Common use of Retiree Medical Clause in Contracts

Retiree Medical. (i) The Executive shall be entitled to receive retiree medical benefits during his lifetime in accordance with the eligibility requirements and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his spouse or dependents eligible at the time of retirement. The cost of such benefits for the Executive, his spouse and eligible dependents, will be 100% of the premiums and shall be reimbursed by the Company in accordance with the Company’s reimbursement practices, and in all events no later than December 31 of the year following the year in which the premiums were incurred, and in accordance with the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(iv) (or any similar or successor provisions). Depending on the plan, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) Upon reaching Medicare eligibility due to age, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse or eligible dependents as applicable. (iii) In the event that the Company terminates retiree access to medical and/or prescription benefits generally for retirees, the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription coverage under an individual policy or other group policy, subject to a maximum total annual reimbursement of one and one-half times the applicable premium of the plan in effect at the time retiree access is terminated at the appropriate coverage level, and subject to maximum annual inflation adjustment thereafter of five (5) percent. (iv) Upon the death of the Executive, a surviving spouse will continue eligibility and reimbursement as described above. Surviving dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the COBRA continuation period. (v) The Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicable.

Retiree Medical. (i) The Executive shall be entitled to receive retiree medical benefits during his the Executive’s lifetime in accordance with the eligibility requirements requirements, terms and conditions, and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his the individual who is the Executive’s spouse or dependents as of the date of the Executive’s termination of employment (the “Spouse”) and/or the individuals who are the Executive’s dependent children as of the date of the Executive’s termination of employment (the “Dependents”), to the extent eligible at the time of the Executive’s retirement, according to the terms and conditions of the Company’s retiree medical benefit plan. The cost of such benefits for the Executive, his spouse the Executive’s Spouse and eligible dependentsDependents, will be 100% of the premiums and shall will be reimbursed by the Company on an annual basis up to the date the Executive reaches Medicare eligibility due to age, at which point such reimbursement will cease. Such reimbursement shall be made in accordance with the Company’s reimbursement practices, and in all events no later than December 31 of the year following the year in which the premiums were incurred, and in accordance with the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(iv) (or any similar or successor provisions). Depending on the plan, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) Upon reaching Medicare eligibility due to age, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse the Executive’s Spouse or eligible dependents Dependents as applicable, and the reimbursement of premiums for such coverage by the Company shall cease. (iii) In The Company reserves the event that right to modify, suspend or discontinue any and all retiree medical plans, practices, policies and programs at any time without recourse by the Executive, so long as the Company takes such action generally with respect to other similarly situated officers; provided that, if the Company terminates retiree access to medical and/or prescription benefits generally for retirees, the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription coverage under an individual policy or other group policy, subject to a maximum total annual reimbursement of one and one-half (1½) times the applicable premium of the plan in effect at the time retiree access is terminated at the appropriate applicable coverage level, and subject to maximum annual inflation adjustment thereafter of five percent (5) percent%). (iv) Upon the death of the Executive, a surviving spouse Spouse will continue eligibility and reimbursement as described above. Surviving dependent Dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the COBRA continuation period. (v) The Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicable.

Retiree Medical. (i) The Executive shall be entitled to receive retiree medical benefits during his lifetime in accordance with the eligibility requirements and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his spouse or dependents eligible at the time of retirement. The cost of such benefits for the Executive, his spouse and eligible dependents, will be 100% of the premiums and shall be reimbursed by the Company in accordance with on an annual basis up to the Company’s date the Executive reaches Medicare eligibility due to age, at which point such reimbursement practices, and in all events no later than December 31 of the year following the year in which the premiums were incurred, and in accordance with the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(iv) (or any similar or successor provisions)shall cease. Depending on the plan, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) . Upon reaching Medicare eligibility due to age, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse or eligible dependents as applicable. (iii) , and the reimbursement of premiums for such coverage by the Company shall cease. In the event that the Company terminates retiree access to medical and/or prescription benefits generally for retirees, the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription coverage under an individual policy or other group policy, subject to a maximum total annual reimbursement of one and one-half times the applicable premium of the plan in effect at the time retiree access is terminated at the appropriate coverage level, and subject to maximum annual inflation adjustment thereafter of five (5) percent. (iv) . Upon the death of the Executive, a surviving spouse will continue eligibility and reimbursement as described above. Surviving dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the COBRA continuation period. (v) The Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicable.

