Common use of Transfer of FRP Assets Clause in Contracts

Transfer of FRP Assets. Verizon will make available to FairPoint, not less than forty-five calendar days prior to the Distribution Date, a list of individuals who will become or continue to be Spinco Employees as of the Effective Time and who are participants in the FRP (the “FRP Participants”), together with the elections made prior to the Distribution Date with respect to such accounts through the Distribution Date. (i) FairPoint shall take all actions necessary and legally permissible to ensure that as of the Effective Time, it includes the FRP Participants in the Spinco Plan that constitutes a Code Section 125 plan and any flexible spending arrangements thereunder (“Spinco’s FSA”). FairPoint shall further take all actions necessary and legally permissible to amend Spinco’s FSA to provide that as of the Effective Time and for the plan year in which the Effective Time occurs, but not for any specific time thereafter, subject to any collective bargaining obligations, (A) the FRP Participants shall become participants in Spinco’s FSA as of the beginning of the FRP’s plan year and at the level of coverage provided under the FRP, (B) the FRP Participants’ salary reduction elections shall be taken into account for the remainder of Spinco’s FSA plan year as if made under Spinco’s FSA; and (C) Spinco’s FSA shall reimburse medical expenses incurred by the FRP Participants at any time during the FRP’s plan year (including claims incurred prior to the Effective Time but unpaid prior to the Effective Time), up to the amount of the FRP Participants’ election and reduced by amounts previously reimbursed by the FRP. (ii) Verizon shall take all actions necessary and legally permissible to amend the FRP to provide that the FRP Participants shall cease to be eligible for reimbursements from the FRP as of the Effective Time. (iii) As soon as practicable following the Effective Time, Verizon shall transfer to FairPoint, and FairPoint agrees to accept, those amounts (plus all related individual participant records and accountings) which represent the debit and credit balances under the FRP of the FRP Participants and the transfer of such amounts shall take into account on a net basis participants’ payroll deductions and claims paid through the Effective Time. Verizon represents and covenants that as of the Effective Time it has or shall have properly withheld from the pay of FRP Participants all amounts in accordance with their FRP elections.

Transfer of FRP Assets. Verizon will make available to FairPoint, not less than forty-five calendar days prior to the Distribution Date, a list of individuals who will become or continue to be Spinco Employees as of the Effective Time and who are participants in the FRP (the “"FRP Participants”"), together with the elections made prior to the Distribution Date with respect to such accounts through the Distribution Date. (i) FairPoint shall take all actions necessary and legally permissible to ensure that as of the Effective Time, it includes the FRP Participants in the Spinco Plan that constitutes a Code Section 125 plan and any flexible spending arrangements thereunder (“"Spinco’s 's FSA”"). FairPoint shall further take all actions necessary and legally permissible to amend Spinco’s 's FSA to provide that as of the Effective Time and for the plan year in which the Effective Time occurs, but not for any specific time thereafter, subject to any collective bargaining obligations, (A) the FRP Participants shall become participants in Spinco’s 's FSA as of the beginning of the FRP’s 's plan year and at the level of coverage provided under the FRP, (B) the FRP Participants’ ' salary reduction elections shall be taken into account for the remainder of Spinco’s 's FSA plan year as if made under Spinco’s 's FSA; and (C) Spinco’s 's FSA shall reimburse medical expenses incurred by the FRP Participants at any time during the FRP’s 's plan year (including claims incurred prior to the Effective Time but unpaid prior to the Effective Time), up to the amount of the FRP Participants’ ' election and reduced by amounts previously reimbursed by the FRP. (ii) Verizon shall take all actions necessary and legally permissible to amend the FRP to provide that the FRP Participants shall cease to be eligible for reimbursements from the FRP as of the Effective Time. (iii) As soon as practicable following the Effective Time, Verizon shall transfer to FairPoint, and FairPoint agrees to accept, those amounts (plus all related individual participant records and accountings) which represent the debit and credit balances under the FRP of the FRP Participants and the transfer of such amounts shall take into account on a net basis participants’ ' payroll deductions and claims paid through the Effective Time. Verizon represents and covenants that as of the Effective Time it has or shall have properly withheld from the pay of FRP Participants all amounts in accordance with their FRP elections.

