Common use of Purchaser's Plans Clause in Contracts

Purchaser's Plans. Effective from and after the Closing (or, in the case of health insurance plans, the first day of the month following the month in which the Closing occurs if the Closing occurs in a month other than November 2013, or if the Closing occurs in November 2013, from and after January 1, 2014), Purchaser shall cause each Transitioning Employee and his or her eligible dependents to become eligible to participate immediately in each employee welfare benefit plan (as such term is defined in Section 3(1) of ERISA) sponsored, maintained or contributed to by Purchaser or any of its Subsidiaries and each other benefit arrangement sponsored, maintained or contributed to by Purchaser for the benefit of similarly situated employees of Purchaser (“Purchaser Health and Welfare Plans”). For purposes of each Purchaser Health and Welfare Plan providing medical, dental, pharmaceutical and/or vision benefits to any Transitioning Employee, Purchaser shall use its commercially reasonable efforts to cause all pre-existing condition exclusions, other than the pre-existing condition exclusion for transplants, and actively-at-work requirements of such plan to be waived for such employee and his or her covered dependents (“Seller Health and Welfare Plans”) in which such employee participated immediately prior to the Closing, and Purchaser shall use its commercially reasonable efforts to cause any eligible expenses incurred by such employee and his or her covered dependents during the portion of the plan year of the Seller Health and Welfare Plans ending on the date such employee’s participation in the corresponding Purchaser Health and Welfare Plan begins to be taken into account under such Purchaser Health and Welfare Plan for purposes of satisfying all deductible, coinsurance and maximum out-of pocket requirements applicable to such employee and his or her covered dependents for the applicable plan year as if such amounts had been paid in accordance with such Purchaser Health and Welfare Plan. In addition, provided that Seller currently provides long term disability to the Timberland Employees, Purchaser agrees to ensure that Purchaser’s Long Term Disability Plan recognizes each Transitioning Employee’s years of employment service with Seller to the extent permitted by such Long Term Disability Plan.

Purchaser's Plans. Effective from as of the Closing Date, Purchaser shall provide welfare benefits to Company Employees under welfare benefit plans maintained by Purchaser (the "PURCHASER'S WELFARE PLANS"). Purchaser's Welfare Plans shall provide Company Employees with either (a) welfare benefits substantially similar to those provided under Parent's Welfare Plans immediately prior to the Closing or (b) welfare benefits that are substantially similar to those provided to Purchaser's similarly situated employees. Purchaser will credit the Company Employees for their service with Parent, its Affiliates, the Companies (and any predecessors) for purposes of eligibility, benefit accruals, waiting periods or other qualification or eligibility for any benefit or privilege, under Purchaser's Welfare Plans in which Company Employees are allowed to participate after the Closing Closing, and any applicable vacation or severance policies or programs, but not to the extent such credit would result in a duplication of benefits. The Company Employees will be allowed by Purchaser to participate in Purchaser's Plans without being subject to any waiting periods or any restrictions or limitations for pre-existing conditions, except to the extent any such Company Employee has not satisfied any corresponding applicable waiting period, or limitation under the Company Benefit Plans. Purchaser's Welfare Plans shall credit each Company Employee (orincluding any spouses and dependents) with the amount, in if any, paid during the case of health insurance plans, the first day of the month following the month calendar year in which the Closing Date occurs or, if applicable, the Closing occurs in a month other than November 2013, or if the Closing occurs in November 2013, from and after January 1, 2014), Purchaser shall cause each Transitioning Employee and his or her eligible dependents to become eligible to participate immediately in each employee welfare benefit plan (as such term is defined in Section 3(1) of ERISA) sponsored, maintained or contributed to by Purchaser or any of its Subsidiaries and each other benefit arrangement sponsored, maintained or contributed to by Purchaser for the benefit of similarly situated employees of Purchaser (“Purchaser Health and Welfare Plans”). For purposes of each Purchaser Health and Welfare Plan providing medical, dental, pharmaceutical and/or vision benefits to any Transitioning Employee, Purchaser shall use its commercially reasonable efforts to cause all pre-existing condition exclusions, other than the pre-existing condition exclusion for transplants, and actively-at-work requirements of such plan to be waived for such employee and his or her covered dependents (“Seller Health and Welfare Plans”) in which such employee participated immediately prior to the Closing, and Purchaser shall use its commercially reasonable efforts to cause any eligible expenses incurred by such employee and his or her covered dependents during the portion end of the plan year of Transition Period, under the Seller Health Company Benefit Plans towards deductibles, co-pays and Welfare Plans ending on the date such employee’s participation in the corresponding Purchaser Health and Welfare Plan begins to be taken into account under such Purchaser Health and Welfare Plan for purposes of satisfying all deductible, coinsurance and maximum out-of of-pocket requirements applicable to such employee and his or her covered dependents for the applicable plan year as if such amounts had been paid in accordance with such Purchaser Health and Welfare Plan. In addition, provided that Seller currently provides long term disability to the Timberland Employees, Purchaser agrees to ensure that Purchaser’s Long Term Disability Plan recognizes each Transitioning Employee’s years of employment service with Seller to the extent permitted by such Long Term Disability Planmaximums.

