Common use of Employee Welfare Benefit Plans Clause in Contracts

Employee Welfare Benefit Plans. Except with respect to any claim that is covered by an Assigned Contract or otherwise constitutes an Assumed Liability, Seller shall retain responsibility for all hospital, medical, life insurance, disability and other welfare plan expenses and benefits, and for all workers' compensation, unemployment compensation and other government mandated benefits (collectively referred to herein as "WELFARE TYPE PLANS"), in respect of claims covered by any Welfare Type Plans maintained by Seller and which are incurred by Purchaser's Employees and their dependents prior to the Closing Date. Purchaser shall be responsible for all claims incurred on or after the Closing Date by Purchaser's Employees and their dependents under all Welfare Type Plans that are maintained by Purchaser for Purchaser's employees generally and their dependents. For purposes of this SECTION 11.2, claims shall be deemed to have been incurred: (a) with respect to all death or dismemberment claims, on the actual date of death or dismemberment; (b) with respect to all disability claims, other than for short-term disability benefits, on the date the claimant became unable to (i) perform his or her regular duties of employment, in the case of an employee claimant, or (ii) perform the normal day-to-day responsibilities that would reasonably be expected of someone of similar age and lifestyle, in the case of a dependent claimant; (c) with respect to short-term disability claims, the date the incident first occurred that gave rise to such claims; (d) with respect to all medical, drug or dental claims, on the date the service was received or the supply was purchased by the claimant; PROVIDED, HOWEVER, that a medical claim relating to a claimant's hospitalization shall be deemed to be incurred on the date the claimant was first hospitalized; and (e) with respect to workers' compensation claims, on the date the incident occurred.

Employee Welfare Benefit Plans. Except Other than with respect to any claim that is covered by an Assigned Contract or otherwise constitutes an Assumed Liabilityworkers' ------------------------------ compensation, Seller BFC shall retain responsibility for and continue to pay all hospital, medical, life insurance, disability (including, but not limited to, long-term disability benefits) and other welfare benefit plan expenses and benefits, and for all workers' compensation, unemployment compensation and other government mandated benefits (collectively referred to herein as "WELFARE TYPE PLANSWelfare Type Plans"), in respect of ) for claims ------------------ covered by any Welfare Type Plans maintained by Seller and such plans which are incurred by Purchaser's Transferred Employees and their dependents prior to the Closing Date. Purchaser Buyer shall be responsible for all claims incurred on or after the Closing Date by Purchaser's Transferred Employees and their dependents under all Welfare Type Plans Plans, including, without limitation, those plans that are maintained by Purchaser Buyer for Purchaser's employees generally the Transferred Employees and their dependents. For purposes of this SECTION 11.2Section 5.7(m), claims a claim shall be deemed to have been incurred: (ai) with respect to all a death or dismemberment claimsclaim, on the actual date of on which such death or dismembermentdismemberment occurs; (bii) with respect to all a disability claims, other than for short-term disability benefitsor salary continuation claim, on the date on which the claimant became is unable to (i) as a result of injury or sickness to perform the functions of his or her regular duties of employment, in the case of an employee claimant, or (ii) perform the normal day-to-day responsibilities that would reasonably be expected of someone of similar age and lifestyle, in the case of a dependent claimantjob; (ciii) with respect to short-term disability claimsa hospitalization, the date the incident first occurred that gave rise to such claims; (d) with respect to all medical, drug or dental claimsclaim, on the date on which the service was received or the supply was purchased by the claimant; PROVIDEDprovided, HOWEVERhowever, that a medical claim relating to a -------- ------- claimant's hospital stay shall be deemed to be incurred on the first day of his or her confinement for that stay; provided, further, that any claims -------- ------- related to a claimant's hospital stay other than the hospitalization itself (including, but not limited to, physician's services) shall be deemed to be incurred on the date on which the claimant relevant service was first hospitalized; andreceived or the relevant supply was consumed; (eiv) with respect to workers' unemployment compensation or other governmental claims, on the date the incident giving rise to the claim occurred. Transferred Non-Union Employees shall participate under all Welfare Type Plans sponsored by Buyer following the Closing Date without any waiting periods, without any evidence of insurability and without the application of any preexisting physical or mental condition restrictions (except to the extent applicable under the Welfare Type Plans sponsored by BFC), and Buyer shall provide credit for all claims incurred by the Transferred Employees prior to the Closing Date for purposes of applying deductibles, co- payments, out-of-pocket maximums and benefit maximums. Notwithstanding anything to the contrary herein, Buyer shall be responsible for all obligations and liabilities relating to workers' compensation with respect to the Transferred Employees (whether arising before, on or after the Closing Date).

