Common use of Health Plans Clause in Contracts

Health Plans. (i) Trident shall cause Fountain to establish the Fountain Health Plans (including the Fountain Retiree Medical Plans) effective no later than the Fountain Distribution Date and, correspondingly, Fountain Employees and their dependents shall cease participating in the Trident Health Plans on the dates the new plans are established and effective. The newly established Fountain Health Plans shall be substantially similar to the Trident Health Plans. After the Fountain Distribution Date (except as otherwise provided below): (A) Fountain shall be solely responsible for the management and administration of the Fountain Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Fountain Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint a plan administrator and a HIPAA privacy official, and shall establish a claims and appeals process with its claims administrator(s), and (B) Trident shall retain sole responsibility for all Liabilities under the Trident Health Plans and sole responsibility for the payment of all employer-related costs in maintaining the Trident Health Plans, and for the collection and remittance of participant contributions and premiums. (ii) Except as provided below, Fountain shall be solely responsible for the adjudication of any claims filed by a Fountain Employee or Former Fountain Employee (or any dependent thereof) before, on or after the Fountain Distribution Date under a Trident Health Plan or Fountain Health Plan. Notwithstanding the previous sentence, Trident shall be solely responsible for the adjudication of any claims filed by a Fountain Employee or Former Fountain Employee (or any dependent thereof) under a Trident Health Plan or Fountain Health Plan before the Fountain Distribution Date that (A) has not been finally adjudicated by Trident on the day immediately preceding the Fountain Distribution Date; and (B) under the applicable claims procedure, Trident’s plan administrator or other authorized person or committee will have a less than sixty (60) day period after the Fountain Distribution Date to respond to such claim. Notwithstanding the previous sentence, if Trident’s response to such claim does not finally adjudicate the claim, Trident shall immediately upon sending its response to the claimant transfer administration of such claim to Fountain for final adjudication. (iii) Any determination made or settlements entered into by Trident prior to the Fountain Distribution Date with respect to claims incurred under the Trident Health Plans by Fountain Employees and Former Fountain Employees (or any dependent thereof) shall be final and binding on Fountain and Trident, as the case may be. On and after the Fountain Distribution Date, Fountain shall retain financial and administrative (“run-out”) Liability and all related obligations and responsibilities for all claims incurred by Fountain Employees and Former Fountain Employees (or any dependent thereof) while Fountain Employees and Former Fountain Employees are participants in the Trident Health Plans, including any claims that were administered by Trident as of, on, or after the Fountain Distribution Date and in a manner consistent with Section 6.7(a)(ii), except to the extent that Trident retains the obligation and responsibility to adjudicate claims pursuant to clause (ii) above. Any such run-out Liability and all related claims, charges, and expenses shall be settled in a manner consistent with past practices and policies, including an interim accounting and a final accounting between Trident and Fountain. As of the Fountain Distribution Date, the reserve included in Trident’s financial statements for “Incurred But Not Reported” medical and dental expenses attributable to Fountain Employees and Former Fountain Employees shall be transferred to Fountain. (iv) As of the date that the Fountain Health Plans are established, any COBRA Liabilities attributable to any Fountain Employee or Former Fountain Employees (or a qualified beneficiary, as such term is defined under COBRA, of such individuals) that were originally obligations under the Trident Health Plans shall become a Fountain Liability. Effective as of the date Fountain Employees cease participating in the Trident Health Plans, Fountain shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Fountain Health Plans for Fountain Employees, Former Fountain Employees and their qualified beneficiaries regardless as to whether such obligation arose under the Trident Health Plans or the Fountain Health Plans. (v) The Fountain Health Plan shall provide that each eligible Fountain Employee or Former Fountain Employee, as applicable, will receive credit in 2012 for any co-payments and deductibles paid under a Trident Health Plan prior to the Fountain Distribution Date in satisfying any applicable deductible or out-of-pocket requirements under the Fountain Health Plan. The Fountain Health Plan shall each also provide that it shall cover any pre-existing conditions that are covered under the Trident Health Plan. Additionally, the Fountain Health Plan shall also provide any other similar benefit in order to provide coverage that is substantially the same as the Trident Health Plan.

