Common use of Welfare Arrangements Clause in Contracts

Welfare Arrangements. Subject to Section 10.1(b) and Section 10.1(c) above, to the extent that any medical, dental, hospitalization, life or other similar health, welfare or insurance benefits are provided to Transferred Employees through one or more Seller Plans (the “Welfare Plans”), the Purchaser agrees to designate or establish, effective as of the Closing, one or more benefit plans, programs or arrangements for the purpose of providing benefits to Transferred Employees which are, in the aggregate and when taken as a whole, substantially comparable to the benefits under the Welfare Plans. The Purchaser will cause such benefit plans, programs and arrangements, to the extent they are new plans, programs or arrangements, to (i) waive any preexisting condition limitations for conditions covered under the applicable Welfare Plans available to the Transferred Employees immediately prior to the Closing and any applicable waiting periods, and (ii) credit Transferred Employees with any deductible and out-of-pocket expenses incurred by such employees and their dependents under the Welfare Plans during the portion of the current year preceding the Closing Date for purposes of satisfying any applicable deductible or out-of-pocket requirements under any similar plan, program or arrangement in which such employees may be eligible to participate after the Closing Date; provided, however, that in the case of any such existing plans, programs or arrangements the Purchaser shall use reasonable efforts to cause the foregoing treatment to occur to the extent that it can accommodate such treatment under the terms of such existing plans, programs or arrangements. With respect to aggregate lifetime maximum benefits available under the Purchaser’s welfare benefit plans, in the case of any new plans, programs and arrangements, a Transferred Employee’s prior claim experience under any of the Welfare Plans will not be taken into account; and, in the case of existing plans, program and arrangements, the Purchaser will use reasonable efforts to cause the foregoing treatment to occur to the extent that it can accommodate such treatment under the terms of such existing plans, program or arrangements. Effective as of the Closing Date (or, with respect to each Employee who was inactive at the Closing Date, then at the time such person becomes a Transferred Employee), the Transferred Employees (and their dependants) will no longer participate in the Welfare Plans and the Seller will have taken all such action prior to the Closing Date as may be required to achieve this result. The Purchaser shall be responsible for making tuition reimbursements or adoption assistance payments to any Transferred Employees who (i) obtained all necessary approval under the applicable tuition reimbursement plan or adoption assistance plan of the Seller and its Affiliates prior to the Closing Date, and (ii) satisfy all necessary requirements for reimbursement under such plans after the Closing Date.

Welfare Arrangements. Subject to Section 10.1(b) and Section 10.1(c) above, to the extent that any medical, dental, hospitalization, life or other similar health, welfare or insurance benefits are provided to Transferred Employees through one or more Seller Plans (the “Welfare Plans”), the Purchaser agrees to designate or establish, effective as of the Closing, one or more benefit plans, programs or arrangements for the purpose of providing benefits to Transferred Employees which are, in the aggregate and when taken as a whole, substantially comparable to the benefits under the Welfare Plans. The Purchaser will cause such benefit plans, programs and arrangements, to the extent they are new plans, programs or arrangements, to (i) waive any preexisting condition limitations for conditions covered under the applicable Welfare Plans available to the Transferred Employees immediately prior to the Closing and any applicable waiting periods, and (ii) credit Transferred Employees with any deductible and out-of-pocket expenses incurred by such employees and their dependents under the Welfare Plans during the portion of the current year preceding the Closing Date for purposes of satisfying any applicable deductible or out-of-pocket requirements under any similar plan, program or arrangement in which such employees may be eligible to participate after the Closing Date; provided, however, that in the case of any such existing plans, programs or arrangements the Purchaser shall use reasonable efforts to cause the foregoing treatment to occur to the extent that it can accommodate such treatment under the terms of such existing plans, programs or arrangements. With respect to aggregate lifetime maximum benefits available under the Purchaser’s welfare benefit plans, in the case of any new plans, programs and arrangements, a Transferred Employee’s prior claim experience under any of the Welfare Plans will not be taken into account; and, in the case of existing plans, program and arrangements, the Purchaser will use reasonable efforts to cause the foregoing treatment to occur to the extent that it can accommodate such treatment under the terms of such existing plans, program or arrangements. Effective as of the Closing Date (or, with respect to each Employee who was inactive at the Closing Date, then at the time such person becomes a Transferred Employee), the Transferred Employees (and their dependants) will no longer participate in the Welfare Plans and the Seller will have taken all such action prior to the Closing Date as may be required to achieve this result. The Purchaser shall be responsible for making tuition reimbursements or adoption assistance payments to any Transferred Employees who (i) obtained all necessary approval under the applicable tuition reimbursement plan or adoption assistance plan of the Seller and its Affiliates prior to the Closing Date, and (ii) satisfy all necessary requirements for reimbursement under such plans after the Closing Date.. Source: Chemtura CORP, 8-K, February 25, 2010 Powered by Morningstar® Document Research℠

