Common use of Existing Limitations; Deductibles; Service Credit Clause in Contracts

Existing Limitations; Deductibles; Service Credit. With respect to any Benefit Plans in which any Newco Employees first become eligible to participate, on or after the Effective Time, and in which are plans that the Newco Employees did not participate prior to the Effective Time (the "New Newco Plans"), Newco shall: (A) waive all pre-existing conditions exclusions and waiting periods with respect to participation and coverage requirements applicable to the Newco Employees under any New Newco Plans in which such employees may be eligible to participate after the Effective Time; (B) provide each Newco Employee with credit for any co-payments and deductibles paid prior to the Effective Time (to the same extent such credit was given under the analogous Benefit Plan prior to the Effective Time) in satisfying any applicable deductible or out-of-pocket requirements under any New Newco Plans in which such employees may be eligible to participate after the Effective Time, and (C) recognize all service of the Newco Employees with AHP and Monsanto, respectively, for all purposes (including, without limitation, purposes of eligibility to participate, vesting credit, entitlement to benefits, and benefit accrual) in any New Newco Plan in which such employees may be eligible to participate after the Effective Time, to the extent such service is taken into account under the applicable New Newco Plan; provided, that the foregoing shall not apply to the extent it would result in duplication of benefits, nor shall it apply with respect to benefit accrual under any New Newco Plan that is a cash balance pension plan.

Existing Limitations; Deductibles; Service Credit. With respect to any Benefit Plans employee benefit plans in which any Newco Combined Company Employees who were employees of Conexant or Alpha (or their Subsidiaries) prior to the Effective Time first become eligible to participate, participate on or after the Effective Time, and in which are plans that the Newco Combined Company Employees did not participate prior to the Effective Time (the "New Newco Combined Company Plans"), Newco the Combined Company shall: (A) waive all pre-existing conditions conditions, exclusions and waiting periods with respect to participation and coverage requirements applicable to the Newco Combined Company Employees and their eligible dependents under any New Newco Combined Company Plans in which such employees may be eligible to participate after the Effective Time, except to the extent such pre-existing conditions, exclusions or waiting periods would apply under the analogous Washington Plan or Alpha Plan, as the case may be; (B) provide each Newco Combined Company Employee and their eligible dependents with credit for any co-payments and deductibles paid prior to the Effective Time under a Washington Plan or an Alpha Plan (to the same extent such credit was given under the analogous Benefit Plan employee benefit plan prior to the Effective Time) in satisfying any applicable deductible or out-of-pocket requirements under any New Newco Combined Company Plans in which such employees may be eligible to participate after the Effective Time, ; and (C) recognize all service of the Newco Combined Company Employees with AHP Conexant and MonsantoAlpha, respectivelyand their respective affiliates, for all purposes (including, without limitation, purposes of eligibility to participate, vesting credit, entitlement to benefitsbenefits and, and other than with respect to defined benefit pension plans, benefit accrual) , in any New Newco Combined Company Plan in which such employees may be eligible to participate after the Effective Time, to the extent such service is taken into account under the applicable New Newco Combined Company Plan; provided, provided that the foregoing shall not apply to the extent it would result in duplication of benefits, nor shall it apply with respect to benefit accrual under any New Newco Plan that is a cash balance pension plan.

Existing Limitations; Deductibles; Service Credit. With respect to any Benefit Plans in which any Newco Employees first become eligible to participate, on or after the Effective Time, and in which are plans that the Newco Employees did not participate prior to the Effective Time (the "New Newco Plans"), Newco shall: (A) waive all pre-existing conditions exclusions and waiting periods with respect to participation and coverage requirements applicable to the Newco Employees under any New Newco Plans in which such employees may be eligible to participate after the Effective Time; (B) provide each Newco Employee with credit for any co-payments and deductibles paid prior to the Effective Time (to the same extent such credit was given under the analogous Benefit Plan prior to the Effective Time) in satisfying any applicable deductible or out-of-pocket requirements under any New Newco Plans in which such employees may be eligible to participate after the Effective Time, and (C) recognize all service of the Newco Employees with AHP and MonsantoWarner-Lambert, respectively, for all purposes (including, without limitationlxxxxxxxxx, purposes xxxposes of eligibility to participate, vesting credit, entitlement to benefits, and benefit accrual) in any New Newco Plan in which such employees may be eligible to participate after the Effective Time, to the extent such service is taken into account under the applicable New Newco Plan; provided, that the foregoing shall not apply to the extent it would result in duplication of benefits, nor shall it apply under multiple plans or would result in benefit accruals under multiple defined benefit pension plans with respect to the same period of service without offset for benefits accrued under a predecessor defined benefit accrual under any New Newco Plan that is a cash balance pension plan.

