Common use of COBRA Clause in Contracts

COBRA. You may elect to continue group coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You may elect to continue group coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: •  The death of the Subscriber; •  Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); •  Reduction in hours of the Subscriber’s employment; •  Divorce or legal separation of the Subscriber from the covered spouse; •  Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; •  Loss of Dependent status by a covered Dependent; •  The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and •  With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: •  Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); •  Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; •  You become covered under another group health plan; •  You become entitled to Medicare; or •  You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You may elect If the Executive elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), within the time period prescribed pursuant to COBRA for the Executive and the Executive’s eligible dependents, the Company will reimburse the Executive for the premiums necessary to continue group coverage health insurance benefits under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, Executive and the child is enrolled within 31 days Executive’s eligible dependents until the earliest of (A) the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days 12‑month anniversary of the date of the qualifying event. Failure Executive’s Qualified Termination, (B) the date upon which the Executive, and the Executive’s eligible dependents becomes covered under similar plans, or (C) the date upon which the Executive and the Executive’s eligible dependents, as applicable, ceases to provide such notice within 60 days will disqualify you from receiving continuation be eligible for coverage under Cal-COBRACOBRA (such reimbursements, the “COBRA Reimbursements”). Your Employer is responsible for notifying Blue Shield However, if the Company determines in writing its sole discretion that it cannot pay the COBRA Reimbursements without potentially violating applicable law (including, without limitation, Section 2716 of the Subscriber’s termination or reduction of hours of employment within 30 days of Public Health Service Act), the qualifying event. When Blue Shield is notified Company will in lieu thereof provide to the Executive a taxable lump-sum payment in an amount equal to the monthly COBRA premium that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right the Executive would be required to pay to continue the Executive’s group health coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of effect on the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must Executive’s Qualified Termination (which amount will be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate based on the date you would have lost coverage because premium for the first month of COBRA coverage), multiplied by twelve (12), which payments will be made regardless of whether the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-Executive elects COBRA continuation coverage under and will commence on the previous planmonth following the Executive’s Qualified Termination. For the avoidance of doubt, you the taxable payment in lieu of COBRA Reimbursements may continue coverage under this plan be used for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shieldany purpose, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group including, but not limited to continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRAand will be subject to all applicable tax withholdings. Notwithstanding anything to the contrary under this Agreement, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from if at any time the date Company determines in its sole discretion that it cannot provide the payment contemplated by the preceding sentence without violating applicable law (including, without limitation, Section 2716 of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that casePublic Health Service Act), the Premiums Executive will not receive such payment or any further reimbursements for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical DisabilityReimbursements.

COBRA. You may elect to continue group coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 30 days of after the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You may elect If Executive elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) for Executive and Executive’s eligible dependents within the time period prescribed pursuant to COBRA, the Company will reimburse Executive for the monthly premiums under COBRA necessary to continue group health insurance benefits for Executive and Executive’s eligible dependents (at the coverage levels in effect immediately prior to Executive’s termination) until the earlier of (A) the date upon which Executive and/or Executive’s eligible dependents becomes covered under this plan similar plans or (B) the last day of the Severance Period (such reimbursements, the “COBRA Premiums”). However, if you would otherwise lose coverage because the Company determines in its sole discretion that it cannot pay the COBRA Premiums without potentially violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act), the Company will in lieu thereof provide to Executive a taxable monthly payment payable on the last day of a given month (except as provided by the following sentence), in an amount equal to the monthly COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may premium that Executive would be able required to pay