Common use of Assumption of Health and Welfare Clause in Contracts

Assumption of Health and Welfare. (a) Verizon or one or more of its subsidiaries maintain health and welfare plans, including plans providing active severance and active post-retirement health, dental and life insurance benefits, for the benefit of eligible Verizon Employees and certain former employees, including Former Spinco Employees who have retired as of the date the Merger Agreement is executed (the “Verizon Welfare Plans”). As of the Distribution Date, each person who is a Spinco Employee or Spinco Dependent on such date shall cease to be covered under the Verizon Welfare Plans, except that Verizon and the Verizon Welfare Plans shall be responsible for medical, dental, disability or life insurance claims of such Spinco Employees and Spinco Dependents as are specified in Section 2.1(b)(ii) for Represented Employees, and also for such claims with respect to all other Spinco Employees and Spinco Dependents on the same basis as described in Section 2.1(b)(ii) with respect to claims incurred or events that have occurred prior to the Effective Time. For the avoidance of doubt, with respect to any payments due to any Spinco Employee under the terms of the Verizon short term disability plan, the obligations to make payments with respect to any period prior to the Effective Time shall remain with Verizon, and the obligations to make any payments with respect to any period at or after the Effective Time shall be the sole responsibility of FairPoint or a Spinco Plan. (b) Prior to the Distribution Date, Verizon and Spinco shall take steps to establish Spinco Welfare Plans, based on the corresponding Verizon Welfare Plans. Spinco or NNETO shall provide FairPoint with a copy of the Spinco Welfare Plans at least four months prior to their adoption in order to provide FairPoint an opportunity to comment on their form and for use in FairPoint’s preparations for assuming these plan. Spinco and NNETO agree to consult with FairPoint and, subject to the obligations of the Parties under this Agreement, to reasonably consider such comments, but FairPoint’s comments shall be advisory only and Spinco and NNETO shall retain full discretion as to the form of the plans. Verizon shall or shall cause the Spinco Group to provide FairPoint with demographic and claims information and other reasonably requested information related to the Spinco Employee and Spinco Dependents that will enable FairPoint and the Spinco Group to effect the operation of such Spinco Welfare Plans following the Effective Time. As of and immediately after the Distribution Date, all Liabilities in respect of or relating to such Spinco Employees under the Verizon Welfare Plans shall cease to be Liabilities of any member of the Verizon Group or the Verizon Welfare Plans and any and all such Liabilities shall be assumed as of the Distribution Date by Spinco or NNETO, and the Spinco Welfare Plans, and as of the Effective Time, by FairPoint, Spinco, NNETO and the Spinco Welfare Plans. Notwithstanding the foregoing, all liabilities associated with Former Spinco Employees under the Verizon Welfare Plans, and such liabilities that have been retained by the Verizon plans under Section 6.1(a) above, shall remain with the Verizon Group. (c) Except for the FRP account balances described in Section 6.2(c), nothing in this Agreement shall require Verizon, any Verizon Group member or any Verizon Welfare Plan to transfer assets or reserves with respect to the Verizon Welfare Plans, including, but not limited to, any plan providing severance, post-retirement health, dental or life insurance benefits, to FairPoint, any FairPoint Group member or the Spinco Welfare Plans.

Assumption of Health and Welfare. (a) Verizon or one or more of its subsidiaries maintain health and welfare plans, including plans providing active severance and active post-retirement health, dental and life insurance benefits, for the benefit of eligible Verizon Employees and certain former employees, including Former Spinco Employees who have retired as of the date the Merger Agreement is executed (the “"Verizon Welfare Plans”"). As of the Distribution Date, each person who is a Spinco Employee or Spinco Dependent on such date shall cease to be covered under the Verizon Welfare Plans, except that Verizon and the Verizon Welfare Plans shall be responsible for medical, dental, disability or life insurance claims of such Spinco Employees and Spinco Dependents as are specified in Section 2.1(b)(ii) for Represented Employees, and also for such claims with respect to all other Spinco Employees and Spinco Dependents on the same basis as described in Section 2.1(b)(ii) with respect to claims incurred or events that have occurred prior to the Effective Time. For the avoidance of doubt, with respect to any payments due to any Spinco Employee under the terms of the Verizon short term disability plan, the obligations to make payments with respect to any period prior to the Effective Time shall remain with Verizon, and the obligations to make any payments with respect to any period at or after the Effective Time shall be the sole responsibility of FairPoint or a Spinco Plan. (b) Prior to the Distribution Date, Verizon and Spinco shall take steps to establish Spinco Welfare Plans, based on the corresponding Verizon Welfare Plans. Spinco or NNETO shall provide FairPoint with a copy of the Spinco Welfare Plans at least four months prior to their adoption in order to provide FairPoint an opportunity to comment on their form and for use in FairPoint’s 's preparations for assuming these plan. Spinco and NNETO agree to consult with FairPoint and, subject to the obligations of the Parties under this Agreement, to reasonably consider such comments, but FairPoint’s 's comments shall be advisory only and Spinco and NNETO shall retain full discretion as to the form of the plans. Verizon shall or shall cause the Spinco Group to provide FairPoint with demographic and claims information and other reasonably requested information related to the Spinco Employee and Spinco Dependents that will enable FairPoint and the Spinco Group to effect the operation