Exhibit 10.10
MERCK & CO., INC.
SPECIAL SEPARATION PROGRAM
FOR
“SEPARATED” EMPLOYEES
Eligible
Employees: Employees of Merck & Co., Inc. who are not subject
to a collective bargaining agreement and:
(1) who
experience a Separation From Service (as defined in the Separation
Benefits Plan) on or between November 1, 2005 through
December 31, 2008; and
(2) who, as of their Separation Date are
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Less than age 49; or |
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At least age 49 but not yet age 64 with less than Nine years
of Credited Service |
Effective Date: As of January 2, 2008
This
document summarizes the benefits for which a “Separated
Employee” may be eligible under the Special Separation
Program and other Merck employee benefit plans and programs. Unless
otherwise noted below, the terms and conditions of Merck’s
employee benefit plans and programs applicable on an
employee’s termination of employment from Merck are as
described in the applicable sections of the current Merck Benefits
Book (and applicable summaries of material modification) previously
provided to you or provided to you with this Brochure, as such
plans and programs (and the applicable sections of the Merck
Benefits Book) may be amended from time to time. (A copy of the
applicable sections of the Merck Benefits Book (and applicable
summaries of material modification) can be obtained on line at
http://humres.merck.com/benefit/about_benefits_book.html or
www.merck.com/benefits or by calling the Merck Benefits
Service Center at 1-800-666-3725). However, to the extent that the
terms below differ from those described in the applicable sections
of the current Merck Benefits Book (and applicable summaries of
material modification), this communication constitutes a summary of
material modifications and should be kept with that book.
“Separated Employees” are certain nonunionized Merck
& Co., Inc. employees
(1) who
experience a Separation From Service (as that term is defined in
the Separation Benefits Plan) on or between November 1, 2005
through December 31, 2008; and
(2) who,
as of their Separation Date, is:
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Less than age 49 or |
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At least age 49 but not yet age 64 with less than nine years of
Credited Service |
Separated Employees are only those employees who are designated by
Merck as “Separated Employees.” “Separated
Employees” do not include employees who terminate employment
in any way that does not constitute a Separation From Service as
determined by Merck, including employees who resign for any reason.
Benefits described in this Brochure only apply to Separated
Employees and do not apply to any other Merck employees.
If you
have been designated as a Separated Employee, the Company will
provide you with a separation letter (the “Separation
Letter”) that will describe the Special Separation Program
benefits for which you are eligible and include a release of legal
claims against the Company, and may also include other terms, such
as non-solicitation and non-competition provisions, as the Company
in its sole discretion decides to include. In order to receive the
benefits under the Special Separation Program, you must sign and
return the Separation Letter by the date stated in the letter (the
“Separation Letter Return Date”) and not revoke the
letter within the revocation period.
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Advance Notice or Pay in Lieu of Notice
You will
either receive advance notice of your Separation From Service, or,
Pay in Lieu of Notice. Pay in Lieu of Notice, which is not
contingent upon your signing the Separation Letter, will be paid to
you if you are not provided advance notice as described in the
Summary Plan Description for the Separation Benefits Plan (the
“Separation Plan SPD”) distributed with this Brochure.
If the Company is required under the Worker Adjustment Retraining
and Notification Act or any other similar federal, state or local
law to provide a notice period or pay in lieu of notice, such
required notice or pay shall be in lieu of, and not in addition to,
any notice or Pay in Lieu of Notice provided under the Separation
Benefits Plan.
Special Separation Program
All
other benefits under this Special Separation Program are contingent
upon the Separated Employee signing and not revoking the Separation
Letter. They consist of:
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Separation Pay |
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Outplacement Services |
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Eligibility for continued medical, dental and life insurance
benefits |
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Eligibility for a special payment in lieu of an AIP/EIP bonus
for the performance year in which his or her Separation Date occurs
if his or her Separation Date occurs after June 30 and on or before
December 31 of that performance year |
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Eligibility for extended use of the day care center |
Separation Pay, Outplacement Benefits and continued medical, dental
and life insurance benefits are described in the Separation Plan
SPD distributed with this Brochure.
This
Brochure describes the following:
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the eligibility for extended use of the day care center, if
applicable, under the Special Separation Program in exchange for
signing and not revoking the Separation Letter; |
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the benefits for those Separated Employees who do not sign, or
who sign and later revoke, the Separation Letter; and |
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the terms and conditions of certain Merck benefit plans and
programs as they apply to any separated employee without regard to
whether they sign the Separation Letter. |
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Medical (including Prescription Drug) and Dental
Medical (including Prescription Drug) and Dental — If You
Do Not Sign the Separation Letter
If you
do not sign the Separation Letter, your medical and dental coverage
options in effect on your Separation Date will continue under
Merck’s medical and dental plans (as they may be amended from
time to time) until the end of the month following the calendar
month in which your Separation Date occurred. At the end of that
period, you will be eligible to elect to continue your coverage in
accordance with COBRA for up to 18 months from your Separation
Date. If you have no medical and/or dental coverage under
Merck’s medical and dental plans on your Separation Date, you
will not have medical and/or dental coverage, as applicable, after
your Separation Date nor will you be eligible to elect such
coverage under COBRA.
Special Separation Program — Medical (including
Prescription Drug) and Dental — If You Sign the Separation
Letter
Under
the Special Separation Program, if you sign the Separation Letter,
you will be eligible to continue medical and dental coverage under
Merck’s plans (as they may be amended from time to time) for
the Separation Pay Period as more fully described in the Separation
Plan SPD. If the Separation Pay Period is less than six months, you
may continue medical and dental coverage for six months.