Retiree Medical. SPX FLOW shall have no obligation to provide retiree medical benefits of any kind to Executive and the failure to offer retiree medical shall not constitute “Good Reason” under the Original Employment Agreement. Due to SPX FLOW not maintaining any retiree medical benefit plans for its employees, Section 4(g) of the Original Employment Agreement shall be replaced in its entirety as follows: (g) Annual Reimbursements of Post-Retirement Medical Coverage (i) The Executive shall be entitled to receive retiree medical benefits during his lifetime in accordance with the eligibility requirements and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his spouse Upon retirement (or dependents eligible at the time of retirement. The cost of such benefits for the Executive, his spouse and eligible dependents, will be 100% of the premiums and shall be reimbursed by the Company in accordance with the Company’s reimbursement practices, and in all events no later than December 31 of the year following the year in which termination of any health care continuation coverage provided under the premiums were incurredChange of Control Agreement, and in accordance with if later), if the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(ivExecutive (i) (or any similar or successor provisions). Depending on the planis at least age 55, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) Upon reaching Medicare eligibility due to agehas a minimum of five (5) years of continuous service, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse or eligible dependents as applicable. and (iii) In the event has a sum of age and continuous service that the Company terminates retiree access to medical and/or prescription benefits generally for retireestotals 65 or greater, then the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription drug coverage and premium cost under an individual policy or other group policy, policy for himself and his spouse or dependents eligible at the time of retirement. Such premium reimbursement is subject to a maximum total annual reimbursement reimbursement, based on his age during the year of reimbursement, of one and one-half times the applicable annual premium of the applicable retiree medical plan in effect at sponsored by SPX on or before the time retiree access Distribution Date. The applicable annual premium is terminated at the appropriate coverage level, and subject to an annual inflation adjustment as determined by the Company, with a maximum annual inflation adjustment thereafter of five (5) percent. For certainty purposes, the applicable annual premium for the pre-65 retiree medical plan coverage and post-65 retiree medical plan coverage described in the foregoing sentences for the calendar year 2015 is as set below. Individual: [·] [·] Family: [·] [·] (ii) The annual reimbursement to the Executive provided under this Section 4(g) will last until . (iviii) Upon the death of the Executive, a an eligible surviving spouse will continue eligibility and to receive reimbursement as described aboveprovided in this Section 4(g), which will continue until . Surviving dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the any applicable COBRA continuation period. (iv) All or a portion of the annual reimbursement provided in this Section 4(g) may be taxable. The reimbursement shall occur annually (or on such other periodic basis as agreed to by the Executive and the Company) in accordance with procedures reasonably set by the Company. The reimbursement will comply with Code Section 409A. (v) The For the avoidance of doubt, the Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces he is not eligible for any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicablesponsored retiree medical program.”

Retiree Medical. (i) The Executive shall be entitled to receive retiree medical benefits during his lifetime in accordance with the eligibility requirements and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his spouse or dependents eligible at the time of retirement. The cost of such benefits for the Executive, his spouse and eligible dependents, will be 100% of the premiums and shall be reimbursed by the Company in accordance with on an annual basis up to the Company’s date the Executive reaches Medicare eligibility due to age, at which point such reimbursement practices, and in all events no later than December 31 of the year following the year in which the premiums were incurred, and in accordance with the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(iv) (or any similar or successor provisions)shall cease. Depending on the plan, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) . Upon reaching Medicare eligibility due to age, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse or eligible dependents as applicable. (iii) In , and the event that reimbursement of premiums for such coverage by the Company shall cease. The Company reserves the right to modify, suspend or discontinue any and all retiree medical plans, practices, policies and programs at any time without recourse by the Executive, so long as the Company takes such action generally with respect to other similarly situated officers; provided that, if the Company terminates retiree access to medical and/or prescription benefits generally for retirees, the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription coverage under an individual policy or other group policy, subject to a maximum total annual reimbursement of one and one-half times the applicable premium of the plan in effect at the time retiree access is terminated at the appropriate applicable coverage level, and subject to maximum annual inflation adjustment thereafter of five percent (5) percent. (iv) %). Upon the death of the Executive, a surviving spouse will continue eligibility and reimbursement as described above. Surviving dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the COBRA continuation period. (v) The Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicable.

