Common use of COBRA Continuation Coverage Clause in Contracts

COBRA Continuation Coverage. Executive's existing coverage under the Company's group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's group health plan in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA"). Executive and his or her eligible dependents will be provided with a COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If Executive is eligible for severance benefits under this Agreement at the time of the termination of employment and Executive timely elects COBRA continuation coverage, then the Company will pay for COBRA coverage for him or her and, if applicable, his or her eligible dependents for two (2) years; provided that such payments shall not include COBRA coverage with respect to the Company's Section 125 health care reimbursement plan. If after eighteen (18) months or any other time prior to the expiration of two (2) years, the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coverage, Executive will be paid a monthly amount equal to the amount the Company paid for his or her COBRA coverage for the last month of COBRA (or CalCOBRA) coverage, and no more, for the remainder of the two (2) year period. Notwithstanding the foregoing, if at anytime prior to the exhaustion of the two (2) years, Executive commences employment with an employer that offers health benefits substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covad, whether or not Executive elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive must elect to continue the Company's group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's responsibility, not the Company's or a Subsidiary's.

COBRA Continuation Coverage. Executive's ’s existing coverage under the Company's ’s group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's ’s group health plan in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("“COBRA"”). Executive and his or her eligible dependents will be provided with a COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If Executive is eligible for severance benefits under this Agreement at the time of the termination of employment and Executive timely elects COBRA continuation coverage, then the Company will pay for COBRA coverage for him or her and, if applicable, his or her eligible dependents for two (2) years; provided that such payments shall not include COBRA coverage with respect to the Company's ’s Section 125 health care reimbursement plan. If after eighteen (18) months or any other time prior to the expiration of two (2) years, the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coverage, Executive will be paid a monthly amount equal to the amount the Company paid for his or her COBRA coverage for the last month of COBRA (or CalCOBRA) coverage, and no more, for the remainder of the two (2) year period. Notwithstanding the foregoing, if at anytime prior to the exhaustion of the two (2) years, Executive commences employment with an employer that offers health benefits substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covad, whether or not Executive elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive must elect to continue the Company's ’s group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's ’s responsibility, not the Company's ’s or a Subsidiary's’s.

COBRA Continuation Coverage. Executive's existing coverage under the Company's group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's group health plan in accordance with Under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("“COBRA"”). , if Executive and his or her eligible dependents participates in a Company-maintained healthcare (medical, dental and/or vision) plan as of the Separation Date, Executive will be provided with a entitled to elect COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If each such plan in which Executive (and any of Executive’s eligible dependents) is eligible for severance benefits under this Agreement at the time enrolled as of the termination Separation Date. In accordance with and subject to the terms of employment and the Severance Plan, if Executive timely elects to receive continued healthcare coverage pursuant COBRA, from the Separation Date until the six-month anniversary of the Separation Date, Executive will only be required to pay the same share of the applicable premium that would apply if Executive were participating in the applicable health plan(s) as an active employee, and following the six-month anniversary of the Separation Date until the 12-month anniversary of the Separation Date, Executive will be required to pay the full monthly COBRA continuation coveragepremium provided that, then on a monthly basis, the Company will reimburse Executive for the cost of COBRA premiums paid, less the amount that would apply if Executive were participating in the applicable health plan(s) as an active employee. Notwithstanding the foregoing, the Company will cease to directly pay or reimburse Executive for COBRA coverage for him or her andpremiums in accordance with the previous sentence upon the earlier of (i) the date that Executive and/or Executive’s covered dependents, if as applicable, his become no longer eligible for COBRA, or her (ii) the date Executive becomes eligible dependents for two new healthcare coverage (2) years; provided that such payments shall not include COBRA coverage with respect other than through Executive’s spouse). Notwithstanding anything to the Company's contrary in this Section 125 health care reimbursement plan. If after eighteen 3(b), (18x) months if any plan pursuant to which such benefits are provided is not, or any other time ceases prior to the expiration of two the period of continuation coverage to be, exempt from the application of Section 409A of the Code under Treasury Regulation Section l.409A-l(a)(5), or (2ii) yearsthe Company is otherwise unable to continue to cover Executive under its group health plans without penalty under applicable law (including without limitation, Section 2716 of the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coveragePublic Health Service Act), Executive will be paid a monthly then, in either case, an amount equal to the amount the Company paid for his or her each remaining COBRA coverage for the last month of COBRA (or CalCOBRA) coveragesubsidy, and no more, for the remainder of the two (2) year period. Notwithstanding the foregoing, if at anytime prior subject to the exhaustion of the two (2) yearslimitations set forth above, shall thereafter be paid to Executive commences employment with an employer that offers health benefits in substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covad, whether or not Executive elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive must elect to continue the Company's group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's responsibility, not the Company's or a Subsidiary'smonthly installments.

