Common use of COBRA and HIPAA Clause in Contracts

COBRA and HIPAA. (a) Highlands (acting directly or through any other Highlands Entity) and the Highlands Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to all Highlands Participants (and their respective dependents and beneficiaries), in each case, who experience a COBRA qualifying event on or after the first date on which such individual qualifies as a Highlands Participant. InvenTrust (acting directly or through any other InvenTrust Entity) and the InvenTrust Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to each individual who is an InvenTrust Participant (or a dependent or beneficiary thereof) at the time such individual experiences a COBRA qualifying event, provided that Highlands shall reimburse InvenTrust to the extent of any Liability actually incurred by an InvenTrust Entity with respect thereto relating to an InvenTrust Participant who is a Former Highlands Employee. Neither the consummation of the Distribution, any transfer of employment contemplated hereby, or any related transactions or events contemplated by the Separation Agreement, this Agreement or any other Ancillary Agreement shall constitute a COBRA qualifying event for purposes of COBRA with respect to any InvenTrust Participant or any Highlands Participant (or any dependent or beneficiary thereof). (b) Highlands (acting directly or through any other Highlands Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the Highlands Health and Welfare Plans with respect to Highlands Participants. InvenTrust (acting directly or through any other InvenTrust Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the InvenTrust Health and Welfare Plans with respect to InvenTrust Participants.

COBRA and HIPAA. (a) Highlands Xenia (acting directly or through any other Highlands Xenia Entity) and the Highlands Xenia Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to all Highlands Xenia Participants (and their respective dependents and beneficiaries), in each case, who experience a COBRA qualifying event on or after the first date on which such individual qualifies as a Highlands Xenia Participant. InvenTrust Inland American (acting directly or through any other InvenTrust Inland American Entity) and the InvenTrust Inland American Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to each individual who is an InvenTrust Inland American Participant (or a dependent or beneficiary thereof) at the time such individual experiences a COBRA qualifying event, provided that Highlands Xenia shall reimburse InvenTrust Inland American to the extent of any Liability actually incurred by an InvenTrust Inland American Entity with respect thereto relating to an InvenTrust Inland American Participant who is a Former Highlands Xenia Employee. Neither the consummation of the Distribution, any transfer of employment contemplated hereby, or any related transactions or events contemplated by the Separation Agreement, this Agreement or any other Ancillary Agreement shall constitute a COBRA qualifying event for purposes of COBRA with respect to any InvenTrust Inland American Participant or any Highlands Xenia Participant (or any dependent or beneficiary thereof). (b) Highlands Xenia (acting directly or through any other Highlands Xenia Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the Highlands Xenia Health and Welfare Plans with respect to Highlands Xenia Participants. InvenTrust Inland American (acting directly or through any other InvenTrust Inland American Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the InvenTrust Inland American Health and Welfare Plans with respect to InvenTrust Inland American Participants.

COBRA and HIPAA. (a) Highlands Rightside (acting directly or through any other Highlands Rightside Entity) and the Highlands Rightside Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to all Highlands Rightside Participants (and their respective dependents and beneficiaries), in each case, who experience a COBRA qualifying event on or after the first date on which such individual qualifies as a Highlands Rightside Participant. InvenTrust Demand Media (acting directly or through any other InvenTrust Demand Media Entity) and the InvenTrust Demand Media Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to each individual who is an InvenTrust a Demand Media Participant (or a dependent or beneficiary thereof) at the time such individual experiences a COBRA qualifying event, provided that Highlands shall reimburse InvenTrust to the extent of any Liability actually incurred by an InvenTrust Entity with respect thereto relating to an InvenTrust Participant who is a Former Highlands Employee. Neither the consummation of the Distribution, any transfer of employment contemplated hereby, or any related transactions or events contemplated by the Separation Agreement, this Agreement or any other Ancillary Agreement shall constitute a COBRA qualifying event for purposes of COBRA with respect to any InvenTrust Demand Media Participant or any Highlands Rightside Participant (or any dependent or beneficiary thereof). (b) Highlands Rightside (acting directly or through any other Highlands Rightside Entity) shall be responsible for compliance with any certificate of creditable coverage or of other applicable requirements of HIPAA or Medicare applicable to the Highlands Rightside Health and Welfare Plans with respect to Highlands Rightside Participants. InvenTrust Demand Media (acting directly or through any other InvenTrust Demand Media Entity) shall be responsible for compliance with any certificate of creditable coverage or of other applicable requirements of HIPAA or Medicare applicable to the InvenTrust Demand Media Health and Welfare Plans with respect to InvenTrust Demand Media Participants.

