Allocated Employees. As of the Distribution, the employees of Yellow listed in paragraph 2.2 of the Disclosure Letter shall become employees of SCST (the "Allocated Employees"). Yellow shall not be responsible for insurance, employee benefits and other related benefits of the Allocated Employees that accrue from and after the Distribution Date except as may be provided in an individual agreement between Yellow and any Allocated Employee. SCST shall be responsible for all costs associated with the Allocated Employees from and after the Distribution Date. Yellow shall not be responsible for any Cobra benefit, or unemployment or workers' compensation benefit of an employee whose employment ends or whose injury or death occurs while an employee of SCST. SCST shall reimburse Yellow in accordance with the procedures set forth in Section 4.4 if Yellow determines that it has made any direct or indirect payment in respect thereof, including without limitation as a result of adjustment to its insurance rates or government fund payment obligations. SCST's health and life insurance plans will not exclude pre-existing conditions for the Allocated Employees (except to the extent such pre-existing conditions were excluded from the corresponding Yellow plan immediately prior to the Distribution Date), will waive any waiting period requirements for the Allocated Employees, and will waive any evidence of insurability provisions for the Allocated Employees. In addition, SCST's health plans will apply toward any deductible requirements and out-of-pocket maximum limits for the plan year in which the Distribution takes place any amounts paid by an Allocated Employee toward such requirements and limits under the Yellow health plan in which he or she participated during such plan year. SCST shall, and shall cause its Subsidiaries to, grant the Allocated Employees credit for their service with Yellow and its Subsidiaries prior to the Distribution Date for purposes of eligibility to participate in and vesting in the benefit plans sponsored by SCST and its Subsidiaries.
Allocated Employees. As of the Distribution Date, the employees and ------------------- leased employees of Intek or its subsidiaries (other than Spider) listed on
Allocated Employees. The Seller shall provide the Purchasers with the Allocated Employee List on Section 3.15.1 of the Seller's Disclosure Schedule as of the date hereof, and the Purchasers shall have fifteen days thereafter to consult with the Seller and the Transferred Subsidiaries, which shall make themselves available for such consultation, to confirm the accuracy and completeness of such list. After the expiration of such fifteen-day period, the Purchasers shall determine to which Allocated Employees they shall extend employment offers and shall provide such list to the Seller in writing. Subject to approval of the Seller, which shall not be unreasonably withheld, the Purchasers or their Affiliates shall thereafter make offers of employment, effective as of the Closing Date, to such selected Allocated Employees. As soon as practicable after receiving such list, the Seller shall inform the Purchasers in writing of the employing entity for each Allocated Employee to whom such offers are made. Except as specifically provided elsewhere in this Section 5.8, the Seller and its Affiliates (excluding the Transferred Subsidiaries) shall retain all Liabilities with respect to Allocated Employees who reject employment offers made to them by the Purchasers or their Affiliates and with respect to those Allocated Employees to whom no employment offer is made by the Purchasers or their Affiliates pursuant to this Section 5.8.1.5.