to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another Executive’s group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled coverage in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of effect on the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the SubscriberExecutive’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must (which amount will be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate based on the date you would have lost coverage because premium for the first month of the qualifying event. If this plan replaces a previous group plan that was in effect with your EmployerCOBRA coverage), and you had elected Cal-which payments will be made regardless of whether Executive elects COBRA continuation coverage under and will commence on the previous plan, you may continue coverage under this plan for month following Executive’s termination of employment and will end on the balance earlier of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days (x) the date upon which Executive obtains other employment or (y) the last day of the date you were notified Severance Period. For the avoidance of doubt, the termination taxable payments in lieu of your previous group plan. Duration and extension of group COBRA Premiums may be used for any purpose, including, but not limited to continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRAand will be subject to all applicable tax withholdings. Notwithstanding anything to the contrary under this Agreement, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from if at any time the date Company determines in its sole discretion that it cannot provide the payments contemplated by the preceding sentence without violating applicable law (including, without limitation, Section 2716 of the qualifying event that originally entitled you to continue your group coverage under this planPublic Health Service Act), Executive will not receive such payment or any further reimbursements for COBRA premiums. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case(Collectively, the Premiums for months 19 through 36 will be 150 percent of Company’s COBRA obligations in this paragraph are referred to as the applicable group Premium rate. Cal-“COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another planPayments”); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You may elect to continue group coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right timely elect to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation health insurance coverage under the previous planConsolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) or the state equivalent, the Company will subsidize the cost of COBRA premiums for you may continue coverage under this plan for and your eligible dependents, if any, until the balance earlier of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 (A) 9 months from the date continuation of coverage began under COBRA. You must notify Blue Shield Separation Date, (B) the expiration of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after eligibility for the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Calor (C) such time as you become employed by another employer or self-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if employed through which you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that casefor health insurance (thereafter, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified responsible for all COBRA premium payments, if any) (such period from Cal- your termination date through the earliest of (A) through (C), the “COBRA continuation coveragePayment Period”). Effective date You agree to promptly notify the Company if you become employed by another employer or self-employed through which you are eligible for health insurance during the COBRA Payment Period. For purposes of this paragraph, references to COBRA premiums shall not include any amounts payable by you under an Internal Revenue Code Section 125 health care reimbursement plan. Notwithstanding the foregoing, if the Company determines, in its sole discretion, that the Company cannot provide the COBRA premiums without potentially incurring financial costs or penalties under applicable law (including, without limitation, Section 2716 of the continuation Public Health Service Act), the Company may in lieu thereof pay you a taxable cash amount, which payment shall be made regardless of group coverage If your initial group whether you elect health care continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin (the “Health Care Benefit Payment”). The Health Care Benefit Payment shall be paid in monthly installments on the date your coverage under this plan same schedule that the COBRA premiums would otherwise end due have been paid to a qualifying event. Your coverage will continue you and shall be equal to the amount that the Company would have otherwise paid for up to 36 months unless terminated due to an event described in COBRA premiums (which amount shall be calculated based on your COBRA premium for the Termination first month of group continuation coverage section. Termination coverage), and shall be paid until the earlier of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to (i) the expiration of the applicable period of continuation of group coverage: • Termination of COBRA Payment Period or (ii) the Contract (if your Employer continues to provide any group benefit date you voluntarily enroll in a health insurance plan for Employees, you may be able to continue coverage with offered by another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; employer or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disabilityentity.

