Common use of Pre-Separation Benefit Plan Matters Clause in Contracts

Pre-Separation Benefit Plan Matters. Following the AOL Employee Transfer Time, the members of the AOL Group shall remain responsible for reimbursing the members of the TWX Group for costs relating to compensation and benefits provided to the AOL Employees as a result of participation in the TWX Benefit Plans prior to the AOL Employee Transfer Time that are not charged directly to the members of the AOL Group (such costs, the “TWX Benefit Plan Costs”); provided, however, that, except as otherwise specifically provided in this Agreement, in no event shall any member of the AOL Group be required to reimburse any member of the TWX Group for the cost of any compensation or benefits provided to a TWX Transferred Employee that relates to a period prior to the applicable TWX Transferred Employee Transfer Time. Furthermore, following the AOL Employee Transfer Time, the members of the TWX Group shall reimburse the members of the AOL Group for any rebates or reimbursements received by a member of the TWX Group from any third party (whether from a vendor, a taxing authority or any other third party) that relates to amounts paid by a member of the AOL Group prior to the AOL Employee Transfer Time in connection with participation by AOL Employees in any TWX Benefit Plan (such refunds and rebates, the “TWX Benefit Plan Rebates”). Any amount that a member of the TWX Group owes to a member of the AOL Group in respect of the TWX Benefit Plan Rebates shall reduce the amount payable by the members of the AOL Group to the members of the TWX Group in respect of the TWX Benefit Plan Costs for the relevant calendar quarter. The timing of the obligations of AOL and TWX with respect to the TWX Benefit Plan Costs and the TWX Benefit Plan Rebates is set forth in Section 15.01.

Pre-Separation Benefit Plan Matters. Following the AOL Employee Transfer Time, the members (a) Schedule 16.02(a) sets forth a list of the AOL Group shall remain responsible for reimbursing the members types of the TWX Group for costs relating to compensation and benefits provided to the AOL Time Employees, Salary Continuation Former Employees and Former Time Employees as a result of participation in the TWX Benefit Plans prior to the AOL Employee Transfer Time Distribution Date for which a member of the TWX Group has incurred costs that are not charged directly to the members of the AOL Time Group (such costs, the “TWX Benefit Plan Costs”). Following the Distribution, the members of the Time Group shall remain responsible for reimbursing the members of the TWX Group for all TWX Benefit Plan Costs; provided, however, that, except as otherwise specifically provided in this Agreement, in no event shall any member of the AOL Time Group be required to reimburse any member of the TWX Group for the cost of (i) any compensation or benefits provided to a TWX Transferred To Time Employee that relates to a period prior to the applicable Transfer Time or (ii) any Benefit Plan related Liabilities for which the TWX Transferred Employee Transfer TimeGroup remains responsible pursuant to this Agreement. Furthermore, following the AOL Employee Transfer TimeDistribution, the members of the TWX Group shall reimburse the members of the AOL Time Group for any rebates or reimbursements received by a member of the TWX Group from any third party (whether from a vendor, a taxing authority Governmental Authority or any other third party) that relates relate to amounts paid by a member of the AOL Time Group prior pursuant to this Agreement or the AOL Employee Transfer Time TSA in connection with participation by AOL Time Employees, Salary Continuation Former Employees and Former Time Employees in any TWX Benefit Plan (such refunds and rebates, the “TWX Benefit Plan Rebates”). Any amount that a member of , which amounts shall be paid quarterly pursuant to Section 18.02 to the TWX Group owes to a member of the AOL Group in respect of extent the TWX Benefit Plan Rebates shall reduce the amount payable by the members of the AOL Group to the members of the TWX Group in respect of exceed the TWX Benefit Plan Costs for the relevant calendar that quarter. The timing of the obligations of AOL and TWX with respect to the TWX Benefit Plan Costs and the TWX Benefit Plan Rebates is set forth in Section 15.01.

Pre-Separation Benefit Plan Matters. Following the AOL Employee Transfer Time, the members Schedule 16.02 sets forth a list of the AOL Group shall remain responsible for reimbursing the members types of the TWX Group for costs relating to compensation and benefits provided to the AOL Time Employees, Salary Continuation Former Employees and Former Time Employees as a result of participation in the TWX Benefit Plans prior to the AOL Employee Transfer Time Distribution Date for which a member of the TWX Group has incurred costs that are not charged directly to the members of the AOL Time Group (such costs, the “TWX Benefit Plan Costs”). Following the Distribution, the members of the Time Group shall remain responsible for reimbursing the members of the TWX Group for all TWX Benefit Plan Costs; provided, however, that, except as otherwise specifically provided in this Agreement, in no event shall any member of the AOL Time Group be required to reimburse any member of the TWX Group for the cost of (a) any compensation or benefits provided to a TWX Transferred To Time Employee that relates to a period prior to the applicable Transfer Time or (b) any Benefit Plan related Liabilities for which the TWX Transferred Employee Transfer TimeGroup remains responsible pursuant to this Agreement. Furthermore, following the AOL Employee Transfer TimeDistribution, the members of the TWX Group shall reimburse the members of the AOL Time Group for any rebates or reimbursements received by a member of the TWX Group from any third party (whether from a vendor, a taxing authority Governmental Authority or any other third party) that relates relate to amounts paid by a member of the AOL Time Group prior pursuant to this Agreement or the AOL Employee Transfer Time TSA in connection with participation by AOL Time Employees, Salary Continuation Former Employees and Former Time Employees in any TWX Benefit Plan (such refunds and rebates, the “TWX Benefit Plan Rebates”). Any amount that a member of , which amounts shall be paid quarterly pursuant to Section 18.02 to the TWX Group owes to a member of the AOL Group in respect of extent the TWX Benefit Plan Rebates shall reduce the amount payable by the members of the AOL Group to the members of the TWX Group in respect of exceed the TWX Benefit Plan Costs for the relevant calendar that quarter. The timing of the obligations of AOL and TWX with respect to the TWX Benefit Plan Costs and the TWX Benefit Plan Rebates is set forth in Section 15.01.

Pre-Separation Benefit Plan Matters. Following the AOL Employee Transfer Time, the members of the AOL Group shall remain responsible for reimbursing the members of the TWX Group for costs relating to compensation and benefits provided to the AOL Employees as a result of participation in the TWX Benefit Plans prior to the AOL Employee Transfer Time that are not charged directly to the members of the AOL Group (such costs, the “TWX Benefit Plan Costs”); provided, however, that, except as otherwise specifically provided in this Agreement, in no event shall any member of the AOL Group be required to reimburse any member of the TWX Group for the cost of any compensation or benefits provided to a TWX Transferred Employee that relates to a period prior to the applicable TWX Transferred Employee Transfer Time. Furthermore, following the AOL Employee Transfer Time, the members of the TWX Group shall reimburse the members of the AOL Group for any rebates or reimbursements received by a member of the TWX Group from any third party (whether from a vendor, a taxing authority or any other third party) that relates to amounts paid by a member of the AOL Group prior to the AOL Employee Transfer Time in connection with participation by AOL Employees in any TWX Benefit Plan (such refunds and rebates, the “TWX Benefit Plan Rebates”). Any amount that a member of the TWX Group owes to a member of the AOL Group in respect of the TWX Benefit Plan Rebates shall reduce the amount payable by the members of the AOL Group to the members of the TWX Group in respect of the TWX Benefit Plan Costs for the relevant calendar quarter. The timing of the obligations of AOL and TWX with respect to the TWX Benefit Plan Costs and the TWX Benefit Plan Rebates is set forth in Section 15.01.. Table of Contents