Common use of Continuation Coverage Clause in Contracts

Continuation Coverage. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child as described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate are available to you. In addition, coverage similar to the options described in the CONTINUATION COVERAGE RIGHTS UNDER COBRA provision of this Certificate, will also be available to you. NOTE: Certain employers may not be required to offer COBRA continuation coverage. See your Group Administrator if you have any questions about COBRA, or your continuation coverage options. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision and CONTINUATION COVERAGE RIGHTS UNDER COBRA, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child are described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. YOUR PRIMARY CARE PHYSICIAN

Continuation Coverage. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child as described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate are available to you. In addition, coverage similar to the options described in the CONTINUATION COVERAGE RIGHTS UNDER COBRA provision of this Certificate, will also be available to you. NOTE: Certain employers may not be required to offer COBRA continuation coverage. See your Group Administrator if you have any questions about COBRA, or your continuation coverage options. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision and CONTINUATION COVERAGE RIGHTS UNDER COBRA, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union Union, Domestic Partner and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child are described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union Union, Domestic Partner and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. YOUR PRIMARY CARE PHYSICIAN.

Continuation Coverage. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child as described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate are available to you. In addition, coverage similar to the options described in the CONTINUATION COVERAGE RIGHTS UNDER COBRA provision of this Certificate, will also be available to you. NOTE: Certain employers may not be required to offer COBRA continuation coverage. See your Group Administrator if you have any questions about COBRA, or your continuation coverage options. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision and CONTINUATION COVERAGE RIGHTS UNDER COBRA, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union Union, Domestic Partner and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child are described in the CONTINUATION CONTINU ATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union Union, Domestic Partner and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. YOUR PRIMARY CARE PHYSICIANUpon termination of your continuation coverage, you may exercise the privilege to become a member of Blue Cross and Blue Shield on a “direct pay” basis as specified in the CONVERSION PRIVILEGE provision below.

Continuation Coverage. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child as described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate are available to you. In addition, coverage similar to the options described in the CONTINUATION COVERAGE RIGHTS UNDER COBRA provision of this Certificate, will also be available to you. NOTE: Certain employers may not be required to offer COBRA continuation coverage. See your Group Administrator if you have any questions about COBRA, or your continuation coverage options. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision and CONTINUATION COVERAGE RIGHTS UNDER COBRA, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child are described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. YOUR PRIMARY CARE PHYSICIANPHYSICIAN As a participant in this benefit program, a directory of Participating Individual Practice Associations (IPAs) and/or Participating Medical Groups are available to you. You can visit the Blue Cross and Blue Shield website at ▇▇▇.▇▇▇▇▇▇.▇▇▇ for a list of Participating IPAs and/or Participating Medical Groups or you can request a copy of the Provider directory by contacting customer service at 1‐ 800‐892‐2803. At the time that you applied for this coverage, you selected a Participating Individual Practice Association (IPA) and a Primary Care Physician or a Participating Medical Group. If you enrolled in Family Coverage, then members of your family may select a different Participating IPA/Participating Medical Group. You must choose a Primary Care Physician for each of your family members from the selected Participating IPA/Participating Medical Group. In addition, female members also may choose a Woman's Principal Health Care Provider. You may also select a pediatrician as the Primary Care Physician for your dependent children from the same or a different Participating IPA/Participating Medical Group. A Woman's Principal Health Care Provider may be seen for care without referrals from your Primary Care Physician, however your Primary Care Physician and your Woman's Principal Health Care Provider must be affiliated with or employed by your Participating IPA/Participating Medical Group. Your Primary Care Physician is responsible for coordinating all of your health care needs. In the case of female members, your health care needs may be coordinated by your Primary Care Physician and/or your Woman's Principal Health Care Provider. To receive benefits for treatment from another Physician or Provider, you must be referred to that Physician or Provider by your Primary Care Physician or Woman's Principal Health Care Provider. That referral must be in writing and must specifically state the services that are to be rendered. Benefits will be limited to those specifically stated services. If you have an illness or injury that needs ongoing treatment from another Physician or Provider, you may apply for a Standing Referral to that Physician or Provider from your Primary Care Physician or Woman's Principal Health Care Provider. Your Primary Care Physician or Woman's Principal Health Care Provider may authorize the Standing Referral which shall be effective for the period necessary to provide the referred services or up to a period of one year. The only time that you can receive benefits for services not ordered by your Primary Care Physician or Woman's Principal Health Care Provider is when you are receiving emergency care, or routine vision examinations. These benefits are explained in detail in the EMERGENCY CARE BENEFITS, HOSPITAL BENEFITS sections and, for routine vision examinations in the PHYSICIAN BENEFITS section of this Certificate. It is important that you understand the provisions of those sections. You may change your choice of Primary Care Physician or Woman's Principal Health Care Provider to one of the other Physicians in your Participating IPA or Participating Medical Group by notifying your Participating IPA/Participating Medical Group of your desire to change. Contact your Participating IPA/Participating Medical Group, your Primary Care Physician or Woman's Principal Health Care Provider or the Plan to obtain a list of providers with whom your Primary Care Physician and/or Woman's Principal Health Care Provider have a referral arrangement. You may change from your Participating IPA/Participating Medical Group to another Participating IPA/Participating Medical Group by calling the Plan at 1‐ 800‐892‐2803. The change will be effective the first day of the month following your call. However, if you are an Inpatient or in the third trimester of pregnancy at the time of your request, the change will not be effective until you are no longer an Inpatient or until your pregnancy is completed. When necessary, Participating IPAs/Participating Medical Groups have the right to request the removal of members from their enrollment. Their request cannot be based upon the type, amount or cost of services required by any member. If the Plan determines that the Participating IPA/Participating Medical Group has sufficient cause and approves such a request, such members will be offered enrollment in another Participating IPA or Participating Medical Group or enrollment in any other health care coverage then being provided by their Group, subject to the terms and conditions of such other coverage. The change will be effective no later than the first day of the month following 45 days from the date the request is received.

