Common use of Transfer of Personnel Records and Authorizations Clause in Contracts

Transfer of Personnel Records and Authorizations. (a) Subject to any limitations imposed by applicable Law, on the Distribution Date, Ralcorp shall transfer and assign to Post any and all personnel records, all immigration documents, including I-9 forms and work authorizations, all payroll deduction authorizations and elections, whether voluntary or mandated by Law, including but not limited to any W-4 forms, Ralcorp and Post Reimbursement Accounts Plans, Retirement Plans, charitable giving, and purchases at the cafeterias, and all absence management records, Family and Medical Leave Act records, any beneficiary designations as the Parties may determine will be applicable following the Distribution, Flexible Spending Account enrollment confirmations, attendance, and return to work information (“Benefit Management Records”) relating to Post Participants. Ralcorp shall transfer and assign to Post all personnel records, immigration documents, payroll forms and benefit management records relating to Delayed Transfer Employees on the Transfer Date for each Delayed Transfer Employee. Subject to any limitations imposed by applicable Law, Ralcorp, however, may retain originals of, copies of, or access to personnel Records, immigration records, payroll forms and Benefit Management Records as long as necessary to provide services to Post (acting or on its behalf pursuant to the Transition Services Agreement between the Parties entered into as of the date of this Agreement). Immigration Records will, if and as appropriate, become a part of Post’s public access file. Post will use personnel records, payroll forms and benefit management records for lawful purposes only, including calculation of withholdings from wages and personnel management. It is understood that following the Distribution Date Ralcorp records may be maintained by Post (acting directly or through one of its Subsidiaries) pursuant to Post’s applicable records retention policy. The Parties shall comply with all applicable Laws relating to wage withholding, including with respect to the wage base. (b) Subject to any limitations imposed by applicable Law, on the Distribution Date, Post shall transfer and assign to Ralcorp all personnel records, all immigration documents, including I-9 forms and work authorizations, all payroll deduction authorizations and elections, whether voluntary or mandated by Law, including but not limited to W-4 forms and deductions for benefits such as insurance, and Benefit Management Records relating to Ralcorp Participants. Subject to any limitations imposed by applicable law, Post shall transfer and assign to Ralcorp all personnel records, immigration documents, payroll forms and benefit management records relating to Delayed Transfer Employees on the Transfer Date for each Delayed Transfer Employee. Post, however, may retain originals of, copies of, or access to personnel Records, immigration records, payroll forms and Benefit Management Records as long as necessary to provide services to Ralcorp (acting or on its behalf pursuant to the Transition Services Agreement entered into by the Parties as of the date of this Agreement). Immigration Records will, if and as appropriate, become a part of Ralcorp’s public access file. Post will use personnel records, payroll forms and benefit management records for lawful purposes only, including calculation of withholdings from wages and personnel management. It is understood that following the Distribution Date, Post records may be maintained by Ralcorp (acting directly or through one of its Subsidiaries) pursuant to Ralcorp’s applicable records retention policy. (c) In connection with any Ralcorp Welfare Plans, all information on file with a third-party administrator (including all information required to process claims and provide benefits under the applicable Welfare Plans) shall be transferred to the third-party administrator of the analogous Post Welfare Plans, unless prohibited by applicable Law.

Transfer of Personnel Records and Authorizations. (a) Subject to any limitations imposed by applicable Law, on as of the Distribution DateEffective Time, Ralcorp EPC shall transfer and assign to Post EHP any and all personnel records, all immigration documents, including I-9 forms and work authorizations, all payroll deduction authorizations and elections, whether voluntary or mandated by Law, including but not limited to any W-4 forms, Ralcorp EPC and Post EHP Reimbursement Accounts Plans, Retirement Plans, charitable giving, and purchases at the cafeterias, and all absence management records, Family and Medical Leave Act records, any beneficiary designations as the Parties may determine will be applicable following the Distribution, Flexible Spending Account enrollment confirmations, attendance, and return to work information (“Benefit Management Records”) relating to Post EHP Participants. Ralcorp shall transfer and assign to Post all personnel records, immigration documents, payroll forms and benefit management records relating to Delayed Transfer Employees on the Transfer Date for each Delayed Transfer Employee. Subject to any limitations imposed by applicable Law, RalcorpEPC, however, may retain originals of, copies of, or access to personnel Records, immigration records, payroll forms and Benefit Management Records as long as necessary to provide services to Post EHP (acting or on its behalf pursuant to the Transition Services Agreement a transition services agreement between the Parties entered into as of the date of this Agreement). Immigration Records will, if and as appropriate, become a part of PostEHP’s public access file. Post EHP will use personnel records, payroll forms and benefit management records for lawful purposes only, including calculation of withholdings from wages and personnel management. It is understood that following the Distribution Date Ralcorp Effective Time EPC records may be maintained by Post EHP (acting directly or through one of its Subsidiaries) pursuant to PostEHP’s applicable records retention policy. The Parties shall comply with all applicable Laws relating to wage withholding, including with respect to the wage base. (b) Subject to any limitations imposed by applicable Law, on as of the Distribution DateEffective Time, Post EHP shall transfer and assign to Ralcorp EPC all personnel records, all immigration documents, including I-9 forms and work authorizations, all payroll deduction authorizations and elections, whether voluntary or mandated by Law, including but not limited to W-4 forms and deductions for benefits such as insurance, and Benefit Management Records relating to Ralcorp EPC Participants. Subject to any limitations imposed by applicable law, Post shall transfer and assign to Ralcorp all personnel records, immigration documents, payroll forms and benefit management records relating to Delayed Transfer Employees on the Transfer Date for each Delayed Transfer Employee. PostEHP, however, may retain originals of, copies of, or access to personnel Records, immigration records, payroll forms and Benefit Management Records as long as necessary to provide services to Ralcorp EPC (acting or on its behalf pursuant to the Transition Services Agreement a transition services agreement entered into by the Parties as of the date of this Agreement). Immigration Records will, if and as appropriate, become a part of RalcorpEPC’s public access file. Post EHP will use personnel records, payroll forms and benefit management records for lawful purposes only, including calculation of withholdings from wages and personnel management. It is understood that following the Distribution DateEffective Time, Post EHP records may be maintained by Ralcorp EPC (acting directly or through one of its Subsidiaries) pursuant to RalcorpEPC’s applicable records retention policy. (c) In connection with any Ralcorp EPC Welfare Plans, all information on file with a third-party administrator (including all information required to process claims and provide benefits under the applicable Welfare Plans) shall be transferred to the third-party administrator of the analogous Post EHP Welfare Plans, unless prohibited by applicable Law. (d) To the extent consistent with applicable Law and the terms of the applicable Benefit Plans, all coverage elections, contribution elections, beneficiary designations and other elections and designations made by an EHP Participant while covered under an EPC Benefit Plan shall transfer to and apply with respect to and otherwise be recognized under the applicable EHP Benefit Plan with respect to such matters.