Employee Welfare Benefit Plans. Except 5.1 Prior to the Time of the Distribution, Bevexxx, Xxpstone, and NBHI shall cooperate to amend the Welfare Plans as may be necessary to provide for (i) the transfer by Bevexxx xx such Welfare Plans and any related VEBA trusts, trust assets, insurance policies, HMO contracts, and plan assets to NBHI and the assumption by NBHI of the liabilities of such plans to the extent set forth below, (ii) the ongoing participation in such plans by all Transferred Employees (to the extent such Employees are otherwise eligible thereunder but for the Distribution and restructuring), (iii) the cessation of participation in such plans as of the Time of Distribution by all Retained Employees, and (iv) take such other steps (consistent with applicable law and the terms of the affected plan) as may be necessary to prevent the consummation of the transactions contemplated by this Agreement, the Distribution Agreement and the Merger Agreement (including the transfer of employment of any Transferred Employee) from causing, resulting in or being treated as a termination of employment with respect to any claim that is covered by an Assigned Contract or otherwise constitutes an Assumed Liabilitysuch plans. 5.2 Effective as of the Time of Distribution, Seller except to the extent provided below, NBHI shall retain responsibility for assume the Welfare Plans and have transferred to it all hospitalrelated trust funds, medicalinsurance policies, life insurance, disability and other welfare plan expenses and benefitsHMO contracts, and plan assets, and, pursuant to the terms of such plans NBHI shall assume the liability with respect to and honor or cause its insurance carriers to honor all claims for all workers' compensation, unemployment compensation and other government mandated benefits (collectively referred to herein as "WELFARE TYPE PLANS"), in respect of claims covered by any Welfare Type Plans maintained by Seller and which are incurred by Purchaser's (i) Transferred Employees and (or their dependents or beneficiaries) under such plans at any time without interruption as a result of the transactions contemplated by this Agreement, the Distribution Agreement or the Merger Agreement, and (ii) Retained Employees but only for claims actually incurred during periods ending immediately prior to the Closing DateTime of Distribution, in accordance with the terms of such plans. Purchaser Bevexxx xxxll be relieved of and shall not assume nor be responsible liable in any way whatsoever for such above enumerated liabilities after the Time of Distribution. On or before the Time of Distribution, Bevexxx xxx its subsidiaries shall transfer all claims incurred funds of such plans (including funds for any contributions or premiums due from Bevexxx xx any subsidiaries of Bevexxx xxxch have accrued as of the Time of Distribution) either to NBHI or to the respective plans entitled to receive such transfers. Notwithstanding the above, Bevexxx xxxll retain and Capstone shall assume all coverage obligations and benefit liabilities for Retained Employees under the Welfare Plans with respect to periods beginning on or after the Closing Date Time of Distribution. This retention by Purchaser's Bevexxx xxx assumption by Capstone shall include, without limitation, all obligations for Retained Employees and their dependents under all Welfare Type Plans that are maintained by Purchaser for Purchaser's employees generally and their dependents. For purposes of this SECTION 11.2(i) COBRA, claims shall be deemed to have been incurred: (aii) with respect to all death or dismemberment claimsseverance pay plans, on the actual date of death or dismemberment; (biii) with respect to all disability claims, other than for short-term disability benefitsdisability, on sick pay and leave of absence, (iv) waiver of premium, (v) vacation pay, and (vi) the date Bevexxx Xxxcutive Life Insurance Plan, Executive Survivorship Income Plan, and Executive Split Dollar Life Insurance Plan, regardless of when such benefits accrued or vested, as long as such Retained Employees were alive as of the claimant became unable toTime of Distribution. (i) perform his or her regular