance with GAAP for all amounts with respect to all benefits provided or made available to employees of the Companies in respect of the Company Plans, except those amounts for which Seller has assumed responsibility to pay pursuant to this Agreement.
Parent Plans. Section 4.14(d).................................
Parent Plans. Section 3.2(a)............... 33 Parent ...............................................................Preamble..................... 1
Parent Plans. Except as otherwise specifically provided in the Agreement, Purchaser and its Affiliates shall not assume any obligations under or Liabilities with respect to, or receive any right or interest in any trusts relating to, any assets of or any insurance, administration or other contracts pertaining to any of the Employee Plans which are sponsored or maintained by GE or its Affiliates (excluding the Business Subsidiaries) (“Parent Plan”) principally for GE employees employed in the United States (“U.S. Parent Plans”).
Parent Plans. Schedule 4.10 of the Parent Disclosure Schedule lists all the Parent Plans. True, correct and complete copies of each Parent Plan and each material document prepared in connection with each Parent Plan has been provided by Parent to the Company prior to the date hereof. Except as set forth in Schedule 4.10 of the Parent Disclosure Schedule: (i) none of the Parent Plans is a multiemployer plan within the meaning of ERISA; (ii) except as required by COBRA, none of the Parent Plans promises or provides retiree medical or life insurance benefits to any Person; (iii) each Parent Plan intended to be qualified under Section 401(a) of the Code, has received a favorable determination letter from the Internal Revenue Service that it is so qualified and nothing has occurred since the date of such letter to affect the qualified status of such Parent Plan; (iv) none of the Parent Plans promises or provides severance benefits or benefits contingent upon a change in ownership or control, within the meaning of Section 280G of the Code; (v) each Parent Plan has been operated in all material respects in accordance with its terms and the requirements of applicable law; (vi) with respect to each Parent Plan subject to Title IV of ERISA, the aggregate accumulated benefit obligations of such Parent Plan (as of the date of the most recent actuarial valuation prepared for such Parent Plan) do not exceed the fair market value of the assets of such Parent Plan (as of the date of such valuation); (vii) neither Parent nor any Parent Sub has incurred any direct or indirect liability under, arising out of or by operation of Title IV of ERISA in connection with the termination of, or withdrawal from, any Parent Plan or other retirement plan or arrangement, and no fact or event exists that could give rise to any such liability; and (viii) Parent and the Parent Subs have not incurred any liability under, and have complied in all material respects with, the WARN Act, and no fact or event exists that could give rise to liability under such act.
Parent Plans. Parent maintains the employee benefit plans that are listed in Section 5.11 of the Parent Disclosure Schedule (the “Parent Plans”).
Parent Plans. (i) From and after the Effective Time and until March 31, 2013, Parent shall, or shall cause Surviving Corporation or one of its other Subsidiaries to provide the employees and former employees of the Company and its Subsidiaries as of the Effective Time base salary and wages (disregarding equity incentive arrangements) that are no less favorable than those in effect as of the Effective Time and benefits that are substantially comparable in the aggregate to those in effect as of the Effective Time (disregarding change in control, retention, deferred compensation and equity incentive arrangements).