Continuation Coverage. If you (i) Effective as of the Closing and in connection with the Closing, Ferro shall cause its group medical, dental, and vision benefit plans (“Ferro COBRA Plans”) in which the Transferred Employees or Union Employees participate immediately prior to the Closing to offer COBRA coverage to each such Transferred Employee and Union Employee and his or her covered spouse and dependents who, in each case, are “qualified beneficiaries” (within the meaning of COBRA) by reason of the Closing (collectively, the “Covered Participants”) under the normal terms and conditions of the Ferro COBRA Plans for providing COBRA coverage. Each such Covered Participant will be deemed to have initially elected the COBRA coverage unless a dependent Covered Participant affirmatively declines the COBRA coverage. While the Covered Participants are covered under the Ferro COBRA Plans, ASI shall, as soon as administratively feasible, notify Ferro of any subsequent qualifying events (within the meaning of COBRA), terminations of employment, or other changes in status that could impact the Covered Participants’ coverage under the Ferro COBRA Plans. Effective as of January 1, 2015, ASI shall cause its medical, dental, and vision plans to cover the Transferred Employees, Union Employees and their spouses and dependents in accordance with Section 8.01(d)(ii). (ii) During the period beginning on the Closing Date and ending on December 31, 2014 (the “Initial COBRA Period”), ASI will be solely responsible for collecting any employee contributions towards the COBRA Premium, and ASI may subsidize the premium that would otherwise be charged to the Transferred Employees and Union Employees for coverage under the Ferro COBRA Plans. ASI shall cease providing any premium subsidy or reimbursement to the Transferred Employees, Union Employees (or any other Covered Participant) for premiums charged for continued coverage under the Ferro COBRA Plans (“COBRA Premium”) after the earlier of December 31, 2014 or the date the Transferred Employee or Union Employee, as applicable, ceases to be employed by ASI or any of its Affiliates (the “Subsidy Termination Date”). Ferro shall be responsible for collecting the COBRA Premiums owed by any Covered Participants for coverage under the Ferro COBRA Plans after December 31, 2014 if such Covered Participants continue coverage after December 31, 2014. (iii) At the Closing, ASI will pay to Ferro a lump sum cash amount equal to the product of (A)$1,091.81, provided that if the Closing Date occurs after the first day of any calendar month, such amount will be prorated based on the number of days in such partial calendar month occurring after the Closing Date, multiplied by (B) the number of Transferred Employees and Union Employees (the “Closing COBRA Payment”). On or prior to the first day of each calendar month after the Closing in the Initial COBRA Period, ASI will pay to Ferro a lump sum cash amount equal to the product of $1,091.81, multiplied by the number of Transferred Employees and Union Employees covered by the Ferro COBRA Plan on the date such payment is made to Ferro. For purposes of calculating the amount owed under the preceding sentence, a Transferred Employee and Union Employee will be considered covered by the Ferro COBRA Plan if any Covered Participant, who is covered by the Ferro COBRA Plan by reason of such Transferred Employee, continues to be covered by the Ferro COBRA Plan on the applicable date. (iv) If during the Initial COBRA Period or during each subsequent calendar year thereafter during which a party Covered Participant continues to receive COBRA coverage under Ferro COBRA Plans (each such calendar year and the Initial COBRA Period, a “COBRA Year”), the aggregate benefit claims for a Transferred Employee or Union Employee (including the claims of the Transferred Employee’s or Union Employee’s spouse or dependents and without regard to whether the Transferred Employee or Union Employee remains employed with ASI) incurred during such COBRA Year under the Ferro COBRA Plans exceed $50,000, ASI shall reimburse Ferro or the Ferro COBRA Plans for the full cost of such claims in excess of $50,000 but only to the extent that such claims are not paid by Ferro’s stop loss insurance carrier. Benefit claims incurred prior to the Initial COBRA Period shall not be included in the calculation of whether such claims exceed $50,000 for any Transferred Employee or Union Employee. Ferro shall send ASI invoices documenting such claims on a monthly basis, and ASI shall pay the reimbursements owed within 15 days of receiving the invoice from Ferro. (v) If any Covered Participant continues coverage under the Ferro COBRA Plans after December 31, 2014, then ASI will, no later than March 1, 2015, pay Ferro an amount