of such Spinco Welfare Plans following the Effective Time. As of and immediately after the Distribution Date, all Liabilities in respect of or relating to such Spinco Employees under the Verizon Welfare Plans shall cease to be Liabilities of any member of the Verizon Group or the Verizon Welfare Plans and any and all such Liabilities shall be assumed as of the Distribution Date by Spinco or NNETO, and the Spinco Welfare Plans, and as of the Effective Time, by FairPoint, Spinco, NNETO and the Spinco Welfare Plans. Notwithstanding the foregoing, all liabilities associated with Former Spinco Employees under the Verizon Welfare Plans, and such liabilities that have been retained by the Verizon plans under Section 6.1(a) above, shall remain with the Verizon Group. (c) Except for the FRP account balances described in Section 6.2(c), nothing in this Agreement shall require Verizon, any Verizon Group member or any Verizon Welfare Plan to transfer assets or reserves with respect to the Verizon Welfare Plans, including, but not limited to, any plan providing severance, post-retirement health, dental or life insurance benefits, to FairPoint, any FairPoint Group member or the Spinco Welfare Plans.Welfare

Assumption of Health and Welfare. (a) Verizon or one or more of its subsidiaries Subsidiaries maintain health and welfare plans, including including, but not limited to, plans providing active severance and active post-post- retirement health, dental and life insurance benefits, for the benefit of eligible Verizon Employees and certain former employees, including Former Spinco Employees who have retired as of the date the Merger Agreement is executed or will retire prior to the Effective Time (the “Verizon Welfare Plans”). As of the Distribution Date, each person who is a Spinco Employee or Spinco Dependent on such date shall cease to be covered under the Verizon Welfare PlansPlans and, except that as provided below, all Liabilities in respect of or relating to such Spinco Employees or Spinco Dependents under the Verizon Welfare Plans shall cease to be Liabilities of any member of the Verizon Group or the Verizon Welfare Plans and any and all such Liabilities shall be assumed by Spinco and the Spinco Welfare Plans. Notwithstanding the foregoing, Verizon and the Verizon Welfare Plans shall be responsible for medical, dental, disability or life insurance claims of such all Liabilities relating to (i) Former Spinco Employees and (ii) Spinco Employees or Spinco Dependents as are specified in Section 2.1(b)(ii) for Represented Employees, and also for such claims with respect to all other Spinco Employees and Spinco Dependents on the same basis as described (A) medical, vision, or dental plan claims in Section 2.1(b)(ii) with respect to claims incurred of services that were performed or events that have occurred goods provided prior to the Effective Time, (B) life insurance claims in respect of deaths occurring on or prior to the Effective Time, and (C) any payments due any Spinco Employees under the terms of a Verizon short-term disability plan with respect to any period prior to the Effective Time; provided, that, Frontier shall not be responsible for any claims that were incurred prior to the Effective Time under any long term care plans. For the avoidance of doubt, with respect to any payments due to any Spinco Employee under the terms of the Verizon short for short-term disability plandisability, the obligations to make payments with respect to any period prior to the Effective Time shall remain with Verizon, and the obligations to make any payments with respect to any period at or after the Effective Time shall be the sole responsibility of FairPoint Frontier or a Spinco Plan. (b) Prior to to, and effective as of, the Distribution Date, Verizon and Spinco shall take steps to establish welfare benefit plans for the benefit of Spinco Employees (the “Spinco Welfare Plans”), based on the corresponding Verizon Welfare Plans. Spinco or NNETO Verizon shall provide FairPoint Frontier with a copy of the Spinco Welfare Plans at least four months prior to their adoption in order to provide FairPoint Frontier an opportunity to comment on their form and for use in FairPointFrontier’s preparations for assuming these planplans. Spinco and NNETO agree agrees to consult with FairPoint Frontier and, subject to the obligations of the Parties under this Agreement, to reasonably consider such comments, but FairPointFrontier’s comments shall be advisory only and Spinco and NNETO shall retain full discretion as to the form of the plans. Verizon shall or shall cause the Spinco Group to provide FairPoint with demographic and claims information and other reasonably requested information related to the Spinco Employee and Spinco Dependents that will enable FairPoint and the Spinco Group to effect the operation of such Spinco Welfare Plans following the Effective Time. As of and immediately after the Distribution Date, all Liabilities in respect of or relating to such Spinco Employees under the Verizon Welfare Plans shall cease to be Liabilities of any member of the Verizon Group or the Verizon Welfare Plans and any and all such Liabilities shall be assumed as of the Distribution Date by Spinco or NNETO, and the Spinco Welfare Plans, and as of the Effective Time, by FairPointFrontier, Spinco, NNETO Spinco and the Spinco Welfare Plans. Notwithstanding the foregoing, all liabilities Liabilities associated with Former Spinco Employees under the Verizon Welfare Plans, Plans and such liabilities Liabilities that have been expressly retained by Verizon or the Verizon plans Plans under Section Sections 2.1(b)(ii) and 6.1(a) above, above shall remain with the Verizon Group. (c) Except for the FRP account balances described in Section 6.2(c), nothing in this Agreement shall require Verizon, any Verizon Group member or any Verizon Welfare Plan to transfer assets or reserves with respect to the Verizon Welfare Plans, including, but not limited to, any plan providing severance, post-retirement health, dental or life insurance benefits, to FairPointFrontier, any FairPoint Group member of the Frontier Group, or the Spinco Welfare Plans.

