plan.
"Delayed Transfer Employee" means any Kontoor Brands Inactive Employee,
Transferred Kontoor Brands Employee or Sponsored Employee (to the extent
applicable).
"Distribution Date" has the meaning set forth in the Separation and Distribution
Agreement.
"Distribution Ratio" means the number of shares of Kontoor Brands Common Stock
distributed in the Distribution in respect of one share of VF Common Stock.
"Employee Plan" means any (a) "employee benefit plan" as defined in Section 3(3)
of ERISA, (b) compensation, employment, consulting, severance, termination
protection, change in control, transaction bonus, retention or similar plan,
agreement, arrangement, program or policy or (c) other plan, agreement,
arrangement, program or policy providing for compensation, bonuses,
profit-sharing, equity or equity-based compensation or other forms of incentive
or deferred compensation, vacation benefits, insurance (including any
self-insured arrangement), medical, dental, vision, prescription or fringe
benefits, life insurance, relocation or expatriate benefits, perquisites,
disability or sick leave benefits, employee assistance program, supplemental
unemployment benefits or post-employment or retirement benefits (including
compensation, pension, health, medical or insurance benefits), in each case
whether or not written.
"ERISA" means the Employee Retirement Income Security Act of 1974, as amended,
together with the rules and regulations promulgated thereunder.
"Exchange Act" means the Securities Exchange Act of 1934.
"Former Kontoor Brands Employee" means each individual who, as of immediately
prior to the Distribution Date, is a former employee who was last actively
employed primarily with respect to the Jeanswear Business by any member of the
VF Group or the Kontoor Brands Group.
"Former VF Employee" means each individual who, as of immediately prior to the
Distribution Date, is a former employee of any member of the VF Group.
"Governmental Authority" means any multinational, foreign, federal, state, local
or other governmental, statutory or administrative authority, regulatory body or
commission or any court, tribunal or judicial or arbitral authority which has
any jurisdiction or control over either party (or any of their Affiliates).
"H&W Plan" means any VF H&W Plan or Kontoor Brands H&W Plan.
"Jeanswear Business" has the meaning set forth in the Separation and
Distribution Agreement.
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TABLE OF CONTENTS
"Kontoor Brands 401(k) Plan" means any Kontoor Brands Plan that is a defined
contribution plan intended to qualify under Section 401(a) of the Code.
"Kontoor Brands Active Employee" means any individual actively employed
primarily with respect to the Jeanswear Business by any member of Kontoor Brands
or the Kontoor Brands Group.
"Kontoor Brands Assets" has the meaning set forth in the Separation and
Distribution Agreement.
"Kontoor Brands Awards" means, collectively, the Kontoor Brands Options, the
Kontoor Brands PSUs, the Kontoor Brands RSUs and the Kontoor Brands Special
Awards.
"Kontoor Brands Board" means the Board of Directors for Kontoor Brands.
"Kontoor Brands CBA" means any Collective Bargaining Agreement covering Kontoor
Brands Employees or Kontoor Brands Contractors, as applicable, a complete and
accurate list of which has been provided by VF to Kontoor Brands prior to the
Distribution.
"Kontoor Brands Compensation Committee" means the Talent and Compensation
Committee of the Kontoor Brands Board.
"Kontoor Brands Contractor" means