COBRA Continuation Coverage. Executive's ’s existing coverage under the Company's ’s group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's ’s group health plan in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("“COBRA"”). Executive and his or her eligible dependents will be provided with a COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If Executive is eligible for severance benefits under this Agreement at the time of the termination of employment and Executive timely elects COBRA continuation coverage, then the Company will pay for COBRA coverage for him or her and, if applicable, his or her eligible dependents for two (2) years; provided that such payments shall not include COBRA coverage with respect to the Company's ’s Section 125 health care reimbursement plan. To comply with IRC Section 409A, this coverage will be provided in a manner that precludes benefits provided in one calendar year from affecting the amount of benefits available in another calendar year. If after eighteen (18) months or any other time prior to the expiration of two (2) years, the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coverage, Executive will be paid a monthly amount equal to the amount the Company properly paid for his or her COBRA coverage for the last month of COBRA (or CalCOBRA) coverage, and no more, for the remainder of the two (2) year period. Notwithstanding the foregoing, if at anytime prior to the exhaustion of the two (2) years, Executive commences employment with an employer that offers health benefits substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covadthe Company, whether or not Executive elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive must elect to continue the Company's ’s group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's ’s responsibility, not the Company's or a Subsidiary's’s.

COBRA Continuation Coverage. Executive's ’s existing coverage under the Company's ’s group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's ’s group health plan in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("“COBRA"”). Executive and his or her eligible dependents will be provided with a COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If Executive is eligible for severance benefits under this Agreement at the time of the termination of employment and Executive timely elects COBRA continuation coverage, then the Company will pay for COBRA coverage for him or her and, if applicable, his or her eligible dependents for two three (23) years; provided that such payments shall not include COBRA coverage with respect to the Company's ’s Section 125 health care reimbursement plan. To comply with IRC Section 409A, this coverage will be provided in a manner that precludes benefits provided in one calendar year from affecting the amount of benefits available in another calendar year. If after eighteen (18) months or any other time prior to the expiration of two three (23) years, the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coverage, Executive will be paid a monthly amount equal to the amount the Company properly paid for his or her COBRA coverage for the last month of COBRA (or CalCOBRA) coverage, and no more, for the remainder of the two three (23) year period. Notwithstanding the foregoing, if at anytime prior to the exhaustion of the two three (23) years, Executive commences employment with an employer that offers health benefits substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covadthe Company, whether or not Executive elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive must elect to continue the Company's ’s group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's ’s responsibility, not the Company's or a Subsidiary's’s.

COBRA Continuation Coverage. Executive's existing coverage under the Company's group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's group health plan in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA"). Executive and his or her eligible dependents will be provided with a COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If Executive is eligible for severance benefits under this Agreement at the time of the termination of employment and Executive timely elects COBRA continuation coverage, then the Company will pay for COBRA coverage for him or her and, if applicable, his or her eligible dependents for two three (23) years; provided that such payments shall not include COBRA coverage with respect to the Company's Section 125 health care reimbursement plan. If after eighteen (18) months or any other time prior to the expiration of two three (23) years, the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coverage, Executive will be paid a monthly amount equal to the amount the Company paid for his or her COBRA coverage for the last month of COBRA (or CalCOBRA) coverage, and no more, for the remainder of the two three (23) year period. Notwithstanding the foregoing, if at anytime prior to the exhaustion of the two three (23) years, Executive commences employment with an employer that offers health benefits substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covad, whether or not Executive elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive must elect to continue the Company's group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's responsibility, not the Company's or a Subsidiary's.

COBRA Continuation Coverage. Executive's Employee’s existing coverage under the Company's ’s group health plan (and, if applicable, the existing group health coverage for his or her eligible dependents) will end on the last day of the month in which his or her employment terminates. Executive Employee and his or her eligible dependents may then be eligible to elect temporary continuation coverage under the Company's ’s group health plan in accordance with the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("“COBRA"”). Executive Employee and his or her eligible dependents will be provided with a COBRA election form and notice which describe his or her rights to continuation coverage under COBRA. If Executive Employee is eligible for severance benefits under this Agreement at the time of the termination of employment and Executive Employee timely elects COBRA continuation coverage, then the Company will pay for COBRA coverage for him or her and, if applicable, his or her eligible dependents for two one (21) yearsyear; provided that such payments shall not include COBRA coverage with respect to the Company's ’s Section 125 health care reimbursement plan. If after eighteen (18) months or any other time prior to the expiration of two (2) years, the Executive (and his or her eligible dependents) are no longer eligible for COBRA (or CalCOBRA) coverage, Executive will be paid a monthly amount equal to the amount the Company paid for his or her COBRA coverage for the last month of COBRA (or CalCOBRA) coverage, and no more, for the remainder of the two (2) year period. Notwithstanding the foregoing, if at anytime prior to the exhaustion of the two one (21) yearsyear, Executive Employee commences employment with an employer that offers health benefits substantially equal to or better than the health benefit coverage offered by Company to him or her pursuant to COBRA, as determined by Covad, whether or not Executive Employee elects to receive such other health benefits, the payment by the Company of the COBRA coverage cost will terminate as of his or her commencement of such employment. After such period of Company-paid COBRA coverage, Executive Employee (and, if applicable, his or her eligible dependents) may continue COBRA coverage at his or her own expense in accordance with COBRA (or CalCOBRA). No provision of this Agreement will affect the continuation coverage rules under COBRA. Therefore, the period during which Executive Employee must elect to continue the Company's ’s group health plan coverage under COBRA, the length of time during which COBRA coverage will be made available to him or her, and all his or her other rights and obligations under COBRA will be applied in the same manner that such rules would apply in the absence of this Agreement. Any such election is Executive's Employee’s responsibility, not the Company's ’s or a Subsidiary's’s.