Seller Plans has the meaning set forth in Section 3.13(a). Seller 401(k) Plan has the meaning set forth in Section 8.7(h). Seller Employee Plan means any plan, program, policy, practice, Contract 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, unwritten or otherwise, funded or unfunded, including each “employee benefit plan,” within the meaning of Section 3(3) of ERISA (whether or not ERISA is applicable to such plan), that is or has been maintained, contributed to, or required to be contributed to, by the Seller or any Seller Affiliate for the benefit of any Seller Employee, or with respect to which the Seller or any Seller Affiliate has or may have any liability or obligation, except such definition shall not include any Seller Employee Agreement.Ĭompany Employees has the meaning set forth in Section 5.5(a).Įmployment Agreements has the meaning set forth in Section 7.3(i).īenefit Plans has the meaning set forth in Section 4.9(b).Įmployee Plan means an employee benefit plan (other than a Multiemployer Plan) covered by Title IV of ERISA and maintained (or that was maintained at any time during the six (6) calendar years preceding the date of any borrowing hereunder) for employees of any Loan Party or any of its ERISA Affiliates. Parent Plans has the meaning set forth in Section 6.4(c). Tax Protection Agreement means any customary arms’-length agreement to which the Company or any of its Subsidiaries is a party and which was entered into in connection with a contribution of assets to the Company in exchange for Capital Stock and pursuant to which any liability to holders of Capital Stock may arise relating to taxes because (a) in connection with the deferral of income taxes of a holder of Capital Stock, the Company or Holdings has agreed to (i) maintain a minimum level of debt or continue a particular debt, (ii) retain or not dispose of assets for a period of time or (iii) use or refrain from using a particular method of taking into account book–tax disparities under Section 704(c) of the Code or (b) holders of Capital Stock have guaranteed or otherwise assumed liability for debt of the Company.Ĭompany Employee Agreement means each management, employment, severance, retention, transaction bonus, change in control, consulting, relocation, repatriation or expatriation agreement or other Contract between: (a) any of the Company Entities or any Company Affiliate and (b) any Company Associate, other than any such Contract that is terminable “at will” (or following a notice period imposed by applicable Legal Requirements) without any obligation on the part of any Company Entity or any Company Affiliate to make any severance, termination, change in control or similar payment or to provide any benefit. Project labor agreement means an agreement by which labor organizations agree to terms and conditions of employment, to cooperate in resolving labor disputes, and to maintain labor peace on the Project.Ĭompany Employee Plans has the meaning set forth in Section 3.12(a).īenefit Arrangements has the meaning set forth in Section 4.20(b).Įmployee Plans means all Benefit Arrangements, Multiemployer Plans, Pension Plans and Welfare Plans.Ĭompany 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 Ĭompany Plans shall have the meaning set forth in Section 3.13(b). Labor Agreement has the meaning set forth in Section 3.12(a).
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