Adoption of Plans by Post. (a) Prior to the Distribution Date, Post (acting directly or through a member of the Post Group) shall establish welfare benefit plans and employment practices substantially similar to those currently available to Post Employees generally. Post shall retain the assets and Liabilities, if any, of all such welfare benefit plans and employment practices on and after the Distribution Date. (b) Post (acting directly or through a member of the Post Group) shall cause each Post Welfare Plan to (i) waive all limitations as to preexisting conditions, exclusions and service conditions with respect to participation and coverage requirements applicable to Post Participants and Delayed Transfer Employees transferring from the Ralcorp Group to the Post Group, (ii) honor any deductibles, out-of-pocket maximums, and co-payments incurred by Post Participants and Delayed Transfer Employees transferring from the Ralcorp Group to the Post Group under the corresponding Ralcorp Welfare Plan in satisfying any applicable deductibles, out-of-pocket maximums or co-payments under a Post Welfare Plan during the same plan year in which such deductibles, out-of-pocket maximums and co-payments were made, and (iii) waive any waiting period limitation that would otherwise be applicable to (A) a Post Participant following the Distribution Date or (B) a Delayed Transfer Employee transferring from the Ralcorp Group to the Post Group following such Delayed Transfer Employee’s Transfer Date, in each case to the extent such Post Participant or Delayed Transfer Employee, as applicable, had satisfied any similar limitation under the corresponding Ralcorp Welfare Plan. (c) Ralcorp (acting directly or through a member of the Ralcorp Group) shall cause each Ralcorp Welfare Plan to (i) waive all limitations as to preexisting conditions, exclusions and service conditions with respect to participation and coverage requirements applicable to Delayed Transfer Employees transferring from the Post Group to the Ralcorp Group, (ii) honor any deductibles, out-of-pocket maximums, and co-payments incurred by Delayed Transfer Employees transferring from the Post Group to the Ralcorp Group as of the applicable Transfer Date under the corresponding Post Welfare Plan in satisfying any applicable deductibles, out-of-pocket maximums or co-payments under a Ralcorp Welfare Plan during the same plan year in which such deductibles, out-of-pocket maximums and co-payments were made, and (iii) waive any waiting period limitation that would otherwise be applicable to a Delayed Transfer Employee transferring from the Post Group to the Ralcorp Group following such Delayed Transfer Employee’s Transfer Date to the extent such Delayed Transfer Employee had satisfied any similar limitation under the corresponding Post Welfare Plan.
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Samples: Employee Matters Agreement (Post Holdings, Inc.), Employee Matters Agreement (Post Holdings, Inc.), Employee Matters Agreement (Post Holdings, Inc.)