COBRA. You may elect to continue group An eligible Employee's existing coverage under this the Company's group health plan (and, if you would otherwise lose applicable, the existing group health coverage because for eligible dependents) will end on the last day of the month in which the eligible Employee's employment terminates. The eligible Employee and 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"). The eligible Employee (and, if applicable, her eligible dependents) will be provided with a COBRA qualifying eventelection form and notice which describe her rights to continuation coverage under COBRA. Please contact your Employer for detailed information about If an eligible Employee elects COBRA continuation coverage, including eligibility, election then the Company will pay for COBRA coverage (such payments shall not include COBRA coverage with respect to the Company's Section 125 health care reimbursement plan) for the Severance Period. After such period of Company-paid coverage, and Premiumsthe eligible employee (and, if applicable, her eligible dependents) may continue COBRA coverage at her own expense in accordance with COBRA. Cal-COBRA If you enroll in COBRA and exhaust No provision of this agreement will affect the time limit for COBRA group continuation coveragecoverage rules under COBRA. Therefore, you may be able the period during which the eligible employee must elect to continue your the Company's group health plan coverage under Cal-COBRA, the length of time during which COBRA for a combined total (coverage will be made available to the eligible employee, and all the eligible employee's other rights and obligations under COBRA plus Cal-COBRA) will be applied in the same manner that such rules would apply in the absence of 36 monthsthis Plan. You will not be In the event, however, an Employee becomes eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period in which the Company is paying benefit premiums, the Company shall no longer be obligated to pay such benefit premiums. The Employee is required to notify the Company of continuation eligibility for benefits under another plan and is expected to enroll in the new group plan at the first eligible opportunity unless Employee chooses, at Employee's sole expense, to continue COBRA benefits through the Company. If the Employee fails to notify the Company of group coverage: • Termination Employee's eligibility for alternative benefits, the Company shall have the right to discontinue payment of COBRA premiums upon thirty (30) days notice to Employee. In no event shall a cash payment be made to eligible employees in lieu of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue payment of COBRA premiums. The payment of COBRA premiums by the Company shall not extend the maximum eligible COBRA coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disabilityperiod.

COBRA. You may elect to continue group coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 60 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You Employee’s health insurance benefits through the Company will end on March 31, 2023, as a result of her separation. Employee may elect exercise whatever rights Employee may have under Consolidated Omnibus Budget Reconciliation Act (COBRA) for continuation of medical benefits under the Company’s medical plan, including electing to continue group health insurance coverage for Employee and her qualifying dependents under this plan if you would otherwise lose COBRA. Employee is solely responsible for the proper and timely election of COBRA continuation coverage because and payment of a COBRA qualifying event. Please contact your Employer the related premiums for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-except that if Employee timely elects COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able then, in accordance with the terms of Section 6.2 of the Employment Agreement, the Company will pay Employee’s COBRA premiums to continue your Employee’s coverage (including coverage for eligible dependents, if applicable) through the period starting on Employee’s Separation Date and ending on the earliest to occur of: (a) nine (9) months following Employee’s Separation Date; (b) the date Employee becomes eligible for group health insurance coverage under Cal-COBRA for through a combined total new employer; or (COBRA plus Cal-COBRAc) of 36 months. You will not the date Employee ceases to be eligible for benefits under Cal-COBRA ifcontinuation coverage for any reason, at including plan termination. In the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are event Employee becomes covered under another employer’s group health plan. Medicare entitlement means that you are plan or otherwise ceases to be eligible for Medicare benefits and enrolled in Part A onlyCOBRA during this time period, Employee must immediately notify the Company of such event. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which Company is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield any loss or termination of COBRA coverage due to Employee’s failure to timely notify the Company in writing of the Subscriber’s death or Medicare entitlementCOBRA election, of divorcepremium amount, legal separationchanges to premium amounts, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coveragepremium payment due dates, or the date coverage terminates due party to the qualifying event, whichever is laterwhich premium payments are to be made. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan Employee understands that was if she enrolls in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation but such coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the COBRA coverage continuation period, she or her eligible dependents may not be immediately eligible to enroll in other group or individual coverage. In addition, notwithstanding the foregoing, if the Company in its sole discretion determines that it cannot provide the COBRA benefits under this Section 3(b) without potentially violating applicable law or giving rise to any excise taxes or penalties under applicable law, the Company shall in lieu thereof provide to Employee a taxable monthly payment in an amount equal to the monthly COBRA premium, less applicable withholdings, that Employee would be required to pay for COBRA continuation coverage for the remainder of the period under this Section 3(b) for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in Employee was otherwise eligible for the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical DisabilityCOBRA payments.

