Abraxis BioScience (ABII)

2.01 Allocation of Employment of Alpha Employees and Generico Employees.

(a) Subject to Section 2.01(c), effective as of immediately prior to the Distribution Time, (i) the employment of each Generico Employee shall be transferred to (or such individual shall remain an employee of, as applicable) Generico and/or another member of the Generico Group as determined by Gholdco, and (ii) the employment of each Alpha Employee shall be transferred to (or such individual shall remain an employee of, as applicable) New Alpha, LLC and/or another member of the Alpha Group as determined by New Alpha. From and after the Distribution Time, each Alpha Employee shall remain an employee of the Alpha Group and each Generico Employee shall remain an employee of the Generico Group; provided that nothing contained herein shall be construed to limit the ability of any member of the Alpha Group or Generico Group to terminate the employment of any of its employees at any time and for any or no reason. In addition, (i) no provision of this Agreement shall be construed to apply to any individual who is hired after the Distribution Time by the Alpha Group and (ii) no provision of this Agreement shall be construed to apply to any individual who is hired after the Distribution Time by the Generico Group, in each case except to the extent such individual is a Former Alpha Employee or a Former Generico Employee and, in such case, only with respect to the period of employment with Alpha and its Subsidiaries prior to the Distribution Time.

(b) Those employees who provide services in respect of both the Alpha Business and the Generico Business (the “Shared Services Employees”) have been designated as Alpha Employees or Generico Employees by mutual agreement of the parties.

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(c) Effective immediately prior to the Distribution Time, Jointly Employed Employees shall be employed by a member of the Alpha Group and a member of the Generico Group as determined by New Alpha and Gholdco. With the exception of salary and cash bonus, each Jointly Employed Employee will participate in the Benefit Plans only of the Alpha Group (and in none of the Benefit Plans of the Generico Group). The salary and cash bonus payments made to a Jointly Employed Employee by the Alpha Group shall be reduced by any salary and bonus paid to a jointly Employed Employee by the Generico Group.