Common use of Continued Medical Benefits Clause in Contracts

Continued Medical Benefits. If the Participant, and any spouse and/or dependents of the Participant (“Family Members”) has or have coverage on the date of the Participant’s Qualifying Termination under a group health plan sponsored by the Company, the Company will reimburse the Participant the total applicable premium cost for continued group health plan coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) until the earliest of (a) the period of time following the Participant’s employment termination as set forth in the Participant’s Participation Agreement, (b) the date the Participant is no longer eligible to receive COBRA continuation coverage, and (c) the date on which Participant becomes eligible to receive coverage under a group health plan sponsored by another employer (and any such eligibility shall be promptly reported to the Company by Participant); provided that the Participant validly elects and is eligible to continue coverage under COBRA for the Participant and his Family Members. However, if the Company determines in its sole discretion that it cannot provide the COBRA reimbursement benefits without potentially violating applicable laws (including, without limitation, Section 2716 of the Public Health Service Act and the Employee Retirement Income Security Act of 1974, as amended), the Company will in lieu thereof provide to the Participant a lump sum payment equal to the monthly COBRA premium (on an after-tax basis) that the Participant would be required to pay to continue the group health coverage in effect on the date of the Participant’s termination of employment (which amount will be based on the premium for the first month of COBRA coverage), paid each month, regardless of whether the Participant elects COBRA continuation coverage, for the period of time following the Participant’s employment termination as set forth in the Participant’s Participation Agreement.

Continued Medical Benefits. If the ParticipantEmployee incurs a Covered Termination and Employee was enrolled in a health, and any spouse and/or dependents of the Participant (“Family Members”) has dental, or have coverage on the date of the Participant’s Qualifying Termination under a group health vision plan sponsored by the CompanyCompany immediately prior to such Covered Termination, Employee may be eligible to continue coverage under such health, dental, or vision plan (or to convert to an individual policy), at the Company will reimburse the Participant the total applicable premium cost for continued group health plan coverage time of Employee’s termination of employment, under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended 1985 (“COBRA”) until ). The Company will notify Employee of any such right to continue such coverage at the earliest time of (a) termination pursuant to COBRA. No provision of this Agreement will affect the continuation coverage rules under COBRA, except that the Company’s payment, if any, of applicable insurance premiums will be credited as payment by the Employee for purposes of Employee’s payment required under COBRA. Therefore, the period during which Employee may elect to continue the Company’s health, dental, or vision plan coverage at [his][her] own expense under COBRA, the length of time following during which COBRA coverage will be made available to Employee, and all other rights and obligations of Employee under COBRA (except the Participant’s employment termination as set forth obligation to pay insurance premiums that the Company pays, if any) will be applied in the Participant’s Participation same manner that such rules would apply in the absence of this Agreement, (b) the date the Participant is no longer eligible to receive COBRA continuation coverage, and (c) the date on which Participant becomes eligible to receive . Kosan Biosciences Incorporated 6. Level I If Employee timely elects continued coverage under COBRA, the Company shall pay the full amount of the Employee’s COBRA premiums on behalf of Employee for Employee’s continued coverage under the Company’s health, dental and vision plans, including coverage for Employee’s eligible dependents, for a group health plan sponsored by another employer period of 24 months (and any such eligibility the “Severance Period”); provided, however, that if the Severance Period exceeds the length of time that the Employee is entitled to coverage under COBRA, the resulting or acquiring entity or Transferee Corporation involved in the Change in Control, as applicable, shall be promptly reported required to provide health, dental and vision insurance coverage for Employee and [his][her] eligible dependents for any portion of the Severance Period that exceeds the length of time that Employee is entitled to coverage under COBRA, at a level of coverage that is substantially similar to the continued coverage that Employee and [his][her] eligible dependents received under the Company’s health, dental and vision plans; provided, further, however, that no such premium payments (or any other payments for medical, dental or vision coverage by the Company) shall be made following Employee’s death or the effective date of Employee’s coverage by a medical, dental or vision insurance plan of a subsequent employer. Employee shall be required to notify the Company immediately if Employee becomes covered by Participant); provided that a medical, dental or vision insurance plan of a subsequent employer. Upon the Participant validly elects and is eligible to continue coverage conclusion of such period of insurance premium payments made by the Company, Employee will be responsible for the entire payment of premiums required under COBRA for the Participant duration of the COBRA period. For purposes of this Section 3(c), (i) references to COBRA shall be deemed to refer also to analogous provisions of state law and his Family Members. However(ii) any applicable insurance premiums that are paid by the Company shall not include any amounts payable by Employee under an Internal Revenue Code Section 125 health care reimbursement plan, which amounts, if any, are the Company determines in its sole discretion that it cannot provide the COBRA reimbursement benefits without potentially violating applicable laws (including, without limitation, Section 2716 responsibility of the Public Health Service Act and the Employee Retirement Income Security Act of 1974, as amended), the Company will in lieu thereof provide to the Participant a lump sum payment equal to the monthly COBRA premium (on an after-tax basis) that the Participant would be required to pay to continue the group health coverage in effect on the date of the Participant’s termination of employment (which amount will be based on the premium for the first month of COBRA coverage), paid each month, regardless of whether the Participant elects COBRA continuation coverage, for the period of time following the Participant’s employment termination as set forth in the Participant’s Participation AgreementEmployee.

Continued Medical Benefits. If the Participant, and any spouse and/or dependents of the Participant (“"Family Members”") has or have coverage on the date of the Participant’s 's Qualifying Termination under a group health plan sponsored by the Company, the Company will reimburse the Participant the total applicable premium cost for continued group health plan coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“"COBRA”") until the earliest of (a) the period of time following the Participant’s 's employment termination as set forth in the Participant’s 's Participation Agreement, (b) the date the Participant is no longer eligible to receive COBRA continuation coverage, and (c) the date on which Participant becomes eligible to receive coverage under a group health plan sponsored by another employer (and any such eligibility shall be promptly reported to the Company by Participant); provided that the Participant validly elects and is eligible to continue coverage under COBRA for the Participant and his Family Members. However, if the Company determines in its sole discretion that it cannot provide the COBRA reimbursement benefits without potentially violating applicable laws (including, without limitation, Section 2716 of the Public Health Service Act and the Employee Retirement Income Security Act of 1974, as amended), the Company will in lieu thereof provide to the Participant a lump sum payment equal to the monthly COBRA premium (on an after-tax basis) that the Participant would be required to pay to continue the group health coverage in effect on the date of the Participant’s 's termination of employment (which amount will be based on the premium for the first month of COBRA coverage),, paid each month, regardless of whether the Participant elects COBRA continuation coverage, for the period of time following the Participant’s 's employment termination as set forth in the Participant’s 's Participation Agreement.