COBRA. You may elect For purposes of this Agreement, “COBRA” means the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended. If Employee timely elects continued coverage under COBRA, DocuSign will pay the COBRA premiums to continue group and maintain health care coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, Executive and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, any dependents who are covered at the time of the Cal-COBRA qualifying event, you are entitled to benefits Separation Date under Medicare or are covered under another the Company’s group health plan. Medicare entitlement means that you are plan (the “COBRA Benefit”), until the earliest of (a) six (6) months following the Separation Date; (b) the date when the Employee and Employee’s eligible dependents become eligible for Medicare benefits and enrolled substantially equivalent health insurance coverage in Part A only. Calconnection with new employment or self-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of c) the date of the qualifying event. Failure Employee ceases to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible be eligible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under for any reason. Notwithstanding the previous planforegoing, you may if DocuSign determines in its sole discretion that it cannot provide the foregoing COBRA Benefit without potentially incurring financial costs or violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act), DocuSign shall in lieu thereof provide Employee a taxable cash payment in an amount equal to the monthly COBRA premium that the Company would be required to pay to continue Employee’s group health coverage under this plan in effect on the Separation Date (which amount shall be based on the premium for the balance first month of your Cal- COBRA eligibility periodcoverage), which payments will be paid in monthly installments on the same schedule and over the same time period that the COBRA Benefit would otherwise have been paid on behalf of Employee regardless of whether Employee elects COBRA continuation coverage and shall end on the earlier of (x) the date when the Employee and Employee’s eligible dependents become covered by health care coverage from another source, unless otherwise prohibited by applicable law or (y) the last day of the six (6th) calendar month following the Separation Date. To begin Cal-Employee shall have no right to an additional gross‑up payment to account for the fact that such COBRA coverage with Blue Shield, you premium amounts are paid on an after‑tax basis. Employee must notify us the Company within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation two (2) weeks if Employee obtains health care coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for from a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disabilitynew source.

COBRA. You may elect IR shall be responsible for administering compliance with the group health care continuation requirements of COBRA, the certificate of creditable coverage requirements of HIPAA and the corresponding provisions of the IR Welfare Plan with respect to continue group coverage under this plan if you would otherwise lose coverage because of Allegion Group Employees and Former Allegion Group Employees and their covered dependents who incur a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare event or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage under the IR Welfare Plan prior to the Allegion Welfare Plan Implementation Date, subject to Allegion’s obligation to reimburse IR for the Subscriber cost of such administration under the Transition Services Agreement and coverage under the IR Welfare Plan. At and after the Allegion Welfare Plan Implementation Date, Allegion shall assume all requirements with respect to COBRA and the certificate of creditable coverage requirements under HIPAA with respect to all Allegion Group Employees and Former Allegion Group Employees. (d)Additional Details Regarding HRA. Pursuant to Section 9.1, at or prior to the Allegion Welfare Plan Implementation Date, Allegion shall, or shall cause another Allegion Entity to, establish and adopt Allegion Welfare Plans which will provide HRA benefits to eligible Dependents: • The death Allegion Welfare Plan Participants. To the extent that any Allegion Welfare Plan provides HRA benefits (each, an “Allegion HRA”), such Allegion Welfare Plan shall be effective as of the Subscriber; • Termination applicable Allegion Welfare Plan Implementation Date. (i)It is the intention of the SubscriberParties that all activity under an Allegion Welfare Plan Participant’s employment HRA with IR for the plan year in which the relevant Allegion Welfare Plan Implementation Date occurs, be deemed to be activity under the corresponding Allegion HRA. Accordingly, (except termination for gross misconduct which is not a qualifying event); • Reduction A) any period of participation by an Allegion Welfare Plan Participant in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner an IR HRA during the Cal-COBRA group plan year in which the Distribution occurs (the “IR HRA