Existing Limitations; Deductibles; Service Credit. With respect to any Benefit Plans in which any Newco Employees first become eligible to participate, on or after the Effective Time, and in which are plans that the Newco Employees did not participate prior to the Effective Time (the "New Newco Plans"), Newco shall: (A) waive all pre-existing conditions exclusions and waiting periods with respect to participation and coverage requirements applicable to the Newco Employees under any New Newco Plans in which such employees may be eligible to participate after the Effective Time; (B) provide each Newco Employee with credit for any co-payments and deductibles paid prior to the Effective Time (to the same extent such credit was given under the analogous Benefit Plan prior to the Effective Time) in satisfying any applicable deductible or out-out- of-pocket requirements under any New Newco Plans in which such employees may be eligible to participate after the Effective Time, and (C) recognize all service of the Newco Employees with AHP and MonsantoXxxxxx-Xxxxxxx, respectively, for all purposes (including, without limitation, purposes of eligibility to participate, vesting credit, entitlement to benefits, and benefit accrual) in any New Newco Plan in which such employees may be eligible to participate after the Effective Time, to the extent such service is taken into account under the applicable New Newco Plan; provided, that the foregoing shall not apply to the extent it would result in duplication of benefits, nor shall it apply under multiple plans or would result in benefit accruals under multiple defined benefit pension plans with respect to the same period of service without offset for benefits accrued under a predecessor defined benefit accrual under any New Newco Plan that is a cash balance pension plan.

Existing Limitations; Deductibles; Service Credit. With respect to any Benefit Plans employee benefit plans in which any Newco Continuing Employees who were employees of Conexant or GlobespanVirata (or their Subsidiaries) prior to the Effective Time first become eligible to participate, participate on or after the Effective Time, and in which are plans that the Newco Continuing Employees did not participate prior to the Effective Time (the "New Newco Post-Closing Plans"), Newco Conexant shall: (Ai) waive all pre-existing conditions conditions, exclusions and waiting periods with respect to participation and coverage requirements applicable to the Newco Continuing Employees and their eligible dependents under any New Newco Post-Closing Plans in which such employees may be eligible to participate after the Effective Time, except to the extent such pre-existing conditions, exclusions or waiting periods under the analogous pre-Effective Time employee benefit plan had not been satisfied or completed as of the Effective Time; (ii) provide each Continuing Employee and his or her eligible dependents with credit for any co-payments and deductibles paid prior to the Effective Time under the analogous pre-Effective Time employee benefit plan in satisfying any applicable deductible or out-of-pocket requirements under any Post-Closing Plans in which such employees may be eligible to participate after the Effective Time; (B) provide each Newco Employee with credit for any co-payments and deductibles paid prior to the Effective Time (to the same extent such credit was given under the analogous Benefit Plan prior to the Effective Time) in satisfying any applicable deductible or out-of-pocket requirements under any New Newco Plans in which such employees may be eligible to participate after the Effective Time, and (Ciii) recognize all service of the Newco Continuing Employees with AHP Conexant and MonsantoGlobespanVirata, respectivelyand their respective affiliates, for all purposes (including, without limitation, purposes of eligibility to participate, vesting credit, entitlement to benefits, and and, except with respect to defined benefit pension plans, benefit accrual) in any New Newco Post-Closing Plan in which such employees may be eligible to participate after the Effective Time, to the extent such service is taken into account under the applicable New Newco Conexant Plan; provided, provided that the foregoing shall not apply to the extent it would result in duplication of benefits, nor shall it apply with respect to benefit accrual under any New Newco Plan that is a cash balance pension plan.