duties 5.3 Notwithstanding the above, Beverly's and Capstone's liability for Retained Employee COBRA obligations existing as of employment, in the case Time of an employee claimant, or (ii) perform the normal day-to-day responsibilities that would reasonably be expected of someone of similar age and lifestyle, in the case of a dependent claimant; (c) with respect to short-term disability claims, the date the incident first occurred that gave rise to such claims; (d) with respect to all medical, drug or dental claims, on the date the service was received or the supply was purchased by the claimant; PROVIDED, HOWEVER, that a medical claim relating to a claimant's hospitalization Distribution shall be deemed to be incurred on the date the claimant was first hospitalized; and (e) with respect to workers' compensation claimsdischarged by NBHI administering and paying for such obligations and Bevexxx xxx Capstone indemnifying and holding NBHI harmless for all costs, on the date the incident occurredexpenses, and liabilities relating thereto.

Employee Welfare Benefit Plans. Except with respect to any claim that is covered by an Assigned Contract or otherwise constitutes an Assumed Liability, Seller the Sellers shall retain responsibility for all hospital, medical, life insurance, disability and other welfare plan expenses and benefits, and for all workers' compensation, unemployment compensation and other government mandated benefits (collectively referred to herein as "WELFARE TYPE PLANSWelfare Type Plans"), in respect of claims covered by any Welfare Type Plans maintained by Seller and which are incurred by Purchaser's Transferred Employees and their dependents prior to the Closing Date. Purchaser shall be responsible for all claims incurred on or after the Closing Date by Purchaser's Transferred Employees and their dependents under all Welfare Type Plans that are maintained by Purchaser for Purchaser's employees generally the Transferred Employees and their dependents. For purposes of this SECTION 11.2Section 11.3, claims shall be deemed to have been incurred: (a) with respect to all death or dismemberment claims, on the actual date of death or dismemberment; (b) with respect to all disability claims, other than for short-term disability or salary continuation benefits, on the date the claimant became unable to to (i) perform his or her regular duties of employment, in the case of an employee claimant, or or (ii) perform the normal day-to-day responsibilities that would reasonably be expected of someone of similar age and lifestyle, in the case of a dependent claimant; (c) with respect to short-term disability or salary continuation claims, on each day for which income benefits are payable to the date the incident first occurred that gave rise to such claimsclaimant; (d) with respect to all medical, drug or dental claims, on the date the service was received or the supply was purchased by the claimant; PROVIDEDprovided, HOWEVERhowever, that a medical claim relating to a claimant's hospitalization shall be deemed to be incurred on the date the claimant was first hospitalized; and (e) with respect to workers' compensation claims, on the date the incident occurred. Transferred Employees shall participate as of the Closing Date under Welfare Type Plans established or provided by Purchaser without, to the extent practicable, any waiting periods, any evidence of insurability and any preexisting physical or mental condition restrictions (except to the extent applicable and unsatisfied under the Sellers' Welfare Type Plans), and Purchaser shall provide credit, to the extent recognized by a similar Plan of the Sellers, for claims incurred prior to the Closing Date for purposes of applying deductibles, co-payments, out of pocket maximums and benefit maximums. Prior to and following the Closing Date, the Sellers shall provide Purchaser with the records and other data needed for Purchaser to comply with the provisions of this Section. At Purchaser's request, the Sellers shall, to the extent practicable, arrange to have coverage under their Welfare Type Plans extended for the Transferred Employees through the end of the month in which the Closing occurs.

