The Company and its subsidiaries are in compliance in all material respects with all presently applicable provisions of ERISA. No “reportable event” (as defined in ERISA) has occurred with respect to any “pension plan” (as defined in ERISA) for which the Company or any of its subsidiaries would have any liability. The Company has not incurred and does not expect to incur liability under (i) Title I or Title IV of ERISA (or related provisions of the Code or other Laws relating to employee benefit plans) with respect to termination of, or withdrawal from, any “pension plan”; or (ii) Sections 412 or 4971 of the Code. Each pension plan for which the Company would have liability that is intended to be qualified under Section 401(a) of the Code is so qualified in all material respects and nothing has occurred, whether by action or by failure to act, which would cause the loss of such qualification. All benefits, contributions and premiums relating to each pension plan have been timely paid in accordance with the terms of such pension plan and all applicable Laws and accounting principles, and all benefits accrued under any unfunded pension plan have been paid, accrued or otherwise reserved to the extent required by, and in accordance with, GAAP.