COBRA Premiums. You will receive information about your right to continue your group health insurance coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) after the Termination Date. In order to continue your coverage, you must file the required election form. Subject to you electing COBRA continuation coverage and you not revoking this Agreement as set forth in Section 16 below, the Company shall pay you an amount equal to the Company share of group health plan monthly premiums until the earlier of # 9 months after the Termination Date or # the date you become eligible for substantially equivalent health care coverage in connection with new employment or self-employment. Any such payments shall be reported as wages and subject to tax withholding.

Payment of Continued Group Health Plan Benefits. If you are eligible for and timely elect continued group health plan continuation coverage under the U.S. Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) following your date of termination, the Company shall pay directly to the carrier the full amount of the COBRA premiums on behalf of you for your continued coverage under the Company’s group health plans, including coverage for your eligible dependents, until the earliest of # the end of the 12 month period following the date of your termination (the “COBRA Payment Period”), # the expiration of your eligibility for the continuation coverage under COBRA, or # the date when you become eligible for substantially equivalent health insurance coverage in connection with new employment. Upon the conclusion of such period of insurance premium payments made by the Company, you will be responsible for the entire payment of premiums (or payment for the cost of coverage) required under COBRA for the duration of your eligible COBRA coverage period, if any. For purposes of this Section, # references to COBRA shall be deemed to refer also to analogous provisions of state law and # any applicable insurance premiums that are paid by the Company shall not include any amounts payable by you under a U.S. Internal Revenue Code Section 125 health care reimbursement plan, which amounts, if any, are your sole responsibility.

The Employee’s right for coverage under the Company’s group health insurance will terminate on the Termination Date. The Employee will receive information about the Employee’s right to continue group health insurance coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) soon after the Termination Date. In order to continue coverage, the Employee must file the required election form. Although the Company is not otherwise obligated to do so, provided the Employee signs this Agreement and elects to continue group health coverage, the Company will pay the monthly premium under COBRA for the Employee and, if applicable, the Employee’s dependents (“Benefit Payments”) until the earliest of # the end of the period six months following the month in which the Termination Date occurs, # the expiration of the Employee’s continuation coverage under COBRA, or # the date when the Employee becomes eligible for health insurance in connection with new employment (for eligibility and participation in COBRA and any other coverages following the Benefit Termination Date please contact ​). The Employee agrees to notify the Company immediately upon commencing other employment that provides health insurance. Without limiting any other obligation of the Employee hereunder, the Employee’s right to receive any and all Benefit Payments shall be conditioned upon the Employee’s continued compliance with the terms and conditions of this Agreement.

Provided that you timely elect COBRA coverage and you continue to timely pay the same portion (if any) of the necessary group health insurance premium that you were responsible to pay as of immediately before your Termination Date, the Company shall continue to pay the Company portion of the premiums for your Company group health insurance coverage for you and your dependents (the “COBRA Premiums”) until the earlier of: # nine months following the Termination Date, # the date you are provided with other group health insurance coverage, or # the date you cease to be eligible for COBRA coverage (the “COBRA Payment Period”). For purposes of this Agreement, COBRA Premiums do not include amounts paid by you for coverage under a [Section 125] health care reimbursement account plan. Notwithstanding the foregoing, if the Company determines, in its sole discretion, that it cannot pay the COBRA Premiums without potentially incurring financial costs or penalties under applicable law (including, without limitation, Section 2716 of the Public Health Service Act), the Company instead shall pay you on the first day of each calendar month following the Termination Date, a fully taxable cash payment equal to the applicable COBRA Premiums for that month, subject to applicable tax withholdings for the remainder of the COBRA Payment Period.

