Common use of Employee Benefits and Contracts Clause in Contracts

Employee Benefits and Contracts. Following the Effective Time, ------------------------------- PURCHASER shall provide generally to officers and employees of the TARGET Companies employee benefits under employee benefit plans (other than stock option or other plans involving the potential issuance of PURCHASER Common Stock), on terms and conditions which when taken as a whole are substantially similar to those currently provided by the PURCHASER Companies to their similarly situated officers and employees, provided that for a period of twelve (12) months after the Effective Time, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (i) TARGET as Previously Disclosed, or (ii) PURCHASER, whichever of (i) or (ii) will provide the greater benefit to the officer or employee. For purposes of participation and vesting under such employee benefit plans, the service of the employees of the TARGET Companies prior to the Effective Time shall be treated as service with a PURCHASER Company participating in such employee benefit plans. PURCHASER also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER between any TARGET Company and any current or former director, officer, or employee thereof and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Benefit Plans.

Employee Benefits and Contracts. Following the Effective Time, ------------------------------- PURCHASER shall provide generally to officers and employees of the TARGET Companies employee benefits under employee benefit plans (other than stock option or other plans involving the potential issuance of PURCHASER Common Stock), on terms and conditions which when taken as a whole are substantially similar to those currently provided by the PURCHASER Companies to their similarly situated officers and employees, provided that for a period of twelve (12) months after the Effective Time, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (i) TARGET as Previously Disclosed, or (ii) PURCHASER, whichever of (i) or (ii) will provide the greater benefit to the officer or employee. For purposes of participation and vesting under such employee benefit plans, (i) the service of the employees of the TARGET Companies prior to the Effective Time shall be treated as service with a PURCHASER Company participating in such employee benefit plans, and (ii) all deductible amounts paid by the employees of TARGET through the Closing Date under the TARGET Benefit Plans shall be credited to such employees for the current plan year under PURCHASER's employee benefits plans after the Closing Date. PURCHASER also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER set forth in the TARGET Disclosure Letter between any TARGET Company and any current or former director, officer, or employee thereof and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Benefit Plans.

Employee Benefits and Contracts. Following the Effective Time, ------------------------------- PURCHASER shall Interim will provide generally employee benefits under employee benefit and welfare plans to officers and employees of the TARGET Companies employee benefits under employee benefit plans (other than stock option Norrxxx Xxxities who become employees of the Surviving Corporation or other plans involving the potential issuance of PURCHASER Common Stock), its Subsidiaries on terms and conditions which which, when taken as a whole are with any benefits being provided by Norrxxx, xxe substantially similar to those currently provided by the PURCHASER Companies Interim Entities to their similarly situated officers and employees, provided that for a period of twelve (12) months after the Effective Time, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (i) TARGET as Previously Disclosed, or (ii) PURCHASER, whichever of (i) or (ii) will provide the greater benefit to the officer or employee. For purposes of participation participation, vesting and vesting benefit accrual under such Interim's employee benefit plans, the service of the employees of the TARGET Companies Norrxxx Xxxities prior to the Effective Time shall will be treated as service with a PURCHASER Company an Interim Entity participating in such employee benefit plans. PURCHASER All co-payments and deductibles paid by any participant during this contract year with respect to any health or other employee benefit plans will be credited for similar purposes under the comparable Interim benefit plan. Interim also shall will cause the Surviving Corporation and its Subsidiaries to honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER disclosed in Section 8.8 of the Norrxxx Xxxclosure Memorandum between any TARGET Company Norrxxx Xxxity and any current or former director, officer, or employee thereof thereof, and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Benefit Plansany employee benefit plans maintained by Norrxxx.

Employee Benefits and Contracts. Following the Effective ------------------------------- Time, ------------------------------- PURCHASER shall provide generally to officers and employees of the TARGET Companies employee benefits under employee benefit plans (other than stock option or other plans involving the potential issuance of PURCHASER Common Stock), ) on terms and conditions which when taken as a whole are substantially similar to those currently provided by the PURCHASER Companies to their similarly situated officers and employees, provided that for a period of twelve (12) months after the Effective Time, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (i) TARGET as Previously Disclosed, or (ii) PURCHASER, whichever of (i) or (ii) will provide the greater benefit to the officer or employee. For purposes of participation and vesting under such employee benefit plans, the service of the employees of the TARGET Companies prior to the Effective Time shall be treated as service with a PURCHASER Company participating in such employee benefit plans. PURCHASER also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER between any TARGET Company and any current or former director, officer, officer or employee thereof and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Benefit Plans.

