Common use of Employee Compensation and Benefit Programs Clause in Contracts

Employee Compensation and Benefit Programs. As of the Effective Date, 6.9 all of the Debtors’ existing [retirement income]pension plans, welfare benefit plans, severance policies and other employee-related plans and programs set forth in Plan Supplement 7A, including [all ]the Debtors’ existing U.S. [and Canadian Pension Plans]qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, set forth in Plan Supplement 7A, shall remain in effect, as amended, and the plans and programs set forth in Plan Supplement 7B[ shall be terminated; ], including all of the Debtors’ existing non-qualified and non-registered plans, (such terminated non-qualified and non-registered plans and programs referred to herein as, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively referred to herein as the “Terminated Employee Plans”) shall be terminated and, to the extent applicable, deemed rejected pursuant to section 365 of the Bankruptcy Code. After the Effective Date, the Reorganized Debtors shall have the sole authority to terminate, amend or implement[ retirement income] U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, welfare benefit plans and other plans and programs for employees in accordance with the terms of such plans and applicable law. The form and substance of the employee compensation and benefit programs assumed by the Debtors set forth in Plan Supplement 7A shall be reasonably acceptable to the Creditors Committee. The Debtors’ or Reorganized Debtors’ performance of any employment agreement, plan or policy that is not a Terminated Employee Plan will not entitle any person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before the Effective Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in the Plan shall limit, diminish, or otherwise alter the Reorganized Debtors’ defenses, claims, Causes of Action, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Date, all retiree benefits (as that term is defined in section 1114 of the Bankruptcy Code), if any, shall continue to be paid in accordance with applicable law.

Employee Compensation and Benefit Programs. As of the Effective DateThe employment agreements and severance policies, 6.9 and all of the Debtors’ existing [retirement income]pension plansemployment, welfare compensation and benefit plans, severance policies and other employee-related plans policies, and programs set forth of the Company applicable to any of its employees and retirees, including, without limitation, all workers’ compensation programs, savings plans, retirement plans, deferred compensation plans, SERP plans, healthcare plans, disability plans, severance benefit plans, incentive plans, life and accidental death and dismemberment insurance plans listed on Schedule A attached hereto that are approved by, and with such additions, deletions, and modifications as may be required by, the Required Consenting Noteholders (collectively, the “Specified Employee Plans”), shall be maintained, continued in full force and effect and assumed by the Company (and assigned to the reorganized Stone Parties, if necessary) pursuant to section 365(a) of the Bankruptcy Code, either by a separate motion filed with the Bankruptcy Court or pursuant to the terms of the Plan. All claims arising from the Specified Employee Plans shall be treated in accordance with the Bankruptcy Code. Any plans, programs or arrangements that are not Specified Employee Plans relating to employees, compensation, or employee benefits shall be terminated or rejected, as appropriate. Tax Issues The Transaction shall, subject to the terms and conditions of the Support Agreement, be structured to achieve a tax-efficient structure, in a manner acceptable to the Company and the Required Consenting Noteholders. Exemption Under Section 1145 of the Bankruptcy Code The Plan Supplement 7Aand Confirmation Order shall provide that the issuance of any securities thereunder, including [all ]the Debtors’ existing New Notes, the New Equity Interests and the Warrants, will be exempt from securities laws in accordance with section 1145 of the Bankruptcy Code and such New Notes, New Equity Interests and Warrants shall be, following the Consummation Date, freely transferable by the respective holders thereof to the furthest extent permissible pursuant to section 1145 and applicable securities law and regulations (other than with respect to any such holders that are affiliates of the reorganized Company). Registration Rights The Company shall enter into a registration rights agreement with any party that receives 5% or more of the New Equity Interests. The registration rights agreement shall contain customary terms and conditions, including