Purchaser's Plans. Effective from and after Purchaser shall be responsible for the Closing (orsubmission of Purchaser’s plans to the Seller, in the case of health insurance which shall be subject to Seller’s reasonable written approval. Purchaser’s plans, which must be approved by Seller, shall include, by way of example, Purchaser’s development, construction, architectural, house grading and landscape plans. The exterior design and materials, including color and the first day location of all the month following Homes to be constructed by Purchaser on the month Lots shall be subject to Seller’s review and reasonable approval. Applications for all such approvals shall be made by Purchaser and submitted to Seller in which the Closing occurs if the Closing occurs in a month other than November 2013duplicate. If, subsequent to Seller’s approval, Purchaser’s plans or if the Closing occurs in November 2013, from and after January 1, 2014)revisions thereto require County approval, Purchaser shall cause each Transitioning Employee submit such plans or revisions to the County and his obtain approval from all reviewing and approving governmental entities in a diligent and timely manner. Purchaser agrees that (a) its failure to obtain plan approval as a result of Purchaser’s submission or her eligible dependents to become eligible to participate immediately in each employee welfare benefit plan revision of plans shall not delay any Closing (as such term is defined hereinafter defined) hereunder unless specifically agreed upon in writing by Seller; and (b) all costs associated with Purchaser’s plan submissions and revisions shall be at the sole cost and expense of Purchaser. Purchaser shall provide Seller with copies of any plans and/or plan revisions submitted to the County. Seller shall approve or reject Purchaser’s architectural plans pursuant to the provisions of Section 6.04(b), but in no event later than thirty (30) days after submission of the plans. Notwithstanding anything contained in this Section 1.02 or in Section 3(16.04(b) of ERISA) sponsoredto the contrary, maintained or contributed to Seller expressly acknowledges that all plans previously submitted by Purchaser and approved by Seller for the Homes built or any of its Subsidiaries and each other benefit arrangement sponsored, maintained or contributed to be built by Purchaser for in other sections of the benefit of similarly situated employees of Purchaser (“Purchaser Health and Welfare Plans”). For purposes of each Purchaser Health and Welfare Plan providing medical, dental, pharmaceutical and/or vision benefits to any Transitioning Employee, Purchaser shall use its commercially reasonable efforts to cause all pre-existing condition exclusions, other than the pre-existing condition exclusion for transplants, and actively-at-work requirements of such plan to be waived for such employee and his or her covered dependents (“Project are approved by Seller Health and Welfare Plans”) in which such employee participated immediately prior with respect to the Closing, and Purchaser shall use its commercially reasonable efforts to cause any eligible expenses incurred Lots covered by such employee and his or her covered dependents during the portion of the plan year of the Seller Health and Welfare Plans ending on the date such employee’s participation in the corresponding Purchaser Health and Welfare Plan begins to be taken into account under such Purchaser Health and Welfare Plan for purposes of satisfying all deductible, coinsurance and maximum out-of pocket requirements applicable to such employee and his or her covered dependents for the applicable plan year as if such amounts had been paid in accordance with such Purchaser Health and Welfare Planthis Agreement. In addition, Seller expressly acknowledges that Seller has approved Purchaser’s Xxxxxx 480 model, provided that Purchaser (i) shall not construct more than four (4) Xxxxxx 480 Homes on the Lots being acquired by Purchaser under this Agreement, and (ii) shall not build Xxxxxx 480 Homes on adjacent Lots. Furthermore, Seller currently provides long term disability and Purchaser expressly acknowledge that the Exterior Guidelines dated October 20, 2000 shall be modified with respect to the Timberland Employees, Purchaser agrees to ensure that Purchaser’s Long Term Disability Plan recognizes each Transitioning Employee’s years of employment service with Seller to the extent permitted Lots as shown on Exhibit “I” attached hereto and incorporated herein by such Long Term Disability Planreference.