Common use of Flexible Benefit Plan Clause in Contracts

Flexible Benefit Plan. IAC will continue to maintain on behalf of TM Employees, Interval Employees, HSN Employees and Tree Employees the health care reimbursement program, the transit and parking reimbursement program and the dependent care reimbursement program of the IAC Flexible Benefit Plan (all of such accounts, “IAC Flexible Benefit Plan”) for claims incurred with respect to 2008 elections under the IAC Flexible Benefit Plan (all such claims must be submitted no later than April 15, 2009) on the same basis as immediately prior to the Distribution Date and in accordance with the terms of the IAC Flexible Benefit Plan. Following the Distribution Date, each SpinCo shall pay to IAC the amounts claimed by such SpinCo’s SpinCo Employees under the IAC Flexible Benefit Plan in addition to such SpinCo’s share of the administrative cost of the IAC Flexible Benefit Plan (based on IAC historical allocations), such amounts to be paid by each SpinCo on a one-month lagging basis (i.e., claims made and administrative costs incurred during a particular month shall be billed in the immediately succeeding month); provided, that each SpinCo shall remit payment to IAC no later than the fifth business day following delivery by IAC of an invoice to such SpinCo. SpinCo Employees shall not participate in the IAC Flexible Benefit Plan with respect to any plan year after the 2008 plan year.

Flexible Benefit Plan. IAC will continue to maintain on behalf of TM Employees, Interval Employees, HSN Employees and Tree NewCo Employees the health care reimbursement program, the transit and parking reimbursement program program, and the dependent care reimbursement program of the IAC Flexible Benefit Plan (all of such accounts, “IAC Flexible Benefit Plan”) for claims incurred with respect prior to 2008 elections under the IAC Flexible Benefit Plan (all such claims must be submitted no later than April 15, 2009) Milestone Date on the same basis as immediately prior to the Distribution Date Contribution Effective Time and in accordance with the terms of the IAC Flexible Benefit Plan. Following the Distribution DateContribution Effective Time and until such time as NewCo ceases to participate in the IAC Flexible Benefit Plan and has satisfied all of its obligations thereunder, each SpinCo NewCo shall pay to IAC the amounts claimed by such SpinCo’s SpinCo NewCo Employees under the IAC Flexible Benefit Plan in addition to such SpinCoNewCo’s share of the administrative cost of the IAC Flexible Benefit Plan (based on IAC historical allocations), with such amounts to be paid by each SpinCo NewCo on a one-month lagging basis (i.e., claims made and administrative costs incurred during a particular month shall be billed in the immediately succeeding month); provided, provided that each SpinCo NewCo shall remit payment to IAC no later than the fifth business day Business Day following delivery by IAC of an invoice to such SpinCoNewCo. SpinCo NewCo Employees shall not participate in the IAC Flexible Benefit Plan with respect to any plan year on or after the 2008 plan yearPlan Milestone Date.

Flexible Benefit Plan. IAC will continue to maintain on behalf of TM Employees, Interval Employees, HSN Employees and Tree SpinCo Employees the health care reimbursement flexible spending account program, the transit and parking reimbursement commuter benefit program and the dependent care reimbursement flexible spending program of the IAC Flexible Spending Benefit Plan Plans (all of such accounts, “IAC Flexible Benefit Plan”) for claims incurred with respect on or prior to 2008 elections under the IAC Flexible Benefit Plan (all such claims must be submitted no later than April 15, 2009) Benefits Participation End Date on the same basis as immediately prior to the Distribution Date Mandatory Exchange Effective Time and in accordance with the terms of the IAC Flexible Benefit Plan. Following the Distribution DateMandatory Exchange Effective Time, each until such time as SpinCo ceases to participate in the IAC Flexible Benefit Plan and has satisfied all of its obligations thereunder, SpinCo shall pay to IAC the amounts claimed by such SpinCo’s SpinCo Employees under the IAC Flexible Benefit Plan in addition to such SpinCo’s share of the administrative cost of the IAC Flexible Benefit Plan (based on IAC historical allocations), such amounts to be paid by each SpinCo on a one-month lagging basis (i.e., claims made and administrative costs incurred during a particular month shall be billed in the immediately succeeding month); provided, that each SpinCo shall remit payment to IAC no later than the fifth business day Business Day following delivery by IAC of an invoice to such SpinCo. SpinCo Employees shall not participate in the IAC Flexible Benefit Plan with respect to any plan year after the 2008 plan yearBenefits Participation End Date.