Participation Period”) will be deemed a period when the Allegion Welfare Plan Participant participated in the corresponding Allegion HRA; (B) all expenses incurred during the IR HRA Participation Period will be deemed incurred while the Allegion Welfare Plan Participant’s coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage corresponding Allegion HRA; (C) all reimbursements made with respect to an IR HRA Participation Period under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees an IR HRA will be eligible deemed to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the date of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior have been made with respect to the expiration of corresponding Allegion HRA; and (D) any balance accrued under the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end IR HRA as of the end Effective Date shall become a balance under the Allegion HRA. Notwithstanding anything in this Section 9.3(d), at and after the relevant Allegion Welfare Plan Implementation Date, the Allegion Group shall assume, and cause the Allegion Welfare Plans to be solely responsible for, all claims by Allegion Welfare Plan Participants under the applicable IR Welfare Plan HRA that were incurred but not paid, whether incurred prior to, on, or after the Effective Time, that have not been paid in full as of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this PlanEffective Time. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.(e)

COBRA. You may elect If Employee is eligible for and timely elects to continue group coverage under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group Employee’s health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate on the date you would have lost coverage because of the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation insurance coverage under the previous planConsolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) or the state equivalent, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days Company will subsidize the cost of the date you were notified COBRA premiums for Employee and Employee’s eligible dependents, if any, until the earlier of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 (A) six (6) months from the date Separation Date, (B) the expiration of Employee’s eligibility for the continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Calor (C) such time as Employee becomes employed by another employer or self-COBRAemployed through which Employee is eligible for health insurance (thereafter, Employee will be responsible for all COBRA premium payments, if any) (such period from Employee’s termination date through the earliest of (A) through (C), the “COBRA Payment Period”). For the avoidance of doubt, Employee will remain responsible for the employee portion of any COBRA payments. Employee agrees to promptly notify the Company if Employee becomes employed by another employer or a combination self-employed through which Employee is eligible for health insurance during the COBRA Payment Period. For purposes of this paragraph, references to COBRA and Cal-premiums shall not include any amounts payable by Employee under an Internal Revenue Code Section 125 health care reimbursement plan. Notwithstanding the foregoing, if the Company determines, in its sole discretion, that the Company cannot provide the COBRA be extended for more than 36 months from the date premiums without potentially incurring financial costs or penalties under applicable law (including, without limitation, Section 2716 of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that casePublic Health Service Act), the Premiums for months 19 through 36 will Company may in lieu thereof pay Employee a taxable cash amount, which payment shall be 150 percent made regardless of whether Employee elects health care continuation coverage (the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield“Health Care Benefit Payment”). The initial Premiums must Health Care Benefit Payment shall be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin in monthly installments on the date your coverage under this plan same schedule that the COBRA premiums would otherwise end due have been paid to a qualifying event. Your coverage will continue Employee and shall be equal to the amount that the Company would have otherwise paid for up to 36 months unless terminated due to an event described in COBRA premiums (which amount shall be calculated based on Employee’s COBRA premium for the Termination first month of group continuation coverage section. Termination coverage), and shall be paid until the earlier of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to (i) the expiration of the applicable period of continuation of group coverage: • Termination of COBRA Payment Period or (ii) the Contract (if your Employer continues to provide any group benefit date Employee voluntarily enrolls in a health insurance plan for Employees, you may be able to continue coverage with offered by another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; employer or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disabilityentity.

