Common use of Flexible Spending Account Plans Clause in Contracts

Flexible Spending Account Plans. (i) Effective no later than the Distribution Date, DevCo shall take all steps necessary or appropriate to cause a member of the DevCo Group to have in effect a flexible spending plan providing flexible spending accounts for medical and dependent care expenses (the “DevCo Flexible Spending Plan”) with terms that are substantially similar to those provided to DevCo Employees under the DevCo flexible spending account plan that shall become a SpinCo Transferred Benefit Arrangement (the “SpinCo Flexible Spending Plan”), (ii) each DevCo Employee shall cease to participate in the DevCo flexible spending account plan effective upon the date on which such plan becomes a SpinCo Transferred Benefit Arrangement, (iii) as soon as practicable after the SpinCo Flexible Spending Plan becomes effective, SpinCo will transfer all of the obligations and Liabilities attributable to the DevCo Employees, including the account balances of DevCo Employees, to the DevCo Flexible Spending Plan, and the DevCo Flexible Spending Plan shall credit each such DevCo Employee’s’ flexible spending accounts with the full account balances (i.e., the amounts collected from participating DevCo Employees and not reimbursed) as of the Effective Time that were transferred from the SpinCo Flexible Spending Plan.

Flexible Spending Account Plans. (i) Effective no not later than the Distribution DateEffective Time, DevCo Parent shall, or shall take all steps necessary or appropriate to cause a member of the DevCo Group to Parent Subsidiaries to, have in effect a flexible spending arrangements under a cafeteria plan providing flexible spending accounts for medical and dependent care expenses qualifying under Section 125 of the Code (the “DevCo New Flexible Spending Plan”) with terms that are substantially similar to those provided to DevCo Employees under the DevCo flexible spending account plan that shall become a SpinCo Transferred Benefit Arrangement (the “SpinCo Flexible Spending Account Plan”), and from and after the Effective Time, Parent shall be liable for all Liabilities and account balances of the Weyerhaeuser Flexible Spending Account Plan maintained in the United States with respect to WRECO Employees and their dependents (the “Weyerhaeuser Flexible Spending Account Plan”). From and after the Effective Time, all claims for reimbursement which have not been paid as of the Distribution Date and credited under the New Flexible Spending Account Plan shall be paid pursuant to and under the terms of the New Flexible Spending Account Plan. As soon as practicable following the Effective Time, (i) Weyerhaeuser shall, or shall cause the Weyerhaeuser Subsidiaries to, transfer to Parent or the applicable Parent Subsidiary an amount in cash equal to the excess, if any, of the aggregate contributions to the Weyerhaeuser Flexible Spending Account Plan made by WRECO Employees prior to the Effective Time for the plan year in which the Effective Time occurs over the aggregate reimbursement payouts made to WRECO Employees prior to the Effective Time for such year from such plan and (ii) Parent shall, or shall cause the Parent Subsidiaries to, cause such amounts to be credited to each DevCo Employee such WRECO Employee’s accounts under the New Flexible Spending Account Plan. In connection with such transfer, Parent shall cease deem that such employees’ deferral elections made under the Weyerhaeuser Flexible Spending Account Plan for the plan year in which the Effective Time occurs shall continue in effect under the New Flexible Spending Account Plan for the remainder of the plan year in which the Effective Time occurs. If the aggregate reimbursement payouts made to participate WRECO Employees from the Weyerhaeuser Flexible Spending Account Plan prior to the Effective Time for the plan year in which the DevCo flexible spending account plan effective upon Effective Time occurs exceed the date on which aggregate accumulated contributions made by the WRECO Employees to such plan becomes prior to the Effective Time for such plan year, Parent shall make a SpinCo Transferred Benefit Arrangement, (iii) payment equal to the value of such excess to Weyerhaeuser as soon as practicable after the SpinCo Flexible Spending Plan becomes effective, SpinCo will transfer all following Parent’s receipt of the obligations and Liabilities attributable to the DevCo Employees, including the account balances of DevCo Employees, to the DevCo Flexible Spending Plan, and the DevCo Flexible Spending Plan shall credit each such DevCo Employee’s’ flexible spending accounts with the full account balances (i.e., the amounts collected from participating DevCo Employees and not reimbursed) as of the Effective Time that were transferred additional contributions from the SpinCo Flexible Spending Planapplicable WRECO Employee.