Health Plans. (i) Trident Tyco shall cause Fountain ADT NA to establish the Fountain ADT NA Health Plans (including the Fountain ADT North American R/SB Retiree Medical Plans) effective no later than the Fountain ADT NA Distribution Date and, correspondingly, Fountain ADT North American R/SB Employees and their dependents shall cease participating in the Trident Tyco Health Plans on the dates the new plans are established and effective. The newly established Fountain ADT NA Health Plans shall be substantially similar to the Trident Tyco Health Plans. After the Fountain ADT NA Distribution Date (except as otherwise provided below): (A) Fountain ADT NA shall be solely responsible for the management and administration of the Fountain ADT NA Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Fountain ADT NA Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint a plan administrator and a HIPAA privacy official, and shall establish a claims and appeals process with its claims administrator(s), and (B) Trident Tyco shall retain sole responsibility for all Liabilities under the Trident Tyco Health Plans and sole responsibility for the payment of all employer-related costs in maintaining the Trident Tyco Health Plans, and for the collection and remittance of participant contributions and premiums. (ii) Except as provided below, Fountain ADT NA shall be solely responsible for the adjudication of any claims filed by an ADT North American R/SB Employee or Former ADT North American R/SB Employee (or any dependent thereof) before, on or after the ADT NA Distribution Date under a Tyco Health Plan or ADT NA Health Plan. Notwithstanding the previous sentence, Tyco shall be solely responsible for the adjudication of any claims filed by a Fountain ADT North American R/SB Employee or Former Fountain Employee (or any dependent thereof) before, on or after the Fountain Distribution Date under a Trident Health Plan or Fountain Health Plan. Notwithstanding the previous sentence, Trident shall be solely responsible for the adjudication of any claims filed by a Fountain Employee or Former Fountain ADT North American R/SB Employee (or any dependent thereof) under a Trident Tyco Health Plan or Fountain ADT NA Health Plan before the Fountain ADT NA Distribution Date that (A) has not been finally adjudicated by Trident Tyco on the day immediately preceding the Fountain ADT NA Distribution Date; and (B) under the applicable claims procedure, TridentTyco’s plan administrator or other authorized person or committee will have a less than sixty (60) day period after the Fountain ADT NA Distribution Date to respond to such claim. Notwithstanding the previous sentence, if TridentTyco’s response to such claim does not finally adjudicate the claim, Trident Tyco shall immediately upon sending its response to the claimant transfer administration of such claim to Fountain ADT NA for final adjudication. (iii) Any determination made or settlements entered into by Trident Tyco prior to the Fountain ADT NA Distribution Date with respect to claims incurred under the Trident Tyco Health Plans by Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees (or any dependent thereof) shall be final and binding on Fountain ADT NA and TridentTyco, as the case may be. On and after the Fountain ADT NA Distribution Date, Fountain ADT NA shall retain financial and administrative (“run-out”) Liability and all related obligations and responsibilities for all claims incurred by Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees (or any dependent thereof) while Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees are participants in the Trident Tyco Health Plans, including any claims that were administered by Trident Tyco as of, on, or after the Fountain ADT NA Distribution Date and in a manner consistent with Section 6.7(a)(ii), except to the extent that Trident Tyco retains the obligation and responsibility to adjudicate claims pursuant to clause (ii) above. Any such run-out Liability and all related claims, charges, and expenses shall be settled in a manner consistent with past practices and policies, including an interim accounting and a final accounting between Trident Tyco and FountainADT NA. As of the Fountain ADT NA Distribution Date, the reserve included in TridentTyco International’s financial statements for “Incurred But Not Reported” medical and dental expenses attributable to Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees shall be transferred to FountainADT NA. (iv) As of the date that the Fountain ADT NA Health Plans are established, any COBRA Liabilities attributable to any Fountain ADT North American R/SB Employee or Former Fountain ADT North American R/SB Employees (or a qualified beneficiary, as such term is defined under COBRA, of such individuals) that were originally obligations under the Trident Tyco Health Plans shall become a Fountain ADT North American R/SB Liability. Effective as of the date Fountain ADT North American R/SB Employees cease participating in the Trident Tyco Health Plans, Fountain ADT NA shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Fountain ADT NA Health Plans for Fountain ADT North American R/SB Employees, Former Fountain ADT North American R/SB Employees and their qualified beneficiaries regardless as to whether such obligation arose under the Trident Tyco Health Plans or the Fountain ADT NA Health Plans. (v) The Fountain ADT NA Health Plan shall provide that each eligible Fountain ADT North American R/SB Employee or Former Fountain ADT North American R/SB Employee, as applicable, will receive credit in 2012 for any co-payments and deductibles paid under a Trident Tyco Health Plan prior to the Fountain ADT NA Distribution Date in satisfying any applicable deductible or out-of-pocket requirements under the Fountain ADT NA Health Plan. The Fountain ADT NA Health Plan shall each also provide that it shall cover any pre-existing conditions that are covered under the Trident Tyco Health Plan. Additionally, the Fountain ADT NA Health Plan shall also provide any other similar benefit in order to provide coverage that is substantially the same as the Trident Tyco Health Plan.