equal to 10% of the total COBRA Premiums that such Covered Participant would pay from January 1, 2015 through the last day of such Covered Participant’s COBRA maximum coverage period. No amounts paid pursuant to this Section 8.01(e)(v) will reduce the COBRA Premium charged to the Covered Participant for his or her coverage under the Ferro COBRA Plans for such period. (vi) At the Closing, as provided in Section 3.01(c), ASI shall deposit $1,500,000 (the “COBRA Escrow Amount”) into a segregated account with the Escrow Agent (the “COBRA Escrow Account”) pursuant to the Escrow Agreement. The COBRA Escrow Amount and any other amounts deposited into the COBRA Escrow Account pursuant to this Section 8.01(e)(iv) will be held to satisfy ASI’s obligations pursuant to this Section 8.01(e) (including the timely payment of COBRA Premiums and payments required pursuant to Section 8.01(e)) until the date that is 6 months after the date on which the last Covered Participant ceases to be covered under any Ferro COBRA Plans, at which time the balance of the COBRA Escrow Account will be released to ASI. If ASI fails to timely satisfy any of its payment obligations pursuant to Section 8.01(e), Ferro shall have the right, upon three Business Days’ advance written notice to ASI and the Escrow Agent, to withdraw an amount equal to the amount of such late payment from the COBRA Escrow Account, unless within such three Business Day period, ASI tenders to Ferro and the Escrow Agent written proof of payment of such alleged late payments. Within ten days following the date of any withdrawal by Ferro pursuant to this Section 8.01(e), ASI shall deposit the amount of such withdrawal into the COBRA Escrow Account. If at any time following a withdrawal from the COBRA Escrow Account Ferro receives a payment from ASI in satisfaction of the payment obligation giving rise to such withdrawal, Ferro shall either (A) refund such payment to ASI if ASI has already deposited an equal amount in the COBRA Escrow Account, or (B) deposit such payment in the COBRA Escrow Account on behalf of ASI if ASI has not deposited an equal amount in the COBRA Escrow Account. Ferro shall maintain, on its current terms, its stop loss insurance coverage for the Ferro COBRA Plans through the last day of the Initial COBRA Period. After the Initial COBRA Period, Ferro shall use commercially reasonable efforts to maintain its stop loss insurance on its current terms (provided Ferro is not required to incur any out-of-pocket expenses or pay any increased premium) and shall give ASI written notice of any change in such stop loss insurance coverage no later than 30 days prior to the end of the Initial COBRA Period. (vii) (A) As soon as reasonably practicable after March 15, 2015, Ferro shall send a statement to ASI showing all Plan Expenses incurred with respect to Covered Participants for the Initial COBRA Period (and that have been submitted to the Ferro COBRA Plans) (the “Initial Plan Expenses”) and all amounts paid by ASI to Ferro pursuant to Sections 8.01(e)(iii) and (iv) for the Initial COBRA Period (the “Initial Payments”). If the Initial Plan Expenses exceed the Initial Payments, ASI shall, within 30 days of receiving such statement from Ferro, pay to Ferro a lump sum cash payment equal to the amount by which the Initial Plan Expenses exceed the Initial Payments. If the Initial Payments exceed the Initial Plan Expenses, Ferro shall, within 30 days of providing such statement to ASI, pay to ASI a lump sum cash payment equal to the amount by which the Initial Payments exceed the Initial Plan Expenses. (viii) As soon as reasonably practicable after July 31, 2015, Ferro shall send a statement to ASI showing (1) all Plan Expenses incurred with respect to Covered Participants for the Initial COBRA Period (that were not included in the Initial Plan Expenses) and for the period from January 1, 2015 through June 30, 2015 (and that have been submitted to the Ferro COBRA Plans) (the “Interim Plan Expenses”) and (2) (I) all amounts paid by ASI to Ferro pursuant to Section 8.01(e)(iv) for the period from the Closing Date through June 30, 2015 (to the extent not included in the Initial Payments), and (II) all amounts paid by ASI to Ferro pursuant to Section 8.01(e)(v) for the period from January 1, 2015 through June 30, 2015, and (III) all COBRA Premiums paid by the Covered Participants for the period from January 1, 2015 through June ▇▇, ▇▇▇▇ (▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ (▇), (▇▇), and (III), the “Interim Payments”). If the Interim Plan Expenses exceed the Interim Payments, ASI shall, within 30 days of receiving such statement from Ferro, pay to Ferro a lump sum cash payment equal to the amount by which the Interim Plan Expenses exceed the Interim Payments. If the Interim