Flexible Spending Account Plans. (i) Effective no later than as of the Distribution Closing Date, DevCo Purchaser shall, or shall take cause its affiliates to, assume liabilities and account balances of the Seller flexible spending account plan maintained in the United States with respect to Transferred Employees and their dependents (the “Flexible Spending Account Plan”). Effective as of the Closing Date, Seller shall transfer or cause to be transferred to Purchaser an amount in cash equal to the excess, if any, of the aggregate contributions for the plan year in which the Closing Date occurs of all steps necessary Transferred Employees then participating in the Flexible Spending Account Plan over the aggregate reimbursements for the plan year in which the Closing Date occurs to all Transferred Employees under such plan. Purchaser shall cause such amounts to be credited to each such employee’s account under Purchaser’s (or appropriate to cause one of its affiliate’s) corresponding flexible spending account plan, which plan shall be established and in effect for such employees as of the Closing Date and administered by Seller or a member of the DevCo Seller Group in accordance with the Transition Services Agreement, and all claims for reimbursement which have not been paid as of the date of the transfer to have in effect a flexible spending plan providing flexible spending accounts for medical Purchaser (or one of its affiliates) and dependent care expenses credited under Purchaser’s (the “DevCo Flexible Spending Plan”or one of its affiliate’s) with terms that are substantially similar to those provided to DevCo Employees under the DevCo flexible spending account plan shall be paid pursuant to and under the terms of Purchaser’s (or one of its affiliate’s) flexible spending account plan. In connection with such transfer, Purchaser shall deem that shall become a SpinCo Transferred Benefit Arrangement (such employees’ deferral elections made under the “SpinCo Flexible Spending Plan”), Account Plan for the plan year in which the Closing Date occurs shall continue in effect under Purchaser’s (iior one of its affiliate’s) each DevCo Employee shall cease to participate in the DevCo flexible spending account plan effective upon for the date on which such plan becomes a SpinCo Transferred Benefit Arrangement, (iii) as soon as practicable after the SpinCo Flexible Spending Plan becomes effective, SpinCo will transfer all remainder of the obligations and Liabilities attributable to plan year in which the DevCo Employees, including the account balances of DevCo Employees, to the DevCo Flexible Spending Plan, and the DevCo Flexible Spending Plan shall credit each such DevCo Employee’s’ flexible spending accounts with the full account balances (i.e., the amounts collected from participating DevCo Employees and not reimbursed) as of the Effective Time that were transferred from the SpinCo Flexible Spending PlanClosing Date occurs.