COBRA. You may elect If Executive elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) for Executive and Executive’s eligible dependents within the time period prescribed pursuant to COBRA, the Company will reimburse Executive for the monthly premiums under COBRA necessary to continue group health insurance benefits for Executive and Executive’s eligible dependents (at the coverage levels in effect immediately prior to Executive’s termination) until the earlier of (A) the date upon which Executive and/or Executive’s eligible dependents becomes covered under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust similar plans or (B) the time limit for COBRA group continuation coverage, you may be able date upon which Executive ceases to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits coverage under Cal-COBRA if(such reimbursements, at the time “COBRA Premiums”). However, if the Company determines in its sole discretion that it cannot pay the COBRA Premiums without potentially violating applicable law (including, without limitation, Section 2716 of the Cal-Public Health Service Act), the Company will in lieu thereof provide to Executive a taxable monthly payment payable on the last day of a given month (except as provided by the following sentence), in an amount equal to the monthly COBRA qualifying event, you are entitled premium that Executive would be required to benefits under Medicare or are covered under another pay to continue Executive’s group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled coverage in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of effect on the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the SubscriberExecutive’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must (which amount will be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate based on the date you would have lost coverage because premium for the first month of the qualifying event. If this plan replaces a previous group plan that was in effect with your EmployerCOBRA coverage), and you had elected Cal-which payments will be made regardless of whether Executive elects COBRA continuation coverage under and will commence on the previous plan, you may continue coverage under this plan for month following Executive’s termination of employment and will end on the balance earlier of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of (x) the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from upon which Executive obtains other employment or (y) the date continuation of upon which Executive ceases to be eligible for coverage began under COBRA. You must notify Blue Shield For the avoidance of your Cal-doubt, the taxable payments in lieu of COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible Premiums may be used for any purpose, including, but not limited to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRAand will be subject to all applicable tax withholdings. Notwithstanding anything to the contrary under this Agreement, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from if at any time the date Company determines in its sole discretion that it cannot provide the payments contemplated by the preceding sentence without violating applicable law (including, without limitation, Section 2716 of the qualifying event that originally entitled you to continue your group coverage under this planPublic Health Service Act), Executive will not receive such payment or any further reimbursements for COBRA premiums. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case(Collectively, the Premiums for months 19 through 36 will be 150 percent of Company’s COBRA obligations in this paragraph are referred to as the applicable group Premium rate. Cal-“COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another planPayments”); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You may elect The Consolidated Omnibus Budget Reconciliation Act (COBRA) permits you and any covered dependents to continue group medical and dental coverage under this plan if for up to 18 months from your qualifying event date. The COBRA coverage rate is 102 percent of the full cost of coverage. The COBRA period may be extended in certain cases of disability or in the event you would otherwise lose coverage because of or a COBRA covered dependent have a second qualifying event. Please contact Although you are eligible to continue medical and dental coverage at no cost during the six months following your Employer for detailed information about effective date of retirement, the coverage is still considered to be part of the COBRA continuation coverage, including eligibility, election of coverageperiod, and Premiumsyou must complete a COBRA election form if you wish to have this six months of no cost coverage. Cal-COBRA If you enroll in COBRA and exhaust wish medical and/or dental coverage to continue beyond the time limit for COBRA group continuation six months of no cost coverage, you may be able will receive another COBRA election form with the applicable rates noted for you to continue your group elect continued coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed Your election for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, and the child is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given made within 60 days of the date of the qualifying event. Failure to provide such notice within 60 days will disqualify you from receiving continuation coverage under Cal-COBRA. Your Employer is responsible for notifying Blue Shield in writing of the Subscriber’s termination or reduction of hours of employment within 30 days of the qualifying event. When Blue Shield is are notified that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right to continue group coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of COBRA eligibility or the date of the notice of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written Additional information and necessary forms for enrolling in COBRA will be forwarded to you under separate cover, including the qualifying event date, the COBRA election notice must be delivered to Blue Shield by first-class mail or other reliable meansperiod and a list of events which terminate COBRA coverage. If you do not notify Blue Shield within 60 days, your Group Life Insurance • Basic Life/AD&D Insurance – Basic life/AD&D coverage will terminate cease on the your effective date you would have lost of retirement. You can convert your basic life coverage because of the qualifying event. If this plan replaces (excluding AD&D) to a previous group plan that was in effect with your Employer, and you had elected Cal-COBRA continuation coverage under the previous plan, you may continue coverage under this plan for the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us personal policy within 30 31 days of the date you were notified of the termination of your previous group plan. Duration and extension of group continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation cessation of coverage began under COBRAwithout taking a medical examination or showing evidence of good health. You must notify Blue Shield of Contact your Callocal METLIFE office for further information. To locate an office in your area, call 0-COBRA election at least 30 days before COBRA termination000-XXX-XXXX. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you • Optional GUL Life/AD&D, Optional GUL Dependent Spouse’s Life/AD&D and Optional GUL Dependent Child Life Insurance - These optional GUL coverages can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRA, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from the continued following your effective date of retirement under the qualifying event that originally entitled GUL portability provisions with METLIFE. METLIFE will contact you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that case, the Premiums for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying eventprocess for making contributions. • Travel Accident Insurance - Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group travel accident coverage will cease if any one on your effective date of the following events occurs prior to the expiration of the applicable period of continuation of group retirement. There is no conversion option available for this coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical Disability.

