Abraxis BioScience (ABII)

3.03 Welfare Plan Liabilities.

(a) Liabilities under New Alpha Welfare Plans. The Alpha Parties shall be solely jointly and severally responsible for all Liabilities incurred with respect to any Alpha Personnel or otherwise under the New Alpha Welfare Plans, and none of the Generico Parties or the Generico Welfare Plans shall assume, retain or become responsible for any such Liabilities.

(b) Liabilities under Generico Welfare Plans; Incurred but Unreported Claims. New Alpha, LLC shall be solely responsible, after the Distribution Time, for all claims for welfare benefits (and for any Liabilities arising as a result of such claims) incurred by any of the Alpha Personnel under the Generico Welfare Plans following the Distribution Time, and New Alpha, LLC shall promptly reimburse Generico and the Generico Welfare Plans for all such claims and Liabilities (except to the extent that Generico is fully reimbursed for such Liability by insurance with third-party insurers). In addition, New Alpha, LLC shall be solely responsible, after the Distribution Time, for all claims for welfare benefits (and for any Liabilities arising as a result of such claims) incurred by any of the Alpha Personnel under the Generico Welfare Plans at or prior to the Distribution Time, except to the extent that such claims have been paid as of the Distribution Time or to the extent that Generico is fully reimbursed by insurance with third-party insurers, and neither Generico nor the Generico Welfare Plans shall assume or retain any such claims or Liabilities (except that (i) the Generico Welfare Plans shall bear the responsibility of determining whether such claims are entitled to payment under the terms of the Generico Welfare Plans as provided in the Transition Services Agreement and (ii) if, to the extent necessary for the efficient administration of the Generico Welfare Plans, Generico pays any of such claims, Generico shall be promptly reimbursed therefor by New Alpha, LLC). Claims for health benefits shall be considered to be incurred prior to the Distribution Time if the services related to such claims were provided prior to the Distribution Time. Claims for all other welfare benefits shall be considered to be incurred prior to the Distribution Time if the date of loss occurred prior to the Distribution Time.

(c) Short-Term and Long-Term Disability Benefits. Notwithstanding subsection (a) and (b) above, all Alpha Personnel who, as of the Distribution Time, are receiving or entitled to receive short-term or long-term disability benefits under a Generico short- and long-term disability plan (which is a Generico Welfare Plan) with respect to the incurrence of a disability on or prior

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to the Distribution Time shall continue participation or become eligible to participate in the applicable Generico short- and long-term disability plans following the Distribution Time in accordance with the terms and conditions of such plans and any applicable related insurance contracts or policies; provided, however, that (i) New Alpha, LLC shall bear and be responsible for all costs, claims and other Liabilities related to the provision of short-term disability benefits and medical benefits to such Alpha Personnel during their disability period from and after the Distribution Time under the applicable Generico Welfare Plans (other than Liabilities related to such plans that result from matters of non-compliance following the Distribution Time; provided that in no event shall the continued participation by Alpha Personnel in the Generico Welfare Plans as described herein constitute or be deemed to constitute a matter of non-compliance for these purposes) and (ii) neither Generico nor any of the Generico Welfare Plans shall be obligated to provide medical benefits to such Alpha Personnel during their disability period following the date on which New Alpha, LLC establishes the New Alpha Welfare Plans that provide medical benefits to the Alpha Employees.

(d) COBRA and HIPAA Liabilities. Notwithstanding subsection (a) and (b) above, after the Distribution Time: (i) the Generico Parties shall be solely jointly and severally responsible for the continuation coverage requirements under COBRA and the portability requirements under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) with respect to the Former Alpha Employees and the Generico Personnel and their qualified beneficiaries under the applicable Generico Welfare Plans; provided, that (A) New Alpha, LLC shall bear and be responsible for all costs, claims and other Liabilities related to the satisfaction of such requirements to the extent the Generico Parties are not fully reimbursed therefor by insurance with third-party insurers (other than Liabilities related to such plans that result from matters of non-compliance following the Distribution Time; provided that in no event shall the continued participation by Alpha Personnel in the Generico Welfare Plans constitute or be deemed to constitute a matter of non-compliance for these purposes) with respect to the Former Alpha Employees in excess of required employee contributions and (B) New Alpha, LLC may elect, upon reasonable notice to Generico, to assume responsibility for such requirements with respect to the Former Alpha Employees, in which event Generico and the Generico Welfare Plans shall cease to have any responsibility under this Section 3.03(d), and (ii) the Alpha Parties shall be solely jointly and severally responsible for the continuation coverage requirements under COBRA and the portability requirements under HIPAA with respect to the Alpha Employees and their qualified beneficiaries under the applicable New Alpha Welfare Plans.