Payments exceed the Interim Plan Expenses, Ferro shall, within 30 days of providing such statement to ASI, pay to ASI a lump sum cash payment equal to the amount by which the Interim Payments exceed the Interim Plan Expenses. (ix) As soon as reasonably practicable after the 14 month anniversary of the date the last Covered Participant ceases to be covered under the Ferro COBRA Plans (the “COBRA End Date”), Ferro shall send a statement to ASI showing (1) all Plan Expenses incurred with respect to Covered Participants for all COBRA Years (that were not included in the Initial Plan Expenses or Interim Plan Expenses) (the “Final Plan Expenses”) and (2) (I) all amounts paid by ASI to Ferro pursuant to Section 8.01(e)(iv) for all COBRA Years (to the extent not included in the Initial Payments or Interim Payments), and (II) all amounts paid by ASI to Ferro pursuant to Section 8.01(e)(v) for the period from July 1, 2015 through the COBRA End Date, and (III) all COBRA Premiums paid by the Covered Participants for the period from July 1, 2015 through the COBRA End Date (together, clauses (I), (II), and (III), the “Final Payments”). If the Final Plan Expenses exceed the Final Payments, ASI shall, within 30 days of receiving such statement from Ferro, pay to Ferro a lump sum cash payment equal to the amount by which the Final Plan Expenses exceed the Final Payments. If the Final Payments exceed the Final Plan Expenses, Ferro shall, within 30 days of providing such statement to ASI, pay to ASI a lump sum cash payment equal to the amount by which the Final Payments exceed the Final Plan Expenses. (x) If Ferro or the Ferro COBRA Plans incur any Plan Expenses related to a Civil Union or their child and you lose coverage under this Certificate, Covered Participant’s participation in the options available Ferro COBRA Plans with respect to a spouse or to a dependent child as described COBRA Year and such Plan Expenses were not included in the CONTINUATION COVERAGE AFTER TERMINATION Initial Plan Expenses, Interim Plan Expenses, or Final Plan Expenses during the settlement processes described under clauses (Illinois State LawsA), (B), and (C), Ferro shall send a statement of such Plan Expenses to ASI as soon as practicable after Ferro receives a statement of such Plan Expenses, and ASI shall pay to Ferro an amount equal to such Plan Expenses within 30 days of receiving the statement from Ferro. (xi) Under this Section 8.01(e), a claim will be deemed “incurred” on the date that treatment or services are provided for purposes of health care benefits under the Ferro COBRA Plans. (xii) Notwithstanding any provision of this Certificate are available to you. In addition, coverage similar Agreement to the options contrary, (A) this Section 8.01(e) applies only to Transferred Employees and Union Employees in the United States who would otherwise be entitled to COBRA coverage in connection with the Closing, and (B) this Section 8.01(e)(i)-(viii) does not apply to Transferred Employees described in Section 8.01(a) who become Transferred Employees after December 31, 2014, and ASI shall cause its medical, dental, and vision plans to cover the CONTINUATION COVERAGE RIGHTS UNDER COBRA provision of this Certificate, will also be available to you. NOTE: Certain employers may not be required to offer COBRA continuation coverage. See your Group Administrator if you have any questions about COBRA, or your continuation coverage options. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision and CONTINUATION COVERAGE RIGHTS UNDER COBRA, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria Transferred Employees described in this clause (B) and their spouses and dependents effective on the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as date such Employee becomes a spouse or child who loses coverage due to divorce. If you are a dependent who is a party to a Civil Union or their child and you lose coverage under this Certificate, the options available to a spouse or to a dependent child are described in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision of this Certificate. In addition to the events listed in the CONTINUATION COVERAGE AFTER TERMINATION (Illinois State Laws) provision, if applicable, continuation coverage is available to you and your eligible spouse, party to a Civil Union and/or dependent children in the event you lose coverage because your Civil Union partnership with the Eligible Person terminates. Your Civil Union will terminate if your partnership no longer meets the criteria described in the definition of “Civil Union” in the DEFINITIONS section of this Certificate. You are entitled to continue coverage for the same period of time as a spouse or child who loses coverage due to divorce. YOUR PRIMARY CARE PHYSICIANTransferred Employee.