Common use of Credit for Service Clause in Contracts

Credit for Service. To the extent that a CCE North American Employee commences participation in an employee benefit plan, program or arrangement maintained by TCCC or any TCCC Subsidiary (an “Applicable TCCC Plan”) following the Effective Time, TCCC shall, or shall cause CCE or the North American Business Subsidiaries and the Applicable TCCC Plan to: (a) credit each CCE North American Employee’s service with CCE or any predecessor to CCE, to the extent credited under the analogous North American Benefit Plan as of the Effective Time, as service with TCCC for purposes of eligibility and vesting, and for purposes of determining benefits under applicable vacation programs and service awards; and provided, however, that such service credit shall be subject to the applicable terms of any employment agreement; (b) in the case of insured arrangements, use its reasonable best efforts to cause its third-party insurance providers to, and in the case of self-insured arrangements, cause any and all pre-existing condition limitations, eligibility waiting periods, active employment requirements and requirements to show evidence of good health under such Applicable TCCC Plan, to the extent that such conditions, exclusions and waiting periods would have been waived or satisfied under the analogous North American Benefit Plan in which such CCE North American Employee participated immediately prior to the Effective Time, to be waived in the plan year in which the Effective Time occurs with respect to such CCE North American Employee (and such individual’s spouse and eligible dependents) who become participants in such Applicable TCCC Plan; and (c) give credit for or otherwise take into account under such Applicable TCCC Plan the out-of-pocket expenses and annual expense limitation amounts paid by each CCE North American Employee under the analogous North American Benefit Plan for the plan year in which the Effective Time occurs. In no event shall any CCE North American Employee be entitled to credit for service with CCE or any predecessor to CCE (x) for purposes of determining the level of benefits provided under any Applicable TCCC Plan not specified under clause (a) of this Section 3.7 or (y) under TCCC’s tax-qualified defined benefit pension plan, for purposes of (1) determining years of service or (2) recognition of compensation unless, for purposes of this clause (2), such CCE North American Employee was as of December 31, 2009 eligible for recognition of compensation under such plan.