Health Plans. (i) Trident Not later than the Distribution Date, Healthcare shall cause Fountain to establish the Fountain Healthcare Health Plans (including and Electronics shall establish the Fountain Retiree Medical Electronics Health Plans) , each effective no later than the Fountain Distribution Date and, correspondingly, Fountain Healthcare Employees and their dependents Electronics Employees shall cease participating in the Trident Tyco Health Plans on the dates the new plans are established and effectiveestablished. The newly established Fountain Healthcare Health Plans and Electronics Health Plans shall be substantially similar to the Trident Tyco Health Plans. After the Fountain Distribution Date (except as otherwise provided below): Date: (A) Fountain Healthcare shall be solely responsible for the management and administration of the Fountain Healthcare Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Fountain Healthcare Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint members to a plan administrator benefits review committee to review Healthcare Health Plan claims, (B) Electronics shall be solely responsible for the administration of the Electronics Health Plans and a HIPAA privacy officialsolely responsible for the payment of all employer-related costs in establishing and maintaining the Electronics Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint members to a claims and appeals process with its claims administrator(s)benefits review committee to review Electronics Health Plan claims, and (BC) Trident Tyco shall retain sole responsibility for all Liabilities benefit obligations under the Trident Tyco Health Plans and sole responsibility for the payment of all employer-related costs in maintaining the Trident Tyco Health Plans, and for the collection and remittance of participant contributions and premiums. (ii) Except as provided below, Fountain shall be solely responsible for the adjudication of any claims filed by a Fountain Employee or Former Fountain Employee (or any dependent thereof) before, on or after the Fountain Distribution Date under a Trident Health Plan or Fountain Health Plan. Notwithstanding the previous sentence, Trident shall be solely responsible for the adjudication of any claims filed by a Fountain Employee or Former Fountain Employee (or any dependent thereof) under a Trident Health Plan or Fountain Health Plan before the Fountain Distribution Date that (A) has not been finally adjudicated by Trident on the day immediately preceding the Fountain Distribution Date; and (B) under the applicable claims procedure, Trident’s plan administrator or other authorized person or committee will have a less than sixty (60) day period after the Fountain Distribution Date to respond to such claim. Notwithstanding the previous sentence, if Trident’s response to such claim does not finally adjudicate the claim, Trident shall immediately upon sending its response to the claimant transfer administration of such claim to Fountain for final adjudication. (iii) Any determination made or settlements entered into by Trident Tyco prior to the Fountain Distribution Date with respect to claims incurred under the Trident Tyco Health Plans by Fountain Healthcare Employees, Former Healthcare Employee, Electronics Employees and Former Fountain Electronic Employees (or any dependent thereof) shall be final and binding on Fountain binding. Healthcare and Trident, as the case may be. On and after the Fountain Distribution Date, Fountain Electronics shall retain financial and administrative (“run-out”out “) Liability and all related obligations and responsibilities for all claims incurred by Fountain their respective employees and former employees while Healthcare Employees and Former Fountain Employees (or any dependent thereof) while Fountain Employees and Former Fountain Electronics Employees are participants in the Trident Tyco Health Plans, including any claims that were administered by Trident Tyco as of, on, or after the Fountain Distribution Date and in a manner consistent with Section 6.7(a)(ii), except to the extent that Trident retains the obligation and responsibility to adjudicate claims pursuant to clause (ii) abovesuch date. Any such run-out Liability and all related claims, charges, and expenses shall be settled in a manner consistent with past practices and policies, including an interim accounting and a final accounting between Trident Tyco, Healthcare and FountainElectronics. As of the Fountain Distribution Date, the reserve included in TridentTyco’s financial statements for “Incurred But Not Reported” medical and dental expenses (A) attributable to Fountain Healthcare Employees and Former Fountain Healthcare Employees shall be transferred to FountainHealthcare, and (B) attributable to Electronics Employees and Former Electronics Employees shall be transferred to Electronics. (iviii) As of the date that the Fountain Healthcare Health Plans are established, any COBRA Liabilities attributable to any Fountain Healthcare Employee or Former Fountain Employees Healthcare Employee (or a qualified beneficiary, as such term is defined under COBRA, beneficiary of such individuals) that were originally obligations under the Trident Tyco Health Plans shall become a Fountain Healthcare Liability. Effective as of the date Fountain Healthcare Employees cease participating in the Trident Tyco Health Plans, Fountain Healthcare shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Fountain Healthcare Health Plans for Fountain Healthcare Employees, Former Fountain Healthcare Employees and their qualified beneficiaries (as such term is defined under COBRA) regardless as to whether such obligation arose under the Trident Tyco Health Plans or the Fountain Healthcare Health Plans. (iv) As of the date that the Electronics Health Plans are established, any COBRA Liabilities attributable to any Electronics Employee or Former Electronics Employees (or a qualified beneficiary of such individuals) that were originally obligations under the Tyco Health Plans shall become an Electronics Liability. Effective as of the date Electronics Employees cease participating in the Tyco Health Plans, Electronics shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Electronics Health Plans for Electronics Employees, Former Electronics Employees and their qualified beneficiaries (as such term is defined under COBRA) regardless as to whether such obligation arose under the Tyco Health Plans or the Electronics Health Plans. (v) The Fountain Healthcare Health Plan and the Electronics Health Plan shall each provide that each eligible Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee, as applicable, will receive credit in 2012 2007 for any co-payments and deductibles paid under a Trident Tyco Health Plan prior to the Fountain Distribution Date in satisfying any applicable deductible or out-of-pocket requirements under the Fountain Healthcare Health Plan or the Electronics Health Plan, as applicable. The Fountain Healthcare Health Plan and the Electronics Health Plan shall each also provide that it they shall cover any pre-existing conditions that are covered recognized under the Trident Tyco Health Plan. Additionally, the Fountain Healthcare Health Plan and the Electronics Health Plan shall each also provide any other similar benefit in order to provide coverage that is substantially generally unchanged from the same as the Trident Tyco Health Plan.