Flexible Spending Account Plans. (i) Effective no later than the Distribution Closing Date, DevCo Purchaser shall, or shall take all steps necessary or appropriate to cause a member of the DevCo Group to its subsidiaries to, have in effect a flexible spending arrangements under a cafeteria plan providing flexible spending accounts for medical and dependent care expenses qualifying under Section 125 of the Code (the “DevCo Purchaser Flexible Spending Account Plan”) with terms ). From and after the Closing Date, Purchaser shall be liable for all Liabilities and account balances of any Business Benefit Plan that are substantially similar to those provided to DevCo Employees under the DevCo is a flexible spending account plan that shall become a SpinCo maintained in the United States with respect to Transferred Benefit Arrangement Employees and their dependents (the “SpinCo Seller Flexible Spending Account Plan”), which Liabilities shall be Assumed Liabilities, and all claims for reimbursement which have not been paid as of the Closing Date shall be paid pursuant to and under the terms of the Purchaser Flexible Spending Account Plan. As soon as practicable following the Closing Date, if applicable, (i) Seller shall, or shall cause its subsidiaries to, transfer to Purchaser or its subsidiaries an amount in cash equal to the excess, if any, of the aggregate contributions to the Seller Flexible Spending Account Plan made by Transferred Employees prior to the Closing Date for the plan year in which the Closing Date occurs over the aggregate reimbursement payouts made to Transferred Employees prior to the Closing Date for such year from such plan and (ii) Purchaser shall, or shall cause its subsidiaries to, cause such amounts to be credited to each DevCo Employee such Transferred Employee’s accounts under the Purchaser Flexible Spending Account Plan. In connection with such transfer, Purchaser shall cease deem that such employees’ deferral elections made under 41 the Seller Flexible Spending Account Plan for the plan year in which the Closing Date occurs shall continue in effect under the Purchaser Flexible Spending Account Plan for the remainder of the plan year in which the Closing Date occurs. If the aggregate reimbursement payouts made to participate Transferred Employees from the Seller Flexible Spending Account Plan prior to the Closing for the plan year in which the DevCo flexible spending account plan effective upon Closing Date occurs exceed the date on which aggregate accumulated contributions made by the Transferred Employees to such plan becomes prior to the Closing Date for such plan year, Purchaser shall make a SpinCo Transferred Benefit Arrangement, (iii) payment equal to the value of such excess to Seller as soon as practicable after the SpinCo Flexible Spending Plan becomes effective, SpinCo will transfer all following Purchaser’s receipt of the obligations and Liabilities attributable to the DevCo Employees, including the account balances of DevCo Employees, to the DevCo Flexible Spending Plan, and the DevCo Flexible Spending Plan shall credit each such DevCo Employee’s’ flexible spending accounts with the full account balances (i.e., the amounts collected from participating DevCo Employees and not reimbursed) as of the Effective Time that were transferred additional contributions from the SpinCo Flexible Spending Planapplicable Transferred Employee.

Flexible Spending Account Plans. (i) Effective no later than the Distribution Date, DevCo shall take all steps necessary or appropriate to cause a member of the DevCo Group to have in effect a flexible spending plan providing flexible spending accounts for medical and dependent care expenses (the “DevCo Flexible Spending Plan”) with terms that are substantially similar to those provided to DevCo Employees under the DevCo flexible spending account plan that shall become a SpinCo Transferred Benefit Arrangement (the “SpinCo Flexible Spending Plan”), (ii) each DevCo Employee shall cease to participate in the DevCo flexible spending account plan effective upon the date on which such plan becomes a SpinCo Transferred Benefit Arrangement, (iii) as soon as practicable after the SpinCo Flexible Spending Plan becomes effective, SpinCo will transfer all of the obligations and Liabilities attributable to the DevCo Employees, including the account balances of DevCo Employees, to the DevCo Flexible Spending Plan, and the DevCo Flexible Spending Plan shall credit each such DevCo Employee’s’ flexible spending accounts with the full account balances (i.e., the amounts collected from participating DevCo Employees and not reimbursed) as of the Effective Time (or, with respect to a Newco Employee who becomes a Transferred Employee after the Effective Time, such later time that were such Newco Employee becomes a Transferred Employee), Weyerhaeuser shall transfer or cause to be transferred from to Newco an amount in cash equal to the SpinCo excess, if any, of the aggregate contributions for the plan year in which the Effective Time occurs (or, with respect to a Newco Employee who becomes a Transferred Employee after the Effective Time, the plan year in which such Newco Employee becomes a Transferred Employee (such year, the “Transition Year”)) of all Transferred Employees then participating in Weyerhaeuser’s U.S. Flexible Spending Account Plan over the aggregate reimbursements for the plan year in which the Effective Time occurs (or, as applicable, the Transition Year) to all Transferred Employees under such plan. Newco shall cause such amounts to be credited to each such employee’s accounts under Newco’s (or one of its affiliate’s) corresponding U.S. Flexible Spending Account Plan, which shall be established and in effect for such employees as of the Effective Time, and all claims for reimbursement which have not been paid as of the date of the transfer to Newco (or one of its affiliates) and credited under Newco’s (or one of its affiliate’s) U.S. Flexible Spending Account Plan shall be paid pursuant to and under the terms of Newco’s (or one of its affiliate’s) U. S. Flexible Spending Account Plan. In connection with such transfer, Newco shall deem that such employees’ deferral elections made under Weyerhaeuser’s U.S. Flexible Spending Account Plan for the plan year in which the Closing occurs (or, as applicable, the Transition Year) shall continue in effect under Newco’s (or one of its affiliate’s) U.S. Flexible Spending Account Plan for the remainder of the plan year in which the Closing occurs (or, as applicable, the Transition Year).

