COBRA Premium. “COBRA Premium” means the monthly cost of providing healthcare continuation coverage for a qualified beneficiary under COBRA, as adjusted from time to time.

COBRA Benefits: The Employee may continue coverage with respect to the Company’s group health plans as permitted by the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) for himself and each of his “Qualified Beneficiaries” as defined by COBRA (“COBRA Coverage”). The Company shall reimburse the amount of any COBRA premium paid for COBRA Coverage timely elected by and for the Employee and any Qualified Beneficiary of the Employee, and not otherwise reimbursed, during the period

if Executive (or, following his death, his spouse) timely elects COBRA continuation coverage, the Company will pay through the COBRA Payment End Date (as defined below) the monthly premiums for the level of coverage Executive maintained on the date of termination. The “COBRA Payment End Date” shall be the earlier of # 12 months following the date of termination and # the date Executive becomes employed by a third party and is eligible for coverage under the group health plan of the new employer. If during the period Executive is receiving this benefit, Executive obtains new employment and becomes eligible for coverage under the group benefits plan of the new employer, Executive shall promptly notify the Company in writing of such eligibility;

Health Benefit. Provided that you properly and timely elect to continue your health insurance benefits under COBRA after the last day of this month in accordance with the notice provided by Anthem, [[Organization B:Organization]] shall pay on your behalf your applicable COBRA premiums for up to one month or until you become eligible under another employer’s health insurance, whichever is earlier; provided, however, that if [[Organization B:Organization]] determines that reimbursed or payment of COBRA premiums would violate the provisions of the Patient Protection and Affordable Care Act or the Health Care and Education Reconciliation Act of 2010, [[Organization B:Organization]] will, in lieu thereof, provide you a taxable monthly payment, payable on the last day of a given month, in an amount equal to the monthly COBRA premium that you would be required to pay to continue your group health coverage in effect on the Separation Date, for one month or until you become eligible under another employer’s health insurance, whichever is earlier (the “Health Benefit”).

dental, or vision benefit premiums (including COBRA premiums) that the Participant is entitled to receive for such quarter (determined without regard to any delay in payment) pursuant to any Other Arrangement.

To the extent permitted by law and ​’s current group medical and dental plans, Shaw is eligible to continue, following February 29, 2016, for the period of time provided by, and in accordance with, the Consolidated Omnibus Reconciliation Act of 1985, as amended (“COBRA”), group medical and dental insurance for himself and his eligible dependents at his own expense, and, later to convert to an individual policy if he wishes. Shaw will be provided with a separate notice of his COBRA rights. If Shaw chooses to elect COBRA continuation coverage, ​ will pay the costs of such COBRA continuation coverage for a period of two (2) months following February 29, 2016. After the initial two (2) month period following February 29, 2016, Shaw will be personally responsible for the full payment of the costs of such COBRA continuation coverage. The cost of such COBRA continuation coverage paid by ​ will be imputed as income to Shaw as required by law and subject to all legally required deductions and withholdings.

Rapid7 | 800 Boylston Street | Prudential Tower, 29th Floor | Boston, MA 02199 | www.rapid7.com nondiscrimination rules of Section 105(h)(2) of the Code or any statute or regulation of similar effect (including but not limited to the 2010 Patient Protection and Affordable Care Act, as amended by the 2010 Health Care and Education Reconciliation Act), and that payment of similar amounts on a taxable basis would not, then in lieu of providing the COBRA premiums, the Company will instead pay you on the last day of each remaining month of the COBRA Payment Period, a cash payment equal to the COBRA premiums for that month, subject to applicable tax withholdings (such amount, the “Special Severance Payment”), for the remainder of the COBRA Payment Period. The Company will also pay an additional payment on your behalf, directly to the applicable taxing authorities, (the “Gross-Up Payment”) at the time of each Special Severance Payment, in an amount equal to # the ordinary federal, state and local income and employment taxes due by you, if any, at that time (the “Taxes”) on the Special Severance Payment plus # an amount sufficient to cover the iterative Taxes on the Taxes. For clarity, this Gross-Up Payment is a full gross-up (that is, calculated ad infinitum) in the amount reasonably determined by the Company as necessary to put you in the same economic position as if you received the Special Severance Payment without incurring the Taxes. You agree to cooperate and provide ail necessary assistance and information to the Company to determine the amount of the Gross-Up Payment.

Payment of Healthcare Premiums. ​ further agrees to continue to pay the premiums required to continue group health insurance coverage for Employee through April 30, 2018, under the applicable provisions of the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”), provided that Employee elects to continue and remains eligible for these benefits under COBRA, and does not obtain medical coverage through another employer or otherwise during this period.

COBRA premium that the Employee would be required to pay for COBRA continuation coverage

Subject to the conditions described below, Compass Minerals is prepared to offer you a lump sum severance payment (less applicable withholdings and deductions) of $603,998 to be paid in two installments as well as payment of COBRA premiums for your continued healthcare benefits for 12 months.