Welfare Arrangements. Subject to Section 10.1(b) and Section 10.1(c) above, With respect to the extent that any medical, dental, hospitalization, life or other similar health, welfare or insurance benefits are provided to Transferred Employees through one or more Company Plans maintained by the Sellers and set forth on Section 10.3 of the Seller Plans Disclosure Schedule (the “"Welfare Plans”"), the Purchaser agrees to designate or establish, effective as of the Closing, one or more benefit plans, programs or arrangements for the purpose of providing such benefits to Transferred Employees which are, in the aggregate and when taken as a whole, substantially comparable to the benefits under the Welfare PlansEmployees. The Purchaser will cause such benefit plans, programs and arrangements, to the extent they are new plans, programs or arrangements, arrangements to (i) waive any preexisting condition limitations for conditions covered under the applicable Welfare Plans available to the Transferred Employees immediately prior to the Closing and any applicable waiting periods, and (ii) credit Transferred Employees with any deductible and out-of-pocket expenses incurred by such employees and their dependents under the Welfare Plans during the portion of the current year preceding the Closing Date for purposes of satisfying any applicable deductible or out-of-pocket requirements under any similar plan, program or arrangement in which such employees may be eligible to participate after the Closing Date; provided, however, that in the case of any such existing plans, programs or arrangements the Purchaser shall use reasonable efforts to cause the foregoing treatment to occur Date to the same extent that it can accommodate as such treatment under expenses are taken into account for the terms benefit of such existing plans, programs or arrangementssimilarly situated employees of the Purchaser. With respect to aggregate lifetime maximum benefits available under the Purchaser’s 's welfare benefit plans, in the case of any new plans, programs and arrangements, a Transferred Employee’s 's prior claim experience under any of the Welfare Plans will not be taken into account; and, in the case of existing plans, program and arrangements, the Purchaser will use reasonable efforts to cause the foregoing treatment to occur to the extent that it can accommodate such treatment under the terms of such existing plans, program or arrangements. Effective as of the Closing Date (or, with respect to each Employee who was inactive at the Closing Date, then at the time such person becomes a Transferred Employee), the Transferred Employees (and their dependantsdependents) will no longer participate in the Welfare Plans and the Seller Sellers will have taken all such action prior to the Closing Date as may be required to achieve this result. The Notwithstanding anything contained in this Agreement to the Contrary, the Purchaser shall be responsible for making tuition reimbursements will have no obligation to provide any employee benefit plan, program, policy or adoption assistance payments to any Transferred Employees who (i) obtained all necessary approval under the applicable tuition reimbursement plan or adoption assistance plan of the Seller and its Affiliates prior to fringe benefit after the Closing Date, and (ii) satisfy all necessary requirements the Purchaser retains and reserves the right to amend, modify or terminate any such plan, program, policy or fringe benefit at any time. Nothing herein expressed or implied will confer or is intended to confer upon any Transferred Employee, beneficiary or legal representative thereof, any rights or remedies, including, without limitation any right to employment, or continued employment for reimbursement any specified period of time, of any nature or kind whatsoever under such plans after the Closing Dateor by reason of this Agreement.