share purchase agreement - The Law Society of Saskatchewan

32sick leave, vacation, disability and death benefits,termination and severance pay, automobile allowances andrights to company-provided automobiles and expensereimbursements. (The plans, programs, policies, practicesand procedures listed in Schedule "T" are hereinaftercollectively called the "Benefit Plans"). Complete andcorrect copies of all documentation establishing orrelating to the Benefit Plans listed in Schedule "T" or,where such Benefit Plans are oral commitments, writtensummaries of the terms thereof, and the most recentfinancial statements and actuarial reports relatedthereto and all reports and returns in respect thereoffiled with any regulatory agency within three years priorto the date hereof have been provided to the Purchaser.(b) The pension plans included in the Benefit Plans areregistered under and are in compliance with allapplicable federal and provincial legislation and allreports, returns and filings required to be madethereunder have been made. Such pension plans have beenadministered in accordance with their terms and theprovisions of applicable law. Each pension plan has beenfunded in accordance with the requirements of such plansand based on actuarial assumptions which are appropriateto the employees of the Corporation and the Business.Based on such assumptions, there is no unfunded liabilityunder any such pension plan. No changes have occurredsince the date of the most recent actuarial reportprovided to the Purchaser in respect of such pensionplans which makes such report misleading in any materialrespect and, since the date of such report, theCorporation has not made or granted or committed to makeor grant any benefit improvements to which members of thepension plans are or may become entitled which are notreflected in such actuarial report. No funds have beenwithdrawn by the Corporation from any such pension planor other Benefit Plans.(c)There are no pending claims by any employee covered underthe Benefit Plans or by any other person which allege abreach of fiduciary duties or violation of governing lawor which may result in liability to the Corporation and,to the best of the knowledge of the Vendor and theShareholder, there is no basis for such a claim. Thereare no employees or former employees of the Corporationwho are receiving from the Corporation any pension orretirement payments, or who are entitled to receive anysuch payments, not covered by a pension plan to which theCorporation is a party.