COBRA and HIPAA. (a) Highlands SeaSpine (acting directly or through any other Highlands SeaSpine Entity) and the Highlands SeaSpine Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to all Highlands SeaSpine Participants (and their respective dependents and beneficiaries), in each case, who experience a COBRA qualifying event on or after the first date on which such individual qualifies as a Highlands SeaSpine Participant. InvenTrust Integra (acting directly or through any other InvenTrust Integra Entity) and the InvenTrust Integra Health and Welfare Plans shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA with respect to each individual who is an InvenTrust Integra Participant (or a dependent or beneficiary thereof) at the time such individual experiences a COBRA qualifying event, provided that Highlands SeaSpine shall reimburse InvenTrust Integra to the extent of any Liability actually incurred by an InvenTrust Integra Entity with respect thereto relating to an InvenTrust Integra Participant who is a Former Highlands SeaSpine Employee. Neither the consummation of the Distribution, any transfer of employment contemplated hereby, or any related transactions or events contemplated by the Separation Agreement, this Agreement or any other Ancillary Agreement shall constitute a COBRA qualifying event for purposes of COBRA with respect to any InvenTrust Integra Participant or any Highlands SeaSpine Participant (or any dependent or beneficiary thereof). (b) Highlands SeaSpine (acting directly or through any other Highlands SeaSpine Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the Highlands SeaSpine Health and Welfare Plans with respect to Highlands SeaSpine Participants. InvenTrust Integra (acting directly or through any other InvenTrust Integra Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the InvenTrust Integra Health and Welfare Plans with respect to InvenTrust Integra Participants.

COBRA and HIPAA. Entergy shall retain or assume responsibility for providing any notices required under COBRA to Entergy Participants (a) Highlands exclusive of any Entergy Employee who, immediately before he or she commenced employment with a member of the Entergy Group, was employed by a member of the EquaGen Group), Enexus Participants (acting directly or through any other Highlands Entityexclusive of Enexus Transferred Employees) and the Highlands Health and Welfare Plans EquaGen Participants. Entergy shall be solely responsible otherwise retain or assume responsibility for compliance with the health care continuation coverage requirements of COBRA with respect to all Highlands Entergy Participants and Enexus Participants (and their respective dependents and beneficiaries), in each case, exclusive of Enexus Transferred Employees) who experience a COBRA qualifying event under COBRA on or after before the first date Distribution Date, and EquaGen shall otherwise retain or assume responsibility, in respect of qualifying events under COBRA occurring on which such individual qualifies as a Highlands Participant. InvenTrust (acting directly or through any other InvenTrust Entity) and before the InvenTrust Health and Welfare Plans shall be solely responsible Distribution Date, for compliance with the health care continuation coverage requirements of COBRA with respect to each individual who is an InvenTrust Participant (EquaGen Participants, Enexus Transferred Employees, and any Entergy Employee who, immediately before he or she commenced employment with a dependent or beneficiary thereof) at the time such individual experiences a COBRA qualifying event, provided that Highlands shall reimburse InvenTrust to the extent of any Liability actually incurred by an InvenTrust Entity with respect thereto relating to an InvenTrust Participant who is a Former Highlands Employee. Neither the consummation member of the DistributionEntergy Group, any transfer was employed by a member of employment contemplated herebythe EquaGen Group. Entergy, Enexus and EquaGen shall retain or any related transactions or events contemplated by assume responsibility for compliance with the Separation Agreement, this Agreement or any other Ancillary Agreement shall constitute a COBRA qualifying event for purposes health care continuation coverage requirements of COBRA with respect to any InvenTrust Participant or any Highlands Participant (or any dependent or beneficiary thereof). (b) Highlands (acting directly or through any other Highlands Entity) to, respectively, Entergy Employees, Enexus Employees and EquaGen System Employees who experience a qualifying event under COBRA after the Distribution Date. Entergy shall be responsible for administering compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the Highlands Health and Entergy Welfare Plans with respect to Highlands Participants. InvenTrust (acting directly or through any other InvenTrust Entity) shall be responsible for compliance with any certificate of creditable coverage or other applicable requirements of HIPAA or Medicare applicable to the InvenTrust Health Enexus Participants and Welfare Plans with respect to InvenTrust EquaGen Participants.