Health Plans. (i) Trident Not later than the Distribution Date, Healthcare shall cause Fountain to establish the Fountain Healthcare Health Plans (including and Electronics shall establish the Fountain Retiree Medical Electronics Health Plans) , each effective no later than the Fountain Distribution Date and, correspondingly, Fountain Healthcare Employees and their dependents Electronics Employees shall cease participating in the Trident Tyco Health Plans on the dates the new plans are established and effectiveestablished. The newly established Fountain Healthcare Health Plans and Electronics Health Plans shall be substantially similar to the Trident Tyco Health Plans. After the Fountain Distribution Date (except as otherwise provided below): (A) Fountain Healthcare shall be solely responsible for the management and administration of the Fountain Healthcare Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Fountain Healthcare Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint members to a plan administrator benefits review committee to review Healthcare Health Plan claims, (B) Electronics shall be solely responsible for the management and a HIPAA privacy officialadministration of the Electronics Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Electronics Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint members to a claims and appeals process with its claims administrator(s)benefits review committee to review Electronics Health Plan claims, and (BC) Trident Tyco shall retain sole responsibility for all Liabilities under the Trident Tyco Health Plans and sole responsibility for the payment of all employer-related costs in maintaining the Trident Tyco Health Plans, and for the collection and remittance of participant contributions and premiums. (ii) Except as provided below, Fountain Healthcare or Electronics, as appropriate, shall be solely responsible for the adjudication of any claims filed by a Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee (or any dependent thereof) before, on or after before the Fountain Distribution Date under a Trident Tyco Health Plan, Healthcare Health Plan or Fountain Electronics Health Plan. Notwithstanding the previous sentence, Trident Tyco shall be solely responsible for the adjudication of any claims filed by a Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee (or any dependent thereof) under a Trident Tyco Health Plan, Healthcare Health Plan or Fountain Electronics Health Plan before the Fountain Distribution Date that (A) has not been finally adjudicated by Trident Tyco on the day immediately preceding the Fountain Distribution Date; and (B) under the applicable claims procedure, TridentTyco’s plan administrator or other authorized person or committee will have a less than sixty (60) day period after the Fountain Distribution Date to respond to such claim. Notwithstanding the previous sentence, if TridentTyco’s response to such claim does not finally adjudicate the claim, Trident Tyco shall immediately upon sending its response to the claimant transfer administration of such claim to Fountain Healthcare or Electronics, as appropriate, for final adjudication. (iii) Any determination made or settlements entered into by Trident Tyco prior to the Fountain Distribution Date with respect to claims incurred under the Trident Tyco Health Plans by Fountain Healthcare Employees, Former Healthcare Employees, Electronics Employees and Former Fountain Electronic Employees (or any dependent thereof) shall be final and binding on Fountain and Trident, as the case may bebinding. On and after the Fountain Distribution Date, Fountain Healthcare and Electronics shall retain financial and administrative (“run-out”out “) Liability and all related obligations and responsibilities for all claims incurred by Fountain