EXHIBIT 10.16
Execution Copy
POST-RETIREMENT MEDICAL BENEFITS COVERAGE AGREEMENT
THIS POST-RETIREMENT MEDICAL BENEFITS
COVERAGE AGREEMENT (this “ Agreement ”) is made
and entered into by and between VCA Antech, Inc., a Delaware
corporation (the “ Company ”), and Arthur J.
Antin, an individual (“ Executive ”) on the date
or dates shown opposite their signatures below, to be effective as
of December 27, 2007, the date on which the Compensation
Committee of the Board of Directors approved the Agreement.
RECITALS
WHEREAS, Executive has been an
officer of the Company since its initial formation over 20 years
ago, and the Company is indebted to Executive’s contributions
to the Company; and
WHEREAS, the Company and Executive
desire that the Company continue to provide medical benefits
coverage to Executive and his family members after his retirement
from the Company.
AGREEMENT
NOW, THEREFORE, in consideration of
the foregoing recitals and the terms, covenants and conditions
contained herein, the parties hereto agree as follows:
1. Continuing Medical
Benefits Coverage .
1.1.
Following termination of Executive’s position as an employee
of the Company, at Executive’s option, the Company shall
continue to provide medical benefits coverage for Executive and his
family (for all purposes of this agreement, references to family or
spouse shall include a registered domestic partner) commencing on
or after the date Executive attains (or in the case of surviving
family, would have attained) age 60, until the last to occur of
(a) Executive’s death, (b) the death of
Executive’s spouse, or (c) the end of the year in which
occurs the attainment of age 25 by each of Executive’s
children; provided, however, that medical benefit coverage for each
of Executive’s children shall cease upon the end of the year
in which such child’s 25 th birthday occurs
(unless such child is disabled, in which case coverage shall
continue), if earlier. Such medical benefits coverage shall be at
least as favorable as the most favorable level, type and basis of
medical coverage provided to Executive and his family at any time
within five years before termination of Executive’s
employment with the Company. Upon Executive’s eligibility for
Medicare (or a similar program), Executive shall have the option,
but not the obligation, to enroll in Medicare (or such similar
program). If Executive or any eligible family member elects to
enroll in such program, then the Company’s obligation
hereunder to such enrolled person shall be limited thereafter to
providing Medicare supplementary coverage, Lloyds policy and
Executive Edge Medical Reimbursement Insurance or substantially
similar policies.
1.2.
The Company shall provide the medical benefits coverage described
in Section 1.1 through the Company-sponsored medical plans
(including Executive Edge Medical Reimbursement Insurance or a
substantially similar policy); provided that if the Company is
unable to do so, then the Company shall secure similar individual
health insurance policies providing comparable benefits for
Executive and his family. If, however, the Company fails to secure
such similar health insurance policies, then Executive shall be
entitled to obtain similar individual health insurance policies
providing comparable benefits for him and his family, and the
Company shall reimburse Executive for the cost of such policies
upon Executive’s submission of proof of his prior payment of
the premiums for such policies.
1.3.
Executive’s election to continue medical benefits coverage
under this Agreement is an alternative to statutory continuation
coverage rights pr