Credit for Service. To the extent that a CCE North American Employee commences participation in an employee benefit plan, program or arrangement maintained by TCCC or any TCCC Subsidiary (an “Applicable TCCC Plan”) following the Effective Time, TCCC shall, or shall cause CCE or the North American Business Subsidiaries and the Applicable TCCC Plan to: (a) credit each CCE North American Employee’s service with CCE or any predecessor to CCE, to the extent credited under the analogous North American Benefit Plan as of the Effective Time, as service with TCCC for For purposes of eligibility and vesting, vesting under any “employee benefit plan” as defined in Section 3(3) of ERISA (whether or not subject to ERISA) and for purposes of determining accrual and entitlement to vacation and other paid time off and severance benefits, the plans maintained by the Employer and any of its Affiliates that provide benefits under applicable vacation programs to any Transferred Employees after the Closing Date (the “New Plans”) shall credit each Transferred Employee with his or her years of service with Seller and service awards; and providedits Affiliates before the Closing Date, howeverto the same extent as such Transferred Employee was entitled, that before the Closing Date, to credit for such service under any corresponding Seller Benefit Plan, except where such credit shall would result in a duplication of benefits or where such service with Seller and its Affiliates would not otherwise be subject to recognized under the terms of the applicable terms Seller Benefit Plan. Without limiting the generality of any employment agreement; the foregoing: (bi) in Buyer shall and shall cause the case of insured arrangements, Employer to use its commercially reasonable best efforts to cause its third-party insurance providers toeach Transferred Employee to be immediately eligible to participate, and without any waiting time, in the case of self-insured arrangements, cause any and all New Plans to the extent coverage under such New Plan replaces coverage under a corresponding Seller Benefit Plan in which such Transferred Employee participated immediately before such replacement, if such Transferred Employee is eligible to participate in such New Plan after giving effect to the immediately preceding sentence; and (ii) for purposes of each New Plan providing medical, dental, pharmaceutical and/or vision benefits to any Transferred Employee, Buyer shall use commercially reasonable efforts to cause (A) all pre-existing condition limitationsexclusions and actively-at-work requirements of such New Plan to be waived for such Transferred Employee and his or her covered dependents, eligibility waiting periods, active employment requirements and requirements to show evidence of good health under such Applicable TCCC Plan, except to the extent that such conditions, exclusions preexisting conditions and waiting periods would have actively-at-work requirements had not been waived or satisfied under the analogous North American Seller Benefit Plan, and (B) any eligible expenses paid by such Transferred Employee and his or her covered dependents under a Seller Benefit Plan in which such CCE North American Employee participated immediately during the portion of the plan year prior to the Effective Time, Closing to be waived in the plan year in which the Effective Time occurs with respect to such CCE North American Employee (and such individual’s spouse and eligible dependents) who become participants in such Applicable TCCC Plan; and (c) give credit for or otherwise take taken into account under such Applicable TCCC New Plan the for purposes of satisfying any corresponding deductible, co-insurance, co-payment and maximum out-of-pocket expenses requirements applicable to such employee and annual expense limitation amounts paid by each CCE North American Employee under the analogous North American Benefit Plan his or her covered dependents for the plan year in which the Effective Time occurs. In no event shall any CCE North American Employee be entitled to credit for service Closing Date occurs as if such amounts had been paid in accordance with CCE or any predecessor to CCE (x) for purposes of determining the level of benefits provided under any Applicable TCCC Plan not specified under clause (a) of this Section 3.7 or (y) under TCCC’s tax-qualified defined benefit pension plan, for purposes of (1) determining years of service or (2) recognition of compensation unless, for purposes of this clause (2), such CCE North American Employee was as of December 31, 2009 eligible for recognition of compensation under such planNew Plan.

Credit for Service. To the extent that a CCE North American Employee commences participation in an employee benefit plan, program or arrangement maintained by TCCC or any TCCC Subsidiary (an “"Applicable TCCC Plan”") following the Effective Time, TCCC shall, or shall cause CCE or the North American Business Subsidiaries and the Applicable TCCC Plan to: (a) credit each CCE North American Employee’s 's service with CCE or any predecessor to CCE, to the extent credited under the analogous North American Benefit Plan as of the Effective Time, as service with TCCC for purposes of eligibility and vesting, and for purposes of determining benefits under applicable vacation programs and service awards; and provided, however, that such service credit shall be subject to the applicable terms of any employment agreement; (b) in the case of insured arrangements, use its reasonable best efforts to cause its third-party insurance providers to, and in the case of self-insured arrangements, cause any and all pre-existing condition limitations, eligibility waiting periods, active employment requirements and requirements to show evidence of good health under such Applicable TCCC Plan, to the extent that such conditions, exclusions and waiting periods would have been waived or satisfied under the analogous North American Benefit Plan in which such CCE North American Employee participated immediately prior to the Effective Time, to be waived in the plan year in which the Effective Time occurs with respect to such CCE North American Employee (and such individual’s 's spouse and eligible dependents) who become participants in such Applicable TCCC Plan; and (c) give credit for or otherwise take into account under such Applicable TCCC Plan the out-of-pocket expenses and annual expense limitation amounts paid by each CCE North American Employee under the analogous North American Benefit Plan for the plan year in which the Effective Time occurs. In no event shall any CCE North American Employee be entitled to credit for service with CCE or any predecessor to CCE (x) for purposes of determining the level of benefits provided under any Applicable TCCC Plan not specified under clause (a) of this Section 3.7 or (y) under TCCC’s 's tax-qualified defined benefit pension plan, for purposes of (1) determining years of service or (2) recognition of compensation unless, for purposes of this clause (2), such CCE North American Employee was as of December 31, 2009 eligible for recognition of compensation under such plan.