their respective employees and former employees while Healthcare Employees, Former Healthcare Employees, Electronics Employees and Former Fountain Employees (or any dependent thereof) while Fountain Employees and Former Fountain Electronics Employees are participants in the Trident Tyco Health Plans, including any claims that were administered by Trident Tyco as of, on, or after the Fountain Distribution Date and in a manner consistent with Section 6.7(a)(ii6.8(a)(ii), except to the extent that Trident retains the obligation and responsibility to adjudicate claims pursuant to clause (ii) above. Any such run-out Liability and all related claims, charges, and expenses shall be settled in a manner consistent with past practices and policies, including an interim accounting and a final accounting between Trident Tyco, Healthcare and FountainElectronics. As of the Fountain Distribution Date, the reserve included in TridentTyco’s financial statements for “Incurred But Not Reported” medical and dental expenses (A) attributable to Fountain Healthcare Employees and Former Fountain Healthcare Employees shall be transferred to FountainHealthcare, and (B) attributable to Electronics Employees and Former Electronics Employees shall be transferred to Electronics. (iv) As of the date that the Fountain Healthcare Health Plans are established, any COBRA Liabilities attributable to any Fountain Healthcare Employee or Former Fountain Employees Healthcare Employee (or a qualified beneficiary, as such term is defined under COBRA, beneficiary of such individuals) that were originally obligations under the Trident Tyco Health Plans shall become a Fountain Healthcare Liability. Effective as of the date Fountain Healthcare Employees cease participating in the Trident Tyco Health Plans, Fountain Healthcare shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Fountain Healthcare Health Plans for Fountain Healthcare Employees, Former Fountain Healthcare Employees and their qualified beneficiaries (as such term is defined under COBRA) regardless as to whether such obligation arose under the Trident Tyco Health Plans or the Fountain Healthcare Health Plans. (v) As of the date that the Electronics Health Plans are established, any COBRA Liabilities attributable to any Electronics Employee or Former Electronics Employees (or a qualified beneficiary of such individuals) that were originally obligations under the Tyco Health Plans shall become an Electronics Liability. Effective as of the date Electronics Employees cease participating in the Tyco Health Plans, Electronics shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Electronics Health Plans for Electronics Employees, Former Electronics Employees and their qualified beneficiaries (as such term is defined under COBRA) regardless as to whether such obligation arose under the Tyco Health Plans or the Electronics Health Plans. (vi) The Fountain Healthcare Health Plan and the Electronics Health Plan shall each provide that each eligible Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee, as applicable, will receive credit in 2012 2007 for any co-payments and deductibles paid under a Trident Tyco Health Plan prior to the Fountain Distribution Date in satisfying any applicable deductible or out-of-pocket requirements under the Fountain Healthcare Health Plan or the Electronics Health Plan, as applicable. The Fountain Healthcare Health Plan and the Electronics Health Plan shall each also provide that it they shall cover any pre-existing conditions that are covered recognized under the Trident Tyco Health Plan. Additionally, the Fountain Healthcare Health Plan and the Electronics Health Plan shall each also provide any other similar benefit in order to provide coverage that is substantially the same as the Trident Tyco Health Plan.