Transfer of FRP Assets. Verizon will make available to FairPointIdearc, not less than forty-five calendar days prior to the Distribution DateDistribution, a list of individuals who will become Idearc Employees or continue to be Spinco Former VIS Employees as of the Effective Time Distribution Date and who are participants in the FRP (including those participating pursuant to an election under COBRA, the “FRP Participants”), together with the elections made prior to the Distribution Date with respect to such accounts through the Distribution Date. (i) FairPoint Idearc shall take all actions necessary and legally permissible to ensure that as of the Effective TimeDistribution Date, it includes the FRP Participants in the Spinco any Idearc Plan that constitutes a Code Section 125 plan and any flexible spending arrangements thereunder (the “Spinco’s Idearc FSA”). FairPoint Idearc shall further take all actions necessary and legally permissible to amend Spinco’s the Idearc FSA to provide that as of the Effective Time Distribution Date and for the plan year in which the Effective Time Distribution Date occurs, but not for any specific time thereafter, subject to any collective bargaining obligations, (A) the FRP Participants shall become participants in Spinco’s the Idearc FSA as of the beginning of the FRP’s plan year and at the level of coverage provided under the FRP, ; (B) the FRP Participants’ salary reduction elections shall be taken into account for the remainder of Spinco’s the Idearc FSA plan year as if made under Spinco’s the Idearc FSA; and (C) Spinco’s the Idearc FSA shall reimburse medical expenses incurred by the FRP Participants at any time during the FRP’s plan year (including claims incurred prior to the Effective Time Closing Date but unpaid prior to the Effective TimeClosing Date), up to the amount of the FRP Participants’ election and reduced by amounts previously reimbursed by the FRP. (ii) Verizon shall take all actions necessary and legally permissible to amend the FRP to provide that the FRP Participants shall cease to be eligible for reimbursements from the FRP as of the Effective TimeDistribution Date. (iii) As soon as practicable following the Effective TimeDistribution Date, Verizon shall transfer to FairPoint, Idearc and FairPoint Idearc agrees to accept, those amounts (plus all related individual participant records and accountings) which represent the debit and credit balances under the FRP of the FRP Participants Participants, and the transfer of such amounts shall take into account on a net basis participants’ payroll deductions and claims paid through the Effective TimeDistribution Date. Verizon represents and covenants that as of the Effective Time Distribution Date it has or shall have properly withheld from the pay of applicable FRP Participants all amounts in accordance with their FRP elections.

Transfer of FRP Assets. Verizon will make available to FairPointFrontier, not less than forty-five calendar 30 business days prior to the Distribution DateEffective Time, a list of individuals who will become or continue to be Spinco Employees as of the Effective Time and who are participants in the FRP (the “FRP Participants”), together with the elections made prior to the Distribution Date Effective Time with respect to such accounts through the Distribution DateEffective Time. (i) FairPoint Frontier shall take all actions necessary and legally permissible to ensure that as of the Effective Time, it includes the FRP Participants in the Spinco Plan that constitutes a Code Section 125 plan and any flexible spending arrangements thereunder (“Spinco’s Spinco FSA”). FairPoint Frontier shall further take all actions necessary and legally permissible to amend Spinco’s FSA to provide that as of the Effective Time and for the plan year in which the Effective Time occurs, but not for any specific time thereafter, subject to any collective bargaining obligations, , (A) the FRP Participants shall become participants in Spinco’s FSA as of the beginning of the FRP’s plan year and at the level of coverage provided under the FRP, (B) the FRP Participants’ salary reduction elections shall be taken into account for the remainder of Spinco’s FSA plan year as if made under SpincoFrontier’s FSA; and (C) SpincoFrontier’s FSA shall reimburse medical expenses incurred by the FRP Participants at any time during the FRP’s plan year (including including, but not limited to, claims incurred prior to the Effective Time but unpaid prior to the Effective Time), up to the amount of the FRP Participants’ election and reduced by amounts previously reimbursed by the FRP. (ii) Verizon shall take all actions necessary and legally permissible to amend the FRP to provide that the FRP Participants shall cease to be eligible for reimbursements from the FRP as of the Effective Time. (iii) As soon as practicable following the Effective Time, Verizon shall transfer to FairPointFrontier, and FairPoint Frontier agrees to accept, those amounts (plus all related individual participant records and accountings) which represent the debit and credit balances under the FRP of the FRP Participants and the transfer of such amounts shall take into account on a net basis participants’ payroll deductions and claims paid through the Effective Time. Verizon represents and covenants that as of the Effective Time it has or shall have properly withheld from the pay of FRP Participants all amounts in accordance with their FRP elections.