Retiree Medical. (i) The Executive shall be entitled to receive retiree medical benefits during his lifetime in accordance with the eligibility requirements and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his spouse or dependents eligible at the time of retirement. The cost of such benefits for the Executive, his spouse and eligible dependents, will be 100% of the premiums and shall be reimbursed by the Company on an annual basis up to the date the Executive reaches Medicare eligibility due to age, at which point such reimbursement shall cease. Such reimbursement shall be made in accordance with the Company’s reimbursement practices, and in all events no later than December 31 of the year following the year in which the premiums were incurred, and in accordance with the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(iv) (or any similar or successor provisions). Depending on the plan, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) . Upon reaching Medicare eligibility due to age, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse or eligible dependents as applicable. (iii) In , and the event that reimbursement of premiums for such coverage by the Company shall cease. The Company reserves the right to modify, suspend or discontinue any and all retiree medical plans, practices, policies and programs at any time without recourse by the Executive, so long as the Company takes such action generally with respect to other similarly situated officers; provided that, if the Company terminates retiree access to medical and/or prescription benefits generally for retirees, the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription coverage under an individual policy or other group policy, subject to a maximum total annual reimbursement of one and one-half times the applicable premium of the plan in effect at the time retiree access is terminated at the appropriate applicable coverage level, and subject to maximum annual inflation adjustment thereafter of five percent (5) percent. (iv) %). Upon the death of the Executive, a surviving spouse will continue eligibility and reimbursement as described above. Surviving dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the COBRA continuation period. (v) The Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicable.

Retiree Medical. SPX FLOW shall have no obligation to provide retiree medical benefits of any kind to Executive and the failure to offer retiree medical shall not constitute “Good Reason” under the Original Employment Agreement. Due to SPX FLOW not maintaining any retiree medical benefit plans for its employees, Section 4(g) of the Original Employment Agreement shall be replaced in its entirety as follows: (g) Annual Reimbursements of Post-Retirement Medical Coverage (i) The Executive shall be entitled to receive retiree medical benefits during his lifetime in accordance with the eligibility requirements and plan offerings for access to retiree medical benefits provided generally to full-time employees of the Company. The Executive may cover his spouse Upon retirement (or dependents eligible at the time of retirement. The cost of such benefits for the Executive, his spouse and eligible dependents, will be 100% of the premiums and shall be reimbursed by the Company in accordance with the Company’s reimbursement practices, and in all events no later than December 31 of the year following the year in which termination of any health care continuation coverage provided under the premiums were incurredChange of Control Agreement, and in accordance with if later), if the other requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(ivExecutive (i) (or any similar or successor provisions). Depending on the planis at least age 55, all or a portion of the reimbursement may be taxable. Such benefits shall include prescription drug coverage, but not dental or vision benefits unless included in the medical plan. (ii) Upon reaching Medicare eligibility due to agehas a minimum of five (5) years of continuous service, Medicare shall become the primary payor of medical/prescription benefits for the Executive, his spouse or eligible dependents as applicable. and (iii) In the event has a sum of age and continuous service that the Company terminates retiree access to medical and/or prescription benefits generally for retireestotals 65 or greater, then the Executive shall be entitled to an annual reimbursement from the Company upon proof of continued coverage for comparable medical and/or prescription drug coverage and premium cost under an individual policy or other group policy, policy for himself and his spouse or dependents eligible at the time of retirement. Such premium reimbursement is subject to a maximum total annual reimbursement reimbursement, based on his age during the year of reimbursement, of one and one-half times the applicable annual premium of the applicable retiree medical plan in effect at sponsored by SPX on or before the time retiree access Distribution Date as indicated below. Thereafter, the maximum total annual reimbursement is terminated at the appropriate coverage level, and subject to an annual inflation adjustment as determined by the Company, with a maximum annual inflation adjustment thereafter of five (5) percent, with such adjustment commencing as of the applicable calendar year indicated below. For certainty purposes, the applicable annual premium for the pre-65 retiree medical plan coverage and post-65 retiree medical plan coverage described in the foregoing sentences for the calendar year indicated below is as set below. Individual: [·] [·] Family: [·] [·] (ii) The annual reimbursement to the Executive provided under this Section 4(g) will last until . (iviii) Upon the death of the Executive, a an eligible surviving spouse will continue eligibility and to receive reimbursement as described aboveprovided in this Section 4(g), which will continue until . Surviving dependent children will not receive premium reimbursement beyond the COBRA continuation period. For all other COBRA qualifying events other than the death of the Executive, reimbursement will cease upon commencement of the any applicable COBRA continuation period. (iv) All or a portion of the annual reimbursement provided in this Section 4(g) may be taxable. The reimbursement shall occur annually (or on such other periodic basis as agreed to by the Executive and the Company) in accordance with procedures reasonably set by the Company. The reimbursement will comply with Code Section 409A. (v) The For the avoidance of doubt, the Executive acknowledges and agrees that the benefit provided under this Section 4(g) replaces he is not eligible for any and all benefits the Executive may have been entitled to under the SPX Corporation Retirement Health Plan for Top Management, if applicablesponsored retiree medical program.”