Common use of Flexible Spending Plan Treatment Clause in Contracts

Flexible Spending Plan Treatment. Prior to the Distribution Effective Time, Cyclerion shall establish a dependent care spending account and a medical care spending account (the “Cyclerion FSAs”) effective as of the Distribution Effective Time, which Cyclerion FSAs shall have terms that are substantially identical to the analogous Ironwood dependent care and medical care flexible spending accounts (the “Ironwood FSAs”) as in effect immediately prior to the Distribution Effective Time. Cyclerion and Ironwood shall take all steps necessary or appropriate so that the account balances (positive or negative) under the Ironwood FSAs of each Cyclerion Employee who has elected to participate therein in the year in which the Distribution Effective Time occurs shall be transferred on, or as soon as practicable after, the Distribution Effective Time from the Ironwood FSAs to the corresponding Cyclerion FSAs. The Cyclerion FSAs shall assume responsibility as of the Distribution Effective Time for all outstanding dependent care and medical care claims under the Ironwood FSAs of each Cyclerion Employee for the year in which the Distribution Effective Time occurs and shall assume the rights of and agree to perform the obligations of the analogous Ironwood FSA from and after the Distribution Effective Time. Cyclerion shall take all steps necessary or appropriate so that the contribution elections of each such Cyclerion Employee as in effect immediately before the Distribution Effective Time remain in effect under the Cyclerion FSAs following the Distribution Effective Time. As soon as practicable, after the Distribution Effective Time, Ironwood shall transfer to Cyclerion an amount equal to the total contributions made to the Ironwood FSAs by Cyclerion Employees in respect of the plan year in which the Distribution Effective Time occurs, reduced by an amount equal to the total claims already paid to Cyclerion Employees in respect of such plan year. From and after the Distribution Effective Time, Ironwood shall provide Cyclerion with such information such entity may reasonably request to enable it to verify any claims information pertaining to an Ironwood FSA.

Flexible Spending Plan Treatment. Prior to the Distribution Effective Time, Cyclerion Bioverativ shall establish a dependent care spending account and a medical care spending account (the “Cyclerion Bioverativ FSAs”) effective as of the Distribution Effective Time, which Cyclerion Bioverativ FSAs shall have terms that are substantially identical to the analogous Ironwood Biogen dependent care and medical care flexible spending accounts (the “Ironwood Biogen FSAs”) as in effect immediately prior to the Distribution Effective Time. Cyclerion Bioverativ and Ironwood Biogen shall take all steps necessary or appropriate so that the account balances (positive or negative) under the Ironwood Biogen FSAs of each Cyclerion Bioverativ Employee who has elected to participate therein in the year in which the Distribution Effective Time occurs shall be transferred on, or as soon as practicable after, the Distribution Effective Time from the Ironwood Biogen FSAs to the corresponding Cyclerion Bioverativ FSAs. The Cyclerion Bioverativ FSAs shall assume responsibility as of the Distribution Effective Time for all outstanding dependent care and medical care claims under the Ironwood Biogen FSAs of each Cyclerion Bioverativ Employee for the year in which the Distribution Effective Time occurs and shall assume the rights of and agree to perform the obligations of the analogous Ironwood Biogen FSA from and after the Distribution Effective Time. Cyclerion Bioverativ shall take all steps necessary or appropriate so that the contribution elections of each such Cyclerion Bioverativ Employee as in effect immediately before the Distribution Effective Time remain in effect under the Cyclerion Bioverativ FSAs following the Distribution Effective Time. As soon as practicable, after the Distribution Effective Time, Ironwood Biogen shall transfer to Cyclerion Bioverativ an amount equal to the total contributions made to the Ironwood Biogen FSAs by Cyclerion Bioverativ Employees in respect of the plan year in which the Distribution Effective Time occurs, reduced by an amount equal to the total claims already paid to Cyclerion Bioverativ Employees in respect of such plan year. From and after the Distribution Effective Time, Ironwood Biogen shall provide Cyclerion Bioverativ with such information such entity may reasonably request to enable it to verify any claims information pertaining to an Ironwood a Biogen FSA.