provisions with respect to demand rights, piggyback rights and blackout periods and shall be acceptable to the Consenting Noteholders in their sole discretion. SEC Reporting The Company shall continue as a public reporting company under applicable U.S. [securities laws and Canadian Pension Plans]qualified defined contribution plans shall continue to file annual, quarterly and Canadian registered defined benefit and defined contribution plans, set forth current reports in Plan Supplement 7A, shall remain in effectaccordance with the Securities Exchange Act of 1934, as amended, and the plans rules and programs set forth in Plan Supplement 7B[ regulations promulgated thereunder. Stock Exchange The Company shall be terminated; ]use commercially reasonable efforts to list the New Equity Interests for trading on the New York Stock Exchange, including all of the Debtors’ existing non-qualified and non-registered plans, (such terminated non-qualified and non-registered plans and programs referred to herein asThe NASDAQ Global Market, the “Terminated Pension Plans” and all such terminated NASDAQ Global Select Market or rejected plans and programs collectively referred to herein as the “Terminated Employee Plans”) shall be terminated and, to the extent applicable, deemed rejected pursuant to section 365 of the Bankruptcy Code. After the Effective Date, the Reorganized Debtors shall have the sole authority to terminate, amend or implement[ retirement income] U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, welfare benefit plans and any other plans and programs for employees in accordance with the terms of such plans and applicable law. The form and substance of the employee compensation and benefit programs assumed by the Debtors set forth in Plan Supplement 7A shall be national securities exchange reasonably acceptable to the Creditors Committee. The Debtors’ or Reorganized Debtors’ performance of any employment agreement, plan or policy that is not a Terminated Employee Plan will not entitle any person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before Stone Parties and the Effective Date, or restore, reinstate, or revive any Required Consenting Noteholders with such benefit or alleged entitlement under any such policy, program or plan. Nothing in the Plan shall limit, diminish, or otherwise alter the Reorganized Debtors’ defenses, claims, Causes of Action, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Date, all retiree benefits (as that term is defined in section 1114 of the Bankruptcy Code), if any, shall continue listing to be paid in accordance with applicable laweffective on the Consummation Date.

Employee Compensation and Benefit Programs. As of the Effective Date, 6.9 all of the Debtors’ existing [retirement income]pension pension plans, welfare benefit plans, severance policies and other employee-related plans and programs set forth in Plan Supplement 7Aprograms, including [all ]the Debtors’ existing U.S. [and Canadian Pension Plans]qualified qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, set forth in Plan Supplement 7A, shall remain in effect, as amended, and the plans and programs set forth in Plan Supplement 7B[ shall be terminated; ], including all of the Debtors’ existing non-qualified and non-non- registered plans, (such terminated non-qualified and non-registered plans and programs referred to herein as, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively referred to herein as the “Terminated Employee Plans”) shall be terminated and, to the extent applicable, deemed rejected pursuant to section 365 of the Bankruptcy Code. After the Effective Date, the Reorganized Debtors shall have the sole authority to terminate, amend or implement[ retirement income] implement U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, welfare benefit plans and other plans and programs for employees in accordance with the terms of such plans and applicable law. The form and substance of the employee compensation and benefit programs assumed by the Debtors set forth in Plan Supplement 7A shall be reasonably acceptable to the Creditors Committee. The Debtors’ or Reorganized Debtors’ performance of any employment agreement, plan or policy that is not a Terminated Employee Plan will not entitle any person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before the Effective Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in the Plan shall limit, diminish, or otherwise alter the Reorganized Debtors’ defenses, claims, Causes of Action, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Date, all retiree benefits (as that term is defined in section 1114 of the Bankruptcy Code), if any, shall continue to be paid in accordance with applicable law.