If you satisfy the Conditions, including, without limitation, signing the Certificate, and timely elect and are eligible for COBRA health continuation, then the Company shall pay the monthly employer COBRA premium for the same level of group health coverage as in effect for you and your family on the Date of Termination until the earliest of the following: # the six (6) month anniversary of the Date of Termination, # your eligibility for group health coverage through other employment or # the end of your eligibility under COBRA for continuation coverage for health care (the “Health Benefits”). You will be responsible for paying the remaining portion of the premiums for such coverage as if you remained employed. You agree to notify the Company promptly if you become eligible for group health care coverage through another employer. You also agree to respond promptly and fully to any reasonable requests for information by the Company concerning your eligibility for such coverage. If applicable, you may continue coverage after the six (6) month anniversary of the Date of Termination entirely at your own expense for the remainder of the COBRA continuation period, subject to continued eligibility. The Company will also pay any administrative fee needed if permitted by applicable law.

If at the time of your employment termination you participate in health care coverage through the Company’s plan, then provided that you timely elect continued coverage under COBRA, the Company will pay your COBRA premiums (less your standard employee contribution) to continue your coverage (including coverage for eligible dependents, if applicable) (“COBRA Premiums”) through the period (the “COBRA Premium Period”) starting on the termination date and ending on the earliest to occur of the date: # twelve (12) months after the termination date; # you become eligible for group health insurance coverage through a new employer; or # you cease to be eligible for COBRA continuation coverage for any reason, including plan termination. In the event you become covered under another employer’s group health plan or otherwise cease to be eligible for COBRA during the COBRA Premium Period, you must immediately notify the Company of such event.

COBRA. If you are subject to an Involuntary Termination and you elect to continue your health insurance coverage under the Consolidated Omnibus Budget Reconciliation Act ("COBRA") following your Separation, then the Company will pay the same portion of your monthly premium under COBRA as it pays for active employees and their eligible dependents until the earliest of # the close of the 6-month period following your Separation, # the expiration of your continuation coverage under COBRA or # the date when you become eligible for substantially equivalent health insurance coverage in connection with new employment or self-employment. Such payments will be treated as taxable compensation income to you if required or advisable, in the Company's sole discretion, to avoid adverse consequences to you, the Company or the Company's other employees.

Provided Employee timely elects continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985 ("COBRA"), and Employee continues to timely pay the same portion (if any) of the necessary group health insurance premium that Employee was responsible to pay as of immediately before the Termination Date, the Company shall continue to pay the Company portion of the premiums for Employee’s Company group health insurance coverage for Employee and Employee’s dependents through ​, which represents ​ month[s] following the Termination Date. Thereafter, Employee shall be eligible to continue his or her group health insurance coverage at his or her own cost in accordance with COBRA. If at any time subsequent to the Termination Date, Employee obtains group health insurance coverage through another employer, Employee shall immediately notify the Company that he or she has obtained such coverage and the Company shall no longer be required to pay any premiums for Employee's group health insurance coverage as of the date that Employee's new group health insurance coverage begins.

COBRA Premiums. If you timely elect continued coverage under COBRA, the Company will pay your COBRA premiums to continue your coverage (including coverage for eligible dependents, if applicable) (“COBRA Premiums”) through the period (the “COBRA Premium Period”) starting on the Separation Date and ending on the earliest to occur of: # the date that is twelve (12) months following the Separation Date; # the date you become eligible for group health insurance coverage through a new employer; or # the date you cease to be eligible for COBRA continuation coverage for any reason, including plan termination. In the event you become covered under another employer's group health plan or otherwise cease to be eligible for COBRA during the COBRA Premium Period, you must immediately notify the Company in writing of such event.

if you timely elect continued coverage under COBRA for yourself and your covered dependents, then the Company shall pay the COBRA premiums necessary to continue your health insurance coverage in effect for yourself and your eligible dependents on the termination date until the earliest of # the close of the six (6) month period following the termination of your employment, # the expiration of your eligibility for the continuation coverage under COBRA, or # the date when you become eligible for substantially equivalent health insurance coverage in connection with new employment or self-employment. If you become eligible for coverage under another employer's group health plan or otherwise cease to be eligible for COBRA during the period provided in this clause, you must immediately notify the Company of such event, and all payments and obligations under this clause shall cease (the “Paid COBRA Benefits”); and