Employee Benefits and Contracts. Following PURCHASER shall maintain all TARGET hospitalization and medical benefits plans in effect as of the Effective TimeClosing Date in full force and effect through December 31, ------------------------------- 2000. From and after January 1, 2001, PURCHASER shall provide generally to the officers and employees of the TARGET Companies employee benefits under PURCHASER's employee benefit plans (other than stock option or other plans involving the potential issuance of PURCHASER Common Stock), ) on terms and conditions which when taken as a whole are substantially similar to those currently provided by the PURCHASER Companies to their similarly situated officers and employees, provided that for a period of twelve (12) months after the Effective TimeTime and except as otherwise provided herein, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (ia) TARGET as Previously Disclosedset forth in the TARGET Disclosure Letter, or (iib) PURCHASER, whichever of (ia) or (iib) will provide the greater benefit to the officer or employee. For purposes of participation and vesting under such employee benefit plans, the service of the employees of the TARGET Companies prior to the Effective Time shall be treated as service with a PURCHASER Company participating in such employee benefit plans. Except as otherwise provided herein, PURCHASER also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER set forth in the TARGET Disclosure Letter between any TARGET Company and any current or former director, officer, or employee thereof and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Benefit Plans.

Employee Benefits and Contracts. Following the Effective Time, ------------------------------- PURCHASER Holdings shall provide generally to officers and employees of the TARGET Xxxx Companies who continue employment with the Xxxx Companies following the Effective Time employee benefits under employee benefit plans (other than stock option or other plans involving the potential issuance of PURCHASER Common Stock)plans, on terms and conditions which when taken as a whole are substantially similar to those currently provided by the PURCHASER Holdings Companies to their similarly situated officers and employees, provided that for a period of twelve (12) months after the Effective Time, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (i) TARGET as Previously Disclosed, or (ii) PURCHASER, whichever of (i) or (ii) will provide the greater benefit to the officer or employee. For purposes of participation and vesting under such employee benefit plans, the service of the employees of the TARGET Xxxx Companies prior to the Effective Time shall be treated as service with a PURCHASER Holdings Company participating in such employee benefit plans, provided that, with respect to any employee benefit plan where the benefits are funded through insurance, the granting of such service shall be subject to the consent of the appropriate insurer and may be conditioned upon an employee's participation in a Xxxx Benefit Plan of the same type immediately prior to the Effective Time. PURCHASER Holdings also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER Holdings between any TARGET Xxxx Company and any current or former director, officer, or employee thereof and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Xxxx Benefit Plans.

Employee Benefits and Contracts. Following the Effective Time, ------------------------------- PURCHASER shall provide generally to officers and employees of TARGET who are retained by any PURCHASER Company or TARGET after the TARGET Companies Effective Time employee benefits under employee benefit plans (other than stock option or other plans involving the potential issuance of PURCHASER Common Stock), on terms and conditions which when taken as a whole are substantially similar to those currently provided by the PURCHASER Companies to their similarly situated officers and employees, provided that . To the extent permitted by such employee benefit plans and for a period of twelve (12) months after the Effective Time, PURCHASER shall provide generally to officers and employees of TARGET Companies severance benefits in accordance with the policies of either (i) TARGET as Previously Disclosed, or (ii) PURCHASER, whichever of (i) or (ii) will provide the greater benefit to the officer or employee. For purposes of participation and vesting under such employee benefit plans, (i) the service of the employees of the TARGET Companies prior to the Effective Time shall be treated as service with a PURCHASER Company participating in such employee benefit plansplans and (ii) all deductible amounts paid by the employees of TARGET through the Closing Date under the TARGET Benefit Plans shall be credited to such employees for the current plan year under PURCHASER’s employee benefits plans after the Closing Date. PURCHASER also shall honor in accordance with their terms all employment, severance, consulting and other compensation Contracts Previously Disclosed to PURCHASER set forth in the TARGET Disclosure Letter between any TARGET Company and any current or former director, officer, or employee thereof thereof, except as otherwise expressly agreed between PURCHASER and such Person, and all provisions for vested benefits or other vested amounts earned or accrued through the Effective Time under the TARGET Benefit Plans.