Health Plans. (i) Trident Not later than the Distribution Date, Healthcare shall cause Fountain to establish the Fountain Healthcare Health Plans (including and Electronics shall establish the Fountain Retiree Medical Electronics Health Plans) , each effective no later than the Fountain Distribution Date and, correspondingly, Fountain Healthcare Employees and their dependents Electronics Employees shall cease participating in the Trident Tyco Health Plans on the dates the new plans are established and effectiveestablished. The newly established Fountain Healthcare Health Plans and Electronics Health Plans shall be substantially similar to the Trident Tyco Health Plans. After the Fountain Distribution Date (except as otherwise provided below): (A) Fountain Healthcare shall be solely responsible for the management and administration of the Fountain Healthcare Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Fountain Healthcare Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint members to a plan administrator benefits review committee to review Healthcare Health Plan claims, (B) Electronics shall be solely responsible for the management and a HIPAA privacy officialadministration of the Electronics Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Electronics Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint members to a claims and appeals process with its claims administrator(s)benefits review committee to review Electronics Health Plan claims, and (BC) Trident Tyco shall retain sole responsibility for all Liabilities benefit obligations under the Trident Tyco Health Plans and sole responsibility for the payment of all employer-related costs in maintaining the Trident Tyco Health Plans, and for the collection and remittance of participant contributions and premiums. (ii) Except as provided below, Fountain Healthcare or Electronics, as appropriate, shall be solely responsible for the adjudication of any claims filed by a Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee (or any dependent thereof) before, on or after before the Fountain Distribution Date under a Trident Tyco Health Plan, Healthcare Health Plan or Fountain Electronics Health Plan. Notwithstanding the previous sentence, Trident Tyco shall be solely responsible for the adjudication of any claims filed by a Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee (or any dependent thereof) under a Trident Tyco Health Plan, Healthcare Health Plan or Fountain Electronics Health Plan before the Fountain Distribution Date that (A) has not been finally adjudicated by Trident Tyco on the day immediately preceding the Fountain Distribution Date; and (B) under the applicable claims procedure, TridentTyco’s plan administrator or other authorized person or committee will have a less than sixty (60) day period after the Fountain Distribution Date to respond to such claim. Notwithstanding the previous sentence, if TridentTyco’s response to such claim does not finally adjudicate the claim, Trident Tyco shall immediately upon sending its response to the claimant transfer administration of such claim to Fountain Healthcare or Electronics, as appropriate, for final adjudication. (iii) Any determination made or settlements entered into by Trident Tyco prior to the Fountain Distribution Date with respect to claims incurred under the Trident Tyco Health Plans by Fountain Healthcare Employees, Former Healthcare Employees, Electronics Employees and Former Fountain Electronic Employees (or any dependent thereof) shall be final and binding on Fountain binding. Healthcare and Trident, as the case may be. On and after the Fountain Distribution Date, Fountain Electronics shall retain financial and administrative (“run-out”out “) Liability and all related obligations and responsibilities for all claims incurred by Fountain their respective employees and former employees while Healthcare Employees and Former Fountain Employees (or any dependent thereof) while Fountain Employees and Former Fountain Electronics Employees are participants in the Trident Tyco Health Plans, including any claims that were administered by Trident Tyco as of, on, or after the Fountain Distribution Date such date and in a manner consistent with Section 6.7(a)(ii6.8(a)(ii), except to the extent that Trident retains the obligation and responsibility to adjudicate claims pursuant to clause (ii) above. Any such run-out Liability and all related claims, charges, and expenses shall be settled in a manner consistent with past practices and policies, including an interim accounting and a final accounting between Trident Tyco, Healthcare and FountainElectronics. As of the Fountain Distribution Date, the reserve