Common use of Agreement and Conditions Clause in Contracts

Agreement and Conditions. Without limiting the generality of ------------------------ Section 5.8(b), the Surviving Corporation shall (i) honor (A) in accordance with their terms all individual employment, severance and termination agreements of the Delaware Company or any of its Subsidiaries, and (B) without modification all other employee severance plans, policies, employment and severance agreements of the Delaware Company or any of its Subsidiaries with respect to their respective past and present officers, directors, employees and agents that are in effect as of the Effective Time through the termination date specified in such document, (ii) waive any limitations regarding pre-existing conditions of employees of the Delaware Company and its Subsidiaries employed by any of them as of the Effective Time ("Current Employees") and their eligible dependents ----------------- under any welfare or other employee benefit plans of the Surviving Corporation and its affiliates in which they participate after the Effective Time (except to the extent that such limitations would have applied under the analogous plan of the Delaware Company and its Subsidiaries immediately before the Effective Time), and (iii) for the Employee Benefit Plans applicable to employees of the Surviving Corporation effective after the Effective Time, recognize all service with the Delaware Company or any of its Subsidiaries and the Texas Company or any of its Subsidiaries to the extent service is recognized for any purpose under similar Delaware Company Plans and similar Texas Company Plans, except to the extent such treatment would result in duplication of benefits or would violate applicable Law.

Agreement and Conditions. Without limiting the generality of ------------------------ Section 5.8(b), the Surviving Corporation shall (i) honor (A) in accordance with their terms all individual employment, severance and termination agreements of the Delaware Company or any of its Subsidiaries, and (B) without modification all other employee severance plans, policies, employment and severance agreements of the Delaware Company or any of its Subsidiaries with respect to their respective past and present officers, directors, employees and agents that are in effect as of the Effective Time through the termination date specified in such document, (ii) waive any limitations regarding pre-existing conditions of employees of the Delaware Company and its Subsidiaries employed by any of them as of the Effective Time ("Current Employees") and their eligible dependents ----------------- under any welfare or other ----------------- employee benefit plans of the Surviving Corporation and its affiliates in which they participate after the Effective Time (except to the extent that such limitations would have applied under the analogous plan of the Delaware Company and its Subsidiaries immediately before the Effective Time), and (iii) for the Employee Benefit Plans applicable to employees of the Surviving Corporation effective after the Effective Time, recognize all service with the Delaware Company or any of its Subsidiaries and the Texas Company or any of its Subsidiaries to the extent service is recognized for any purpose under similar Delaware Company Plans and similar Texas Company Plans, except to the extent such treatment would result in duplication of benefits or would violate applicable Law.