Transfer of Personnel Records and Authorizations. (a) Subject to any limitations imposed by applicable Law, on the Distribution Date, Ralcorp NTELOS shall transfer and assign to Post any and Wireline all personnel recordsrecords (“Personnel Records”), all immigration documents, including I-9 forms and work authorizationsauthorizations (“Immigration Records”), all payroll deduction authorizations and elections, whether voluntary or mandated by Lawlaw, including but not limited to any W-4 formsforms and deductions for benefits such as insurance, Ralcorp flexible spending and Post Reimbursement Accounts Plans, Retirement Plansretirement savings, charitable giving, and purchases at the cafeteriasdiscounts (“Payroll Forms”), and all absence management short term disability records, Family and Medical Leave Act records, any insurance beneficiary designations as the Parties may determine will be applicable following the Distributiondesignations, Flexible Spending Account flexible spending enrollment confirmations, attendance, and return to work information (“Benefit Management Records”) relating to Post Wireline Participants. Ralcorp NTELOS shall transfer and assign to Post Wireline all personnel recordsPersonnel Records, immigration documentsImmigration Records, payroll forms Payroll Forms and benefit management records Benefit Management Records relating to Delayed Transfer Employees on the Transfer Date for each the Delayed Transfer Employee. Subject to any limitations imposed by applicable Law, RalcorpNTELOS, however, may retain originals of, copies of, or access to personnel Personnel Records, immigration recordsImmigration Records, payroll forms Payroll Forms and Benefit Management Records as long as necessary to provide services to Post (acting Wireline or on its behalf pursuant to the a Transition Services Agreement between Agreement. Wireline shall transfer and assign to NTELOS all Personnel Records, Immigration Records, Payroll Forms and Benefit Management Records relating to NTELOS Delayed Transfer Employees on the Parties entered into Transfer Date for the NTELOS Delayed Transfer Employee. Wireline, however, may retain originals of, copies of, or access to Personnel Records, Immigration Records, Payroll Forms and Benefit Management Records as of the date of this long as necessary to provide services to NTELOS or on its behalf pursuant to a Transition Services Agreement). Immigration Records will, if and as appropriate, become a part of PostWireline’s and NTELOS’ public access filefiles. Post Wireline and NTELOS will use personnel recordsPersonnel Records, payroll forms Payroll Forms and benefit management records Benefit Management Records for all lawful purposes onlypurposes, including calculation of withholdings from wages and personnel management. It is understood that following the Distribution Date Ralcorp records may be maintained by Post (acting directly or through one of its Subsidiaries) pursuant to Post’s applicable records retention policy. The Parties shall comply with all applicable Laws relating to wage withholding, including with respect to the wage base. (b) Subject to any limitations imposed by applicable Law, on the Distribution Date, Post shall transfer and assign to Ralcorp all personnel records, all immigration documents, including I-9 forms and work authorizations, all payroll deduction authorizations and elections, whether voluntary or mandated by Law, including but not limited to W-4 forms and deductions for benefits such as insurance, and Benefit Management Records relating to Ralcorp Participants. Subject to any limitations imposed by applicable law, Post shall transfer and assign to Ralcorp all personnel records, immigration documents, payroll forms and benefit management records relating to Delayed Transfer Employees on the Transfer Date for each Delayed Transfer Employee. Post, however, may retain originals of, copies of, or access to personnel Records, immigration records, payroll forms and Benefit Management Records as long as necessary to provide services to Ralcorp (acting or on its behalf pursuant to the Transition Services Agreement entered into by the Parties as of the date of this Agreement). Immigration Records will, if and as appropriate, become a part of Ralcorp’s public access file. Post will use personnel records, payroll forms and benefit management records for lawful purposes only, including calculation of withholdings from wages and personnel management. It is understood that following the Distribution Date, Post records may be maintained by Ralcorp (acting directly or through one of its Subsidiaries) pursuant to Ralcorp’s applicable records retention policy. (c) In connection with any Ralcorp Welfare Plans, all information on file with a third-party administrator (including all information required to process claims and provide benefits under the applicable Welfare Plans) shall be transferred to the third-party administrator of the analogous Post Welfare Plans, unless prohibited by applicable Law.