included in TridentTyco’s financial statements for “Incurred But Not Reported” medical and dental expenses (A) attributable to Fountain Healthcare Employees and Former Fountain Healthcare Employees shall be transferred to FountainHealthcare, and (B) attributable to Electronics Employees and Former Electronics Employees shall be transferred to Electronics. (iv) As of the date that the Fountain Healthcare Health Plans are established, any COBRA Liabilities attributable to any Fountain Healthcare Employee or Former Fountain Employees Healthcare Employee (or a qualified beneficiary, as such term is defined under COBRA, beneficiary of such individuals) that were originally obligations under the Trident Tyco Health Plans shall become a Fountain Healthcare Liability. Effective as of the date Fountain Healthcare Employees cease participating in the Trident Tyco Health Plans, Fountain Healthcare shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Fountain Healthcare Health Plans for Fountain Healthcare Employees, Former Fountain Healthcare Employees and their qualified beneficiaries (as such term is defined under COBRA) regardless as to whether such obligation arose under the Trident Tyco Health Plans or the Fountain Healthcare Health Plans. (v) As of the date that the Electronics Health Plans are established, any COBRA Liabilities attributable to any Electronics Employee or Former Electronics Employees (or a qualified beneficiary of such individuals) that were originally obligations under the Tyco Health Plans shall become an Electronics Liability. Effective as of the date Electronics Employees cease participating in the Tyco Health Plans, Electronics shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Electronics Health Plans for Electronics Employees, Former Electronics Employees and their qualified beneficiaries (as such term is defined under COBRA) regardless as to whether such obligation arose under the Tyco Health Plans or the Electronics Health Plans. (vi) The Fountain Healthcare Health Plan and the Electronics Health Plan shall each provide that each eligible Fountain Healthcare Employee, Former Healthcare Employee, Electronics Employee or Former Fountain Electronics Employee, as applicable, will receive credit in 2012 2007 for any co-payments and deductibles paid under a Trident Tyco Health Plan prior to the Fountain Distribution Date in satisfying any applicable deductible or out-of-pocket requirements under the Fountain Healthcare Health Plan or the Electronics Health Plan, as applicable. The Fountain Healthcare Health Plan and the Electronics Health Plan shall each also provide that it they shall cover any pre-existing conditions that are covered recognized under the Trident Tyco Health Plan. Additionally, the Fountain Healthcare Health Plan and the Electronics Health Plan shall each also provide any other similar benefit in order to provide coverage that is substantially generally unchanged from the same as the Trident Tyco Health Plan.

Health Plans. (i) Trident Tyco shall cause Fountain ADT NA to establish the Fountain ADT NA Health Plans (including the Fountain ADT North American R/SB Retiree Medical Plans) effective no later than the Fountain ADT NA Distribution Date and, correspondingly, Fountain ADT North American R/SB Employees and their dependents shall cease participating in the Trident Tyco Health Plans on the dates the new plans are established and effective. The newly established Fountain ADT NA Health Plans shall be substantially similar to the Trident Tyco Health Plans. After the Fountain ADT NA Distribution Date (except as otherwise provided below): (A) Fountain ADT NA shall be solely responsible for the management and administration of the Fountain ADT NA Health Plans and solely responsible for the payment of all employer-related costs in establishing and maintaining the Fountain ADT NA Health Plans, and for the collection and remittance of participant contributions and premiums and shall establish and appoint a plan administrator and a HIPAA privacy official, and shall establish a claims and appeals process with its claims administrator(s), and (B) Trident Tyco shall retain sole responsibility for all Liabilities under the Trident Tyco Health Plans and sole responsibility for the payment of all employer-related costs in maintaining the Trident Tyco Health Plans, and for the collection and remittance of participant contributions and premiums. (ii) Except as provided below, Fountain ADT NA shall be solely responsible for the adjudication of any claims filed by an ADT North American R/SB Employee or Former ADT North American R/SB Employee (or any dependent thereof) before, on or after the ADT NA