COBRA. You may elect If the Executive elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), within the time period prescribed pursuant to COBRA for the Executive and the Executive’s eligible dependents, the Company will reimburse the Executive for the premiums necessary to continue group coverage health insurance benefits under this plan if you would otherwise lose coverage because of a COBRA qualifying event. Please contact your Employer for detailed information about COBRA continuation coverage, including eligibility, election of coverage, and Premiums. Cal-COBRA If you enroll in COBRA and exhaust the time limit for COBRA group continuation coverage, you may be able to continue your group coverage under Cal-COBRA for a combined total (COBRA plus Cal-COBRA) of 36 months. You will not be eligible for benefits under Cal-COBRA if, at the time of the Cal-COBRA qualifying event, you are entitled to benefits under Medicare or are covered under another group health plan. Medicare entitlement means that you are eligible for Medicare benefits and enrolled in Part A only. Cal-COBRA qualifying event A Cal-COBRA qualifying event is an event that, except for the election of continuation coverage, would result in a loss of coverage for the Subscriber or eligible Dependents: • The death of the Subscriber; • Termination of the Subscriber’s employment (except termination for gross misconduct which is not a qualifying event); • Reduction in hours of the Subscriber’s employment; • Divorce or legal separation of the Subscriber from the covered spouse; • Termination of the Subscriber’s domestic partnership with a covered Domestic Partner; • Loss of Dependent status by a covered Dependent; • The Subscriber’s entitlement to Medicare (This only applies to a covered Dependent); and • With respect to any of the above, such other qualifying event as may be added to Cal-COBRA. A child born to or placed for adoption with a covered Subscriber or Domestic Partner during the Cal-COBRA group coverage continuation period may be immediately added as a Dependent provided the Employer is properly notified of the birth or placement for adoption, Executive and the child Executive’s eligible dependents until the earliest of (A) the date that is enrolled within 31 days of the birth or placement for adoption. Notification of a qualifying event You are responsible for notifying Blue Shield in writing of the Subscriber’s death or Medicare entitlement, of divorce, legal separation, termination of a domestic partnership, or a Dependent’s loss of Dependent status under this plan. This notice must be given within 60 days of 12 months following the date of the qualifying event. Failure Executive’s termination of employment, (B) the date upon which the Executive and/or the Executive’s eligible dependents becomes covered under similar plans or (C) the date upon which the Executive or the Executive’s eligible dependents, as applicable, ceases to provide such notice within 60 days will disqualify you from receiving continuation be eligible for coverage under Cal-COBRACOBRA (such reimbursements, the “COBRA Reimbursements”). Your Employer is responsible for notifying Blue Shield However, if the Company determines in writing its sole discretion that it cannot pay the COBRA Reimbursements without potentially violating applicable law (including, without limitation, Section 2716 of the Subscriber’s termination or reduction of hours of employment within 30 days of Public Health Service Act), the qualifying event. When Blue Shield is notified Company will in lieu thereof provide to the Executive a taxable lump-sum payment in an amount equal to the monthly COBRA premium that a qualifying event has occurred, Blue Shield will, within 14 days, provide you with written notice of your right the Executive would be required to pay to continue the Executive’s group health coverage under this plan. You must then give Blue Shield notice in writing of your election of continuation coverage within 60 days of effect on the date of the notice Executive’s termination of your right to continue group coverage, or the date coverage terminates due to the qualifying event, whichever is later. The written election notice must employment (which amount will be delivered to Blue Shield by first-class mail or other reliable means. If you do not notify Blue Shield within 60 days, your coverage will terminate based on the date