Employee Welfare Benefit Plans. Except with respect to any claim that is covered by an Assigned Contract or otherwise constitutes an Assumed Liability, Seller shall retain responsibility for all hospital, medical, life insurance, disability and other welfare plan expenses and benefits, and for all workers' worker's compensation, unemployment compensation and other government mandated benefits (collectively referred to herein as "WELFARE TYPE PLANSWelfare Type Plans"), ) in respect of claims covered by any Welfare Type Plans maintained by Seller and such plans which are incurred by Purchaser's Transferred Employees and their dependents prior to the Closing Date. Purchaser Buyer shall be responsible for all claims incurred on or after the Closing Date by Purchaser's Transferred Employees and their dependents under all Welfare Type Plans that are maintained by Purchaser Buyer for Purchaser's employees generally the Transferred Employees and their dependents. For purposes of this SECTION 11.2Section 6.17(e), claims shall be deemed to have been incurred: (ai) with respect to all death or dismemberment salary continuation claims, on each day for which benefits are payable to the actual date of death or dismemberment; (b) with respect to all disability claims, other than for short-term disability benefits, on the date the claimant became unable to (i) perform his or her regular duties of employment, in the case of an employee claimant, or (ii) perform the normal day-to-day responsibilities that would reasonably be expected of someone of similar age and lifestyle, in the case of a dependent claimant; (c) with respect to short-term disability claims, the date the incident first occurred that gave rise to such claims; (dii) with respect to all medical, drug or dental claims, on the date the service was received or the supply was purchased by the claimant; PROVIDEDprovided, HOWEVERhowever, that a medical claim relating to a claimant's hospitalization shall be deemed to be incurred on the date the claimant was first hospitalized; and (eiii) with respect to workers' worker's compensation claims, on the date the incident occurred. Transferred Employees shall participate under Buyer's Welfare Type Plans as of the Closing Date without any waiting periods, without any evidence of insurability, and without the application of any preexisting physical or mental condition restrictions (except to the extent applicable and unsatisfied under Seller's Welfare Type Plan), and Buyer shall provide credit for claims incurred prior to the Closing Date for purposes of applying deductibles, co-payments, out of pocket maximums, and benefit maximums.

Employee Welfare Benefit Plans. Except with respect to any claim that is covered by an Assigned Contract or otherwise constitutes an Assumed Liability, Seller shall retain responsibility for all hospital, medical, life insurance, disability and other welfare plan expenses and benefits, and for all workers' compensation, unemployment compensation and other government mandated benefits (collectively referred to herein as "WELFARE TYPE PLANS"), in respect of claims covered by any Welfare Type Plans maintained by Seller and which are incurred by Purchaser's Employees and their dependents prior to the Closing Date. Purchaser shall be responsible for all claims incurred on or after the Closing Date by Purchaser's Employees and their dependents under all Welfare Type Plans that are maintained by Purchaser for Purchaser's employees generally and their dependents. For purposes of this SECTION 11.2, claims shall be deemed to have been incurred: (a) with respect to all death or dismemberment claims, on the actual date of death or dismemberment; (b) with respect to all disability claims, other than for short-term disability benefits, on the date the claimant became unable to (i) perform his or her regular duties of employment, in the case of an employee claimant, or (ii) perform the normal day-to-day responsibilities that would reasonably be expected of someone of similar age and lifestyle, in the case of a dependent claimant; (c) with respect to short-term disability claims, the date the incident first occurred that gave rise to such claims; (d) with respect to all medical, drug or dental claims, on the date the service was received or the supply was purchased by the claimant; PROVIDEDclaimant and, HOWEVER, that with respect to a medical claim relating to a claimant's hospitalization shall be deemed to be incurred hospitalization, on the date each hospitalization service was provided to the claimant was first hospitalizedclaimants; and (e) with respect to workers' compensation claims, on the date the incident occurred.