Employee Compensation and Benefit Programs. As of the Effective DateThe employment agreements and severance policies, 6.9 and all of the Debtors’ existing [retirement income]pension plansemployment, welfare compensation and benefit plans, severance policies and other employee-related plans policies, and programs set forth in Plan Supplement 7Aof the Company applicable to any of its employees and retirees, including [including, without limitation, all ]the Debtorsworkers’ existing U.S. [and Canadian Pension Plans]qualified defined contribution plans and Canadian registered defined benefit and defined contribution compensation programs, savings plans, set forth in Plan Supplement 7Aretirement plans, shall remain in effectdeferred compensation plans, as amendedSERP plans, healthcare plans, disability plans, severance benefit plans, incentive plans, life and accidental death and dismemberment insurance plans listed on Schedule A attached hereto that are approved by, and with such additions, deletions, and modifications as may be required by, the plans and programs set forth in Plan Supplement 7B[ shall be terminated; ], including all of the Debtors’ existing non-qualified and non-registered plans, Required Consenting Noteholders (such terminated non-qualified and non-registered plans and programs referred to herein ascollectively, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively referred to herein as the “Terminated Specified Employee Plans”) ), shall be terminated andmaintained, continued in full force and effect and assumed by the Company (and assigned to the extent applicablereorganized Stone Parties, deemed rejected if necessary) pursuant to section 365 365(a) of the Bankruptcy Code, either by a separate motion filed with the Bankruptcy Court or pursuant to the terms of the Plan. After All claims arising from the Effective Date, the Reorganized Debtors Specified Employee Plans shall have the sole authority to terminate, amend or implement[ retirement income] U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, welfare benefit plans and other plans and programs for employees be treated in accordance with the Bankruptcy Code. Any plans, programs or arrangements that are not Specified Employee Plans relating to employees, compensation, or employee benefits shall be terminated or rejected, as appropriate. Tax Issues The Transaction shall, subject to the terms of such plans and applicable law. The form and substance conditions of the employee compensation and benefit programs assumed by the Debtors set forth Support Agreement, be structured to achieve a tax-efficient structure, in Plan Supplement 7A shall be reasonably a manner acceptable to the Creditors CommitteeCompany and the Required Consenting Noteholders. Exemption Under Section 1145 of the Bankruptcy Code The Debtors’ or Reorganized Debtors’ performance Plan and Confirmation Order shall provide that the issuance of any employment agreementsecurities thereunder, plan or policy that is not a Terminated Employee Plan including the New Notes, the New Equity Interests and the Warrants, will not entitle any person to any benefit or alleged entitlement under any policybe exempt from securities laws in accordance with section 1145 of the Bankruptcy Code and such New Notes, programNew Equity Interests and Warrants shall be, or plan that has expired or been terminated before following the Effective Consummation Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in freely transferable by the Plan shall limit, diminish, or otherwise alter respective holders thereof to the Reorganized Debtors’ defenses, claims, Causes of Action, or furthest extent permissible pursuant to section 1145 and applicable securities law and regulations (other rights than with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Date, all retiree benefits (as holders that term is defined in section 1114 are affiliates of the Bankruptcy Codereorganized Company), if any, shall continue to be paid in accordance with applicable law.

Employee Compensation and Benefit Programs. As of the Effective Date, 6.9 all of the Debtors’ existing [retirement income]pension pension plans, welfare benefit plans, severance policies and other employee-related plans and programs set forth in Plan Supplement 7Aprograms, including [all ]the Debtors’ existing U.S. [and Canadian Pension Plans]qualified qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, set forth in Plan Supplement 7A, shall remain in effect, as amended, and the plans and programs set forth in Plan Supplement 7B[ shall be terminated; ], including all of the Debtors’ existing non-qualified and non-registered plans, (such terminated non-qualified and non-registered plans and programs referred to herein as, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively referred to herein as the “Terminated Employee Plans”) shall be terminated and, to the extent applicable, deemed rejected pursuant to section 365 of the Bankruptcy Code. After the Effective Date, the Reorganized Debtors shall have the sole authority to terminate, amend or implement[ retirement income] implement U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, welfare benefit plans and other plans and programs for employees in accordance with the terms of such plans and applicable law. The form and substance of the employee compensation and benefit programs assumed by the Debtors set forth in Plan Supplement 7A shall be reasonably acceptable to the Creditors Committee. The Debtors’ or Reorganized Debtors’ performance of any employment agreement, plan or policy that is not a Terminated Employee Plan will not entitle any person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before the Effective Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in the Plan shall limit, diminish, or otherwise alter the Reorganized Debtors’ defenses, claims, Causes of Action, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Date, all retiree benefits (as that term is defined in section 1114 of the Bankruptcy Code), if any, shall continue to be paid in accordance with applicable law.