you would have lost coverage because premium for the first month of COBRA coverage), multiplied by 12, which payment will be made regardless of whether the qualifying event. If this plan replaces a previous group plan that was in effect with your Employer, and you had elected Cal-Executive elects COBRA continuation coverage under and will commence on the previous plan, you may continue coverage under this plan for month following the balance of your Cal- COBRA eligibility period. To begin Cal-COBRA coverage with Blue Shield, you must notify us within 30 days of the date you were notified of the Executive’s termination of your previous group planemployment. Duration and extension For the avoidance of group doubt, the taxable payment in lieu of COBRA Reimbursements may be used for any purpose, including, but not limited to continuation coverage COBRA enrollees who reach the maximum coverage period available under COBRA may elect to continue coverage under Cal-COBRA for a combined maximum period of 36 months from the date continuation of coverage began under COBRA. You must notify Blue Shield of your Cal-COBRA election at least 30 days before COBRA termination. Your Cal-COBRA coverage will begin immediately after the COBRA coverage ends. You must exhaust all available COBRA coverage before you can become eligible to continue coverage under Cal-COBRA. Cal-COBRA enrollees will be eligible to continue Cal-COBRA coverage under this plan for up to a maximum of 36 months, regardless of the type of qualifying event. In no event will continuation of group coverage under COBRA, Cal-COBRAand will be subject to all applicable tax withholdings. Notwithstanding anything to the contrary under this Agreement, or a combination of COBRA and Cal-COBRA be extended for more than 36 months from if at any time the date Company determines in its sole discretion that it cannot provide the payment contemplated by the preceding sentence without violating applicable law (including, without limitation, Section 2716 of the qualifying event that originally entitled you to continue your group coverage under this plan. Payment of Premiums Premiums for continuing coverage will be 110 percent of the applicable group Premium rate, except if you are eligible to continue Cal-COBRA coverage beyond 18 months because of a Social Security disability determination. In that casePublic Health Service Act), the Premiums Executive will not receive such payment or any further reimbursements for months 19 through 36 will be 150 percent of the applicable group Premium rate. Cal-COBRA enrollees must submit Premiums directly to Blue Shield. The initial Premiums must be paid within 45 days of the date you provided written notification to Blue Shield of your election to continue coverage and must be sent to Blue Shield by first-class mail or other reliable means. You must pay the entire amount due within the 45-day period or you will be disqualified from Cal- COBRA continuation coverage. Effective date of the continuation of group coverage If your initial group continuation coverage is Cal-COBRA rather than COBRA, your Cal-COBRA coverage will begin on the date your coverage under this plan would otherwise end due to a qualifying event. Your coverage will continue for up to 36 months unless terminated due to an event described in the Termination of group continuation coverage section. Termination of group continuation coverage The continuation of group coverage will cease if any one of the following events occurs prior to the expiration of the applicable period of continuation of group coverage: • Termination of the Contract (if your Employer continues to provide any group benefit plan for Employees, you may be able to continue coverage with another plan); • Failure to pay Premiums in full and on time to Blue Shield. Coverage will end as of the end of the period for which Premiums were paid; • You become covered under another group health plan; • You become entitled to Medicare; or • You commit fraud or deception in the use of the services of this Plan. Continuation of group coverage while on leave Employers are responsible to ensure compliance with state and federal laws regarding leaves of absence, including the California Family Rights Act, the Family and Medical Leave Act, the Uniformed Services Employment and Re-employment Rights Act, and Labor Code requirements for Medical DisabilityReimbursements.