Welfare Plan Participation Sample Clauses

Welfare Plan Participation. The Purchaser shall waive any limitations as to pre-existing conditions, exclusions and waiting periods with respect to participation and coverage requirements applicable to the Transferred Employees under any welfare plan in which the Transferred Employees may be eligible to participate after the Closing Date; provided, however, that no such waiver shall apply to a pre-existing condition of any Transferred Employee or any dependent or beneficiary thereof, who was, immediately prior to the Closing Date, excluded from participation in a welfare plan maintained or contributed to for the benefit of such Transferred Employee or dependent or beneficiary by nature of such pre-existing condition. The Purchaser agrees that the Transferred Employees shall be given credit for all annual deductibles, co-payments and out-of-pocket maximums, paid or accumulated under any welfare benefit plan of an Asset Seller or a Mexican Subsidiary during the applicable plan’s fiscal year for purposes of applying such deductibles, co-payments and out-of-pocket maximums to any applicable welfare benefit plan maintained, or contributed to, by the Purchaser on behalf of the Transferred Employees to the extent that such amounts were credited under an analogous Plan in such fiscal year. The Parties agree that the Asset Sellers and their Affiliates shall be responsible for claims by the Transferred Employees (and any dependents and beneficiaries thereof) who were employed by an Asset Seller immediately prior to the Closing under welfare plans that are incurred prior to the Closing Date (including claims that were incurred prior to the Closing Date but not reported until after the Closing Date) and the Purchaser shall be responsible for claims by the Transferred Employees under welfare plans that are incurred on or after the Closing Date. For purposes of the preceding sentence, a medical, dental, hospitalization or prescription drug claim shall be considered incurred when the services are rendered or the supplies provided, and not when the condition arose. The Parties agree that the Asset Sellers and their Affiliates shall be responsible for and shall have sole liability for satisfying the continuation coverage requirements for group health plans under Section 4980B of the U.S. Code (“COBRA”) for all employees or former employees of the Business (and any dependents or beneficiaries thereof) who are receiving COBRA continuation coverage as of the Closing Date or who are entitled to elect suc...