Assumption of Health and Welfare. (a) Verizon or one or more of its subsidiaries Subsidiaries maintain health and welfare plans, including including, but not limited to, plans providing active severance and active post-retirement health, dental and life insurance benefits, for the benefit of eligible Verizon Employees and certain former employees, including Former Spinco Employees who have retired as of the date the Merger Agreement is executed or will retire prior to the Effective Time (the “Verizon Welfare Plans”). As of the Distribution Date, each person who is a Spinco Employee or Spinco Dependent on such date shall cease to be covered under the Verizon Welfare PlansPlans and, except that as provided below, all Liabilities in respect of or relating to such Spinco Employees or Spinco Dependents under the Verizon Welfare Plans shall cease to be Liabilities of any member of the Verizon Group or the Verizon Welfare Plans and any and all such Liabilities shall be assumed by Spinco and the Spinco Welfare Plans. Notwithstanding the foregoing, Verizon and the Verizon Welfare Plans shall be responsible for medical, dental, disability or life insurance claims of such all Liabilities relating to (i) Former Spinco Employees and (ii) Spinco Employees or Spinco Dependents as are specified in Section 2.1(b)(ii) for Represented Employees, and also for such claims with respect to all other Spinco Employees and Spinco Dependents on the same basis as described (A) medical, vision, or dental plan claims in Section 2.1(b)(ii) with respect to claims incurred of services that were performed or events that have occurred goods provided prior to the Effective Time, (B) life insurance claims in respect of deaths occurring on or prior to the Effective Time, and (C) any payments due any Spinco Employees under the terms of a Verizon short-term disability plan with respect to any period prior to the Effective Time; provided, that, Frontier shall not be responsible for any claims that were incurred prior to the Effective Time under any long term care plans. For the avoidance of doubt, with respect to any payments due to any Spinco Employee under the terms of the Verizon short for short-term disability plandisability, the obligations to make payments with respect to any period prior to the Effective Time shall remain with Verizon, and the obligations to make any payments with respect to any period at or after the Effective Time shall be the sole responsibility of FairPoint Frontier or a Spinco Plan.. Table of Contents (b) Prior to to, and effective as of, the Distribution Date, Verizon and Spinco shall take steps to establish welfare benefit plans for the benefit of Spinco Employees (the “Spinco Welfare Plans”), based on the corresponding Verizon Welfare Plans. Spinco or NNETO Verizon shall provide FairPoint Frontier with a copy of the Spinco Welfare Plans at least four months prior to their adoption in order to provide FairPoint Frontier an opportunity to comment on their form and for use in FairPointFrontier’s preparations for assuming these planplans. Spinco and NNETO agree agrees to consult with FairPoint Frontier and, subject to the obligations of the Parties under this Agreement, to reasonably consider such comments, but FairPointFrontier’s comments shall be advisory only and Spinco and NNETO shall retain full discretion as to the form of the plans. Verizon shall or shall cause the Spinco Group to provide FairPoint with demographic and claims information and other reasonably requested information related to the Spinco Employee and Spinco Dependents that will enable FairPoint and the Spinco Group to effect the operation of such Spinco Welfare Plans following the Effective Time. As of and immediately after the Distribution Date, all Liabilities in respect of or relating to such Spinco Employees under the Verizon Welfare Plans shall cease to be Liabilities of any member of the Verizon Group or the Verizon Welfare Plans and any and all such Liabilities shall be assumed as of the Distribution Date by Spinco or NNETO, and the Spinco Welfare Plans, and as of the Effective Time, by FairPointFrontier, Spinco, NNETO Spinco and the Spinco Welfare Plans. Notwithstanding the foregoing, all liabilities Liabilities associated with Former Spinco Employees under the Verizon Welfare Plans, Plans and such liabilities Liabilities that have been expressly retained by Verizon or the Verizon plans Plans under Section Sections 2.1(b)(ii) and 6.1(a) above, above shall remain with the Verizon Group. (c) Except for the FRP account balances described in Section 6.2(c), nothing in this Agreement shall require Verizon, any Verizon Group member or any Verizon Welfare Plan to transfer assets or reserves with respect to the Verizon Welfare Plans, including, but not limited to, any plan providing severance, post-retirement health, dental or life insurance benefits, to FairPointFrontier, any FairPoint Group member of the Frontier Group, or the Spinco Welfare Plans.. Table of Contents