Distribution Date under a Tyco Health Plan or ADT NA Health Plan. Notwithstanding the previous sentence, Tyco shall be solely responsible for the adjudication of any claims filed by a Fountain ADT North American R/SB Employee or Former Fountain Employee (or any dependent thereof) before, on or after the Fountain Distribution Date under a Trident Health Plan or Fountain Health Plan. Notwithstanding the previous sentence, Trident shall be solely responsible for the adjudication of any claims filed by a Fountain Employee or Former Fountain ADT North American R/SB Employee (or any dependent thereof) under a Trident Tyco Health Plan or Fountain ADT NA Health Plan before the Fountain ADT NA Distribution Date that (A) has not been finally adjudicated by Trident Tyco on the day immediately preceding the Fountain ADT NA Distribution Date; and (B) under the applicable claims procedure, TridentTyco’s plan administrator or other authorized person or committee will have a less than sixty (60) day period after the Fountain ADT NA Distribution Date to respond to such claim. Notwithstanding the previous sentence, if TridentTyco’s response to such claim does not finally adjudicate the claim, Trident Tyco shall immediately upon sending its response to the claimant transfer administration of such claim to Fountain ADT NA for final adjudication. (iii) Any determination made or settlements entered into by Trident Tyco prior to the Fountain ADT NA Distribution Date with respect to claims incurred under the Trident Tyco Health Plans by Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees (or any dependent thereof) shall be final and binding on Fountain ADT NA and TridentTyco, as the case may be. On and after the Fountain ADT NA Distribution Date, Fountain ADT NA shall retain financial and administrative (“run-out”) Liability and all related obligations and responsibilities for all claims incurred by Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees (or any dependent thereof) while Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees are participants in the Trident Tyco Health Plans, including any claims that were administered by Trident Tyco as of, on, or after the Fountain ADT NA Distribution Date and in a manner consistent with Section 6.7(a)(ii), except to the extent that Trident Tyco retains the obligation and responsibility to adjudicate claims pursuant to clause (ii) above. Any such run-out Liability and all related claims, charges, and expenses shall be settled in a manner consistent with past practices and policies, including an interim accounting and a final accounting between Trident Tyco and FountainADT NA. As of the Fountain ADT NA Distribution Date, the reserve included in TridentTyco’s financial statements for “Incurred But Not Reported” medical and dental expenses attributable to Fountain ADT North American R/SB Employees and Former Fountain ADT North American R/SB Employees shall be transferred to FountainADT NA. (iv) As of the date that the Fountain ADT NA Health Plans are established, any COBRA Liabilities attributable to any Fountain ADT North American R/SB Employee or Former Fountain ADT North American R/SB Employees (or a qualified beneficiary, as such term is defined under COBRA, of such individuals) that were originally obligations under the Trident Tyco Health Plans shall become a Fountain ADT North American R/SB Liability. Effective as of the date Fountain ADT North American R/SB Employees cease participating in the Trident Tyco Health Plans, Fountain ADT NA shall be solely responsible for compliance with the health care continuation coverage requirements of COBRA and the Fountain ADT NA Health Plans for Fountain ADT North American R/SB Employees, Former Fountain ADT North American R/SB Employees and their qualified beneficiaries regardless as to whether such obligation arose under the Trident Tyco Health Plans or the Fountain ADT NA Health Plans. (v) The Fountain ADT NA Health Plan shall provide that each eligible Fountain ADT North American R/SB Employee or Former Fountain ADT North American R/SB Employee, as applicable, will receive credit in 2012 for any co-payments and deductibles paid under a Trident Tyco Health Plan prior to the Fountain ADT NA Distribution Date in satisfying any applicable deductible or out-of-pocket requirements under the Fountain ADT NA Health Plan. The Fountain ADT NA Health Plan shall each also provide that it shall cover any pre-existing conditions that are covered under the Trident Tyco Health Plan. Additionally, the Fountain ADT NA Health Plan shall also provide any other similar benefit in order to provide coverage that is substantially the same as the Trident Tyco Health Plan.