Common use of Health Coverages Clause in Contracts

Health Coverages. With respect to each Transferred Business Employee primarily employed in the United States, Purchaser shall cause each group health plan or plans maintained by Purchaser or any of its Affiliates, to the extent that such group health plan is made available to such Transferred Business Employee and his or her eligible dependents after the Effective Time, to (i) not limit or exclude coverage on the basis of any preexisting condition of such Transferred Business Employee or dependent (other than any limitation already in effect under the applicable group health Benefit Plan) or on the basis of any other exclusion or waiting period not in effect under the applicable group health Benefit Plan, and (ii) provide such Transferred Business Employee full credit under Purchaser’s or such Affiliate’s group health plans, for the year in which the Closing Date occurs, for any deductible or co-payment already incurred by the Transferred Business Employee under the applicable group health Benefit Plan and for any other out-of-pocket expenses that count against any maximum out-of-pocket expense provision of the applicable group health Benefit Plan or Purchaser’s or such Affiliate’s group health plans.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Cbre Group, Inc.)

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Health Coverages. With respect to Purchaser shall cause each Transferred Business Employee primarily employed in and his or her eligible dependents to be covered from and after the United States, Purchaser shall cause each Closing by the group health plan or plans maintained by Purchaser or any of its Affiliates, to the extent Affiliates that such group health plan is made available to such Transferred Business Employee and his or her eligible dependents after the Effective Time, to (i) comply with the provisions of Section 5.8(c) or Section 5.8(j), as applicable, and (ii) do not limit or exclude coverage on the basis of any preexisting condition of such Transferred Business Employee or dependent (other than any limitation already in effect under the applicable group health Benefit Plan) or on the basis of any other exclusion or waiting period not in effect under the applicable group health Benefit Plan, and (ii) . Purchaser shall use commercially reasonable efforts to provide such each Transferred Business Employee full credit under Purchaser’s or such Affiliate’s group health plans, for the year in which the Closing Date occurs, for any deductible or co-payment already incurred by the Transferred Business Employee under the applicable group health Benefit Plan and for any other out-of-pocket expenses that count against any maximum out-of-pocket expense provision of the applicable group health Benefit Plan or Purchaser’s or such Affiliate’s group health plans.

Appears in 1 contract

Samples: Securities and Asset Purchase Agreement (S&P Global Inc.)

Health Coverages. With respect to Purchaser shall cause each Transferred Business Employee primarily employed in and his or her eligible dependents to be covered on and after the United States, Purchaser shall cause each Closing by a group health plan or plans maintained by Purchaser or any of its Affiliates, to the extent Affiliates that such group health plan is made available to such Transferred Business Employee and his or her eligible dependents after the Effective Time, to (i) comply with the provisions of Section 5.7(c) or Section 5.7(l), as applicable and (ii) do not limit or exclude coverage on the basis of any preexisting condition of such Transferred Business Employee or dependent (other than any limitation already in effect under the applicable group health Benefit Plan) or on the basis of any other exclusion or waiting period not in effect under the applicable group health Benefit Plan, and (ii) . Purchaser shall use reasonable best efforts to provide such each Transferred Business Employee full credit under Purchaser’s or such Affiliate’s group health plans, for the year in which the Closing Date occurs, for any deductible or co-payment already incurred by the Transferred Business Employee under the applicable group health Benefit Plan and for any other out-of-pocket expenses that count against any maximum out-of-pocket expense provision of the applicable group health Benefit Plan or Purchaser’s or such Affiliate’s group health plans.

Appears in 1 contract

Samples: Asset Purchase Agreement (Morningstar, Inc.)

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Health Coverages. With respect Purchaser shall use reasonable best efforts to cause each Transferred Business Employee primarily employed in and his or her eligible dependents to be covered on and after the United States, Purchaser shall cause each Closing by a group health plan or plans maintained by Purchaser or any of its Affiliates, Affiliates to the extent that such group health plan is made available to such Transferred Business Employee was a participant in the group health plans of Seller and his or her eligible dependents after its Affiliates as of the Effective Time, to Closing that (i) do not limit or exclude coverage on the basis of any preexisting condition of such Transferred Business Employee or dependent (other than any limitation already in effect under the applicable group health Benefit Plan) or on the basis of any other exclusion or waiting period not in effect under the applicable group health Benefit Plan, Plan and (ii) provide such each Transferred Business Employee full credit under Purchaser’s or such Affiliate’s group health plans, plans for the year in which the Closing Date occurs, for any deductible or co-payment already incurred by the Transferred Business Employee under the applicable group health Benefit Plan and for any other out-of-pocket expenses that count against any maximum out-of-pocket expense provision of the applicable group health Benefit Plan or Purchaser’s or such Affiliate’s group health plans.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Johnson Controls International PLC)

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