Flexible Spending Account Plans. Following the date hereof, Parent shall, or shall cause one of the Parent Subsidiaries (i) Effective no later other than the Distribution DateTransferred Group Members) to, DevCo shall take all steps necessary or appropriate to cause a member of the DevCo Group to have in effect a flexible spending arrangements under a cafeteria plan providing flexible spending accounts for medical and dependent care expenses qualifying under Section 125 of the Code (the “DevCo Flexible Spending New FSA Plan”) with terms that are substantially similar for the benefit of any employee of Parent or any Parent Subsidiary, other than a Transferred Group Member Employee, who participates in a cafeteria plan qualifying under Section 125 of the Code maintained by a Transferred Group Member (a “Transferred FSA Plan”, and each such employee, a “Parent FSA Employee”). As soon as practicable following the establishment of the New FSA Plan, Parent or Purchaser, as applicable, shall, or shall cause the Transferred Group Members to, transfer to those provided Parent or the applicable Parent Subsidiary an amount in cash equal to DevCo the excess, if any, of the aggregate contributions to the Transferred FSA Plans made by Parent FSA Employees prior to the commencement of the participation of the Parent FSA Employees in the New FSA Plan for the plan year in which such participation commences over the aggregate reimbursement payouts made to Transferred Group Member Employees for such period from the Transferred FSA Plan and Parent shall, or shall cause the Parent Subsidiaries to, cause such amounts to be credited to each such Parent FSA Employee’s accounts under the DevCo flexible spending account plan that shall become a SpinCo New FSA Plan. If the aggregate reimbursement payouts made to Parent FSA Employees from the Transferred Benefit Arrangement (FSA Plan prior to the “SpinCo Flexible Spending Plan”), (ii) each DevCo Employee shall cease to participate commencement of the participation of the Parent FSA Employees in the DevCo flexible spending account New FSA Plan for the plan effective upon the date on year in which such plan becomes participation commences exceed the aggregate accumulated contributions made by the Parent FSA Employees to the Transferred FSA Plan during such period, Parent shall make a SpinCo payment equal to the value of such excess to Purchaser or the Transferred Benefit ArrangementGroup Members, (iii) as applicable, as soon as practicable after following Parent’s receipt of additional contributions from the SpinCo Flexible Spending applicable Parent FSA Employee, and Parent or Purchaser, as applicable, shall, or shall cause the Transferred Group Members to, cause such amounts to be credited to the Transferred FSA Plan becomes effective, SpinCo will transfer all for the benefit of the obligations and Liabilities attributable to the DevCo Employees, including the account balances of DevCo Employees, to the DevCo Flexible Spending Plan, and the DevCo Flexible Spending Plan shall credit each such DevCo applicable Parent FSA Employee’s’ flexible spending accounts with the full account balances (i.e., the amounts collected from participating DevCo Employees and not reimbursed) as of the Effective Time that were transferred from the SpinCo Flexible Spending Plan.