Employee Compensation and Benefit Programs. As of the Effective Implementation Date, 6.9 all of the Debtors’ Applicants' existing [retirement income]pension income plans, welfare benefit plans, severance policies and other employee-related plans and programs set forth in a CCAA Plan Supplement [7A, including [all ]] under the Debtors’ existing U.S. [and Canadian Pension Plans]qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, set forth in Plan Supplement 7APlan, shall remain in effect, as amended, and the thesuch other plans and programs specifically set forth in another CCAA Plan Supplement [7B[ shall be terminated; ], including all of ] under the Debtors’ existing non-qualified and non-registered plans, (such terminated non-qualified and non-registered plans and programs referred to herein as, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively U.S. Plan(collectively referred to herein as the “"Terminated Employee Plans”") shall be terminated andterminated., to the extent applicablewithout compensation, deemed rejected pursuant to section 365 of the Bankruptcy Codein accordance with their terms. After the Effective Implementation Date, the Reorganized Debtors shall have the sole authority to terminate, amend or implement[ implement pension plans, retirement income] U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution income plans, welfare benefit plans and other plans and programs for employees in accordance with the terms of such plans and applicable lawLaw. #10517867 v42 The form and substance of the employee compensation and benefit programs assumed by the Debtors set forth in Plan Supplement 7A shall be reasonably acceptable to the Creditors Committee. The Debtors’ Applicants' or Reorganized Debtors’ ' performance of any employment agreement, plan or policy that is not a Terminated Employee Plan will not entitle any person Person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before the Effective Implementation Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in this CCAA Plan and the U.S. Plan shall limit, diminish, or otherwise alter the Reorganized Debtors’ ' defenses, claims, Causes causes of Actionaction, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Implementation Date, all retiree benefits (as that term is defined in section Section 1114 of the Bankruptcy Code), if any, shall continue to be paid in accordance with applicable lawLaw.

Employee Compensation and Benefit Programs. As of the Effective DateAll employment agreements and severance policies, 6.9 and all of the Debtors’ existing [retirement income]pension plansemployment, welfare compensation and benefit plans, severance policies and other employee-related plans policies, and programs set forth in Plan Supplement 7Aof the Company Parties applicable to any of its employees and retirees, including [including, without limitation, all ]the Debtorsworkers’ existing U.S. [and Canadian Pension Plans]qualified defined contribution plans and Canadian registered defined benefit and defined contribution compensation programs, savings plans, set forth in Plan Supplement 7Aretirement plans, deferred compensation plans, SERP plans, healthcare plans, disability plans, severance benefit plans, incentive plans, life and accidental death and dismemberment insurance plans, shall remain be treated under the Plan in effect, as amended, and a manner acceptable to the plans and programs set forth in Plan Supplement 7B[ shall be terminatedRequired Consenting Noteholders; ], including all provided that the assumption of the DebtorsCompany Parties’ existing (as applicable) key employee retention program for “Tier 2” non-qualified and non-registered plans, executive employees in an amount not to exceed $5 million in the aggregate (such terminated non-qualified and non-registered plans and programs referred to herein as, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively referred to herein as the “Terminated Employee PlansTier 2 KERP”) shall be terminated and, deemed acceptable to the extent applicableRequired Consenting Noteholders. Any amounts outstanding under the Tier 2 KERP shall be paid no later than the Plan Effective Date. Tax Issues As reasonably determined by the Company and the Required Consenting Noteholders, deemed rejected pursuant upon emergence from the Chapter 11 Cases, the reorganized Company may be structured as a real estate investment trust (“REIT”) and the Transaction shall, subject to the terms and conditions of the RSA, be structured to achieve a tax-efficient structure, in a manner reasonably acceptable to the Company and the Required Consenting Noteholders. Exemption from SEC Registration The issuance of all securities in connection with the Plan, including the New Notes, the New Convertible Notes (including any securities issued in the event of conversion thereof), in each case, if issued, and the New Common Equity Interests, will be exempt from registration with the U.S. Securities and Exchange Commission under section 365 1145 of the Bankruptcy Code. After Registration Rights The Company shall enter into a registration rights agreement with each of the Effective DateConsenting Noteholders and Consenting Crossholders (unless such Consenting Noteholder or Consenting Crossholder opts out) relating to the registration of the resale of the New Common Equity Interests (including any New Common Equity Interests issued upon the conversion of the New Convertible Notes, if any), and to the Reorganized Debtors extent the reorganized Company is not public post-emergence, shall have the sole authority to terminate, amend or implement[ retirement income] U.S. qualified defined contribution plans and Canadian registered defined benefit and defined contribution plans, welfare benefit plans and other plans and programs for employees in accordance with the terms of such plans and applicable lawbe post-IPO registration rights. The form registration rights agreement shall contain customary terms and substance of the employee compensation conditions, including provisions with respect to demand rights, piggyback rights, shelf rights (including as to minimum ownership requirements), and benefit programs assumed by the Debtors set forth in Plan Supplement 7A blackout periods and shall be reasonably acceptable to the Creditors CommitteeCompany and Required Consenting Noteholders. The Debtors’ or Reorganized Debtors’ performance of any employment agreementOther registration rights and terms to be determined by the Required Consenting Noteholders, plan or policy that is not a Terminated Employee Plan will not entitle any person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before the Effective Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in the Plan which shall limit, diminish, or otherwise alter the Reorganized Debtors’ defenses, claims, Causes of Action, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything be reasonably acceptable to the contrary contained herein, on and after the Effective Date, all retiree benefits (as that term is defined in section 1114 of the Bankruptcy Code), if any, shall continue to be paid in accordance with applicable lawCompany.

Employee Compensation and Benefit Programs. As Subject to the proviso below and the treatment of the Effective DateXxxxxxx Employment Agreement set forth in the Retirement Agreement and General Release, 6.9 all of the Debtors’ existing [retirement income]pension plansemployment agreements and severance policies, welfare and all employment, compensation and benefit plans, severance policies and other employee-related plans policies, and programs set forth in Plan Supplement 7Aof the Company applicable to any of its employees and retirees, including [including, without limitation, all ]the Debtorsworkers’ existing U.S. [and Canadian Pension Plans]qualified defined contribution plans and Canadian registered defined benefit and defined contribution compensation programs, savings plans, set forth in Plan Supplement 7A, shall remain in effect, as amended, and the plans and programs set forth in Plan Supplement 7B[ shall be terminated; ], including all of the Debtors’ existing non-qualified and non-registered retirement plans, SERP plans, healthcare plans, disability plans, severance benefit plans, incentive plans, life and accidental death and dismemberment insurance plans listed on Schedule A attached hereto (such terminated non-qualified and non-registered plans and programs referred to herein ascollectively, the “Terminated Pension Plans” and all such terminated or rejected plans and programs collectively referred to herein as the “Terminated Specified Employee Plans”) ), shall be terminated and, assumed by the Company (and assigned to the extent applicablereorganized Chaparral Parties, deemed rejected if necessary) pursuant to section 365 365(a) of the Bankruptcy Code. After , either by a separate motion filed with the Bankruptcy Court or pursuant to the terms of the Plan; provided, that the employments agreements of K. Xxxx Xxxxxxxx, Xxxxxx X. Xxxxx, and Xxxxx X. Xxxxxx shall, as of the Plan Effective Date, the Reorganized Debtors shall have the sole authority to terminatebe amended and restated as provided on Exhibits 1(a), amend or implement[ retirement income] U.S. qualified defined contribution plans (b), and Canadian registered defined benefit (c), respectively, attached hereto and defined contribution plans, welfare benefit plans and other plans and programs for employees in accordance with the terms of such plans and applicable law. The form and substance of the employee compensation and benefit programs assumed by the Debtors set forth in Plan Supplement 7A shall be reasonably acceptable Company (and assigned to the Creditors Committeereorganized Chaparral Parties, if necessary) as amended and restated. The Debtors’ or Reorganized Debtors’ performance Absent the prior consent of the Required Consenting Noteholders and the Required Consenting Prepetition Lenders (which consent shall not be unreasonably withheld), the Chaparral Parties shall not seek approval of any employment agreement, plan additional incentive or policy that is not a Terminated Employee Plan will not entitle any person to any benefit or alleged entitlement under any policy, program, or plan that has expired or been terminated before retention plans for employees during the Effective Date, or restore, reinstate, or revive any such benefit or alleged entitlement under any such policy, program or plan. Nothing in Chapter 11 Cases other than the Plan shall limit, diminish, or otherwise alter the Reorganized Debtors’ defenses, claims, Causes of Action, or other rights with respect to any such contracts, agreements, policies, programs, and plans. Notwithstanding anything to the contrary contained herein, on and after the Effective Date, all retiree benefits (as that term is defined in section 1114 of the Bankruptcy Code), if any, shall continue to be paid in accordance with applicable lawManagement Incentive Plan.