Contributions for medical and dental coverage will be deducted from
your Separation Pay. The contributions will be the same as the
contributions for active employees, as they may change from time to
time. At the end of the Separation Pay Period or, if the Separation
Pay Period is less than 6 months, at the end of the 6-month
period during which medical and dental coverages are provided, you
may elect to continue your coverage in accordance with COBRA for up
to an additional 18 months.
Continuation of medical and dental coverages under the Special
Separation Program is subject to the early forfeiture provisions
described in the Separation Plan SPD.
Life
Insurance
Life
Insurance — If You Do Not Sign the Separation
Letter
If you
do not sign the Separation Letter, your employee group term life,
dependent life, and survivor income protection will continue for
31 days after your Separation Date. After this 31-day period
you may elect to continue these coverages at the level in effect on
your Separation Date under Merck’s Life
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Insurance Plan (as it may be amended from time to time). You may
continue these coverages at your cost for up to the earlier of
30 months from your Separation Date or age 65. If you wish to
continue your survivor income protection and/or your dependent life
coverage, you must continue your employee group term life (basic
and optional). To continue your life insurance coverage(s) you must
submit the applicable form to the Merck Benefits Service Center
(1-800-666-3725) within 31 days after your Separation Letter Return
Date and you must pay the applicable premium in the time and manner
specified by Merck. If you fail to pay the premium in the time and
manner specified by Merck, your coverage(s) will be terminated and
they will not be reinstated. If you are interested in continuing
your coverage(s), contact the Merck Benefits Service Center
(1-800-666-3725) for more information and the applicable
form.
Your
accidental death and dismemberment coverage ends on your Separation
Date.
A full
month’s premium may be deducted from your paycheck for the
month in which your Separation Date occurs.
Special Separation Program — Life Insurance — If You
Sign the Separation Letter
Under
the Special Separation Program, if you sign the Separation Letter,
your basic employee group term life insurance coverage will
continue under Merck’s Life Insurance Plan (as it may be
amended from time to time) until the earlier of (i) last day
of the month in which the Separation Pay Period ends, or, if the
Separation Pay Period is less than 6 months, then for
6 months beginning on the first of the month coincident with
or following your Separation Date as more fully described in the
Separation Plan SPD, or (ii) age 65. Contributions, if any,
will be deducted from your Separation Pay. Continuation of basic
life insurance under the Special Separation Program is subject to
the early forfeiture provisions described in the Separation Plan
SPD.
If you
sign the Separation Letter and your basic life insurance continues,
you may also continue optional term life, dependent life and
survivor income protection at your cost for up to the earlier of
30 months from your Separation Date or age 65. If you wish to
continue your survivor income protection and/or your dependent life
coverage, you must continue your optional employee group term life.
To continue your optional life insurance coverage(s) you must
submit the applicable form to The Merck Benefits Service Center
(1-800-666-3725) within 31 days after your Separation Letter
Return Date and you must pay the applicable premium in the time and
manner specified by Merck. If you fail to pay the premium in the
time and manner specified by Merck, your optional coverage(s) will
be terminated and they will not be reinstated. If you are
interested in continuing your optional coverage(s), contact The
Merck Benefits Service Center (1-800-666-3725) for more information
and the applicable form.
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After
the Separation Pay Period, you may continue your basic employee
group term life coverage at your cost for the remainder of the
period ending at the earlier of the expiration of the 30-month
period from your Separation Date or age 65. At that time, if you
are interested in continuing your basic life coverage, you must
contact The Merck Benefits Service Center (1-800-666-3725).
If your
basic life insurance ends as a result of the early forfeiture
provisions of the Separation Benefits Plan, you will not be allowed
to continue your optional coverages under the 30-month continuation
provisions. See the life insurance section of the Merck Benefits
Book (and applicable summaries of material modification) for
description of conversion rights.
The
chart below is provided for your convenience to compare the
medical, dental and life insurance benefits offered under the
Special Separation Program to the normal plan provisions.
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Regular Plan |
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Special Separation |
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Provisions |
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Program (if sign letter) |
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Medical,
Dental,
Prescription Drug
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Benefits continue to the end of the
month following the month in which your Separation Date occurs;
eligible for COBRA afterward |
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Benefits continue to the end of the
month in which the Separation Pay Period ends (or a minimum of 6
months); contributions are deducted from Separation Pay; eligible
for COBRA afterward |
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Basic Employee
Term Life Insurance (new format-maximum 1x base pay; Old Format -2x
base pay)
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Coverage at level in effect on
Separation Date continues for 31 days; you may elect to continue
coverage for up to 30 months (but not beyond age 65) from your
Separation Date at your cost |
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Coverage continues to the end of the
month in which the Separation Pay Period ends (or a minimum of
6 months) (but not beyond age 65); contributions are deducted
from Separation Pay; you may elect to continue coverage for the
balance of up to 30 months (but not beyond age 65) from your
Separation Date at your cost |
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Optional
Employee
Group Term Life,
Dependent Life,
Survivor Income
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Coverage at level in effect on your
Separation Date continues for 31 days; you may elect to
continue coverage for up to 30 months (but not beyond age 65)
from your Separation Date at your cost |
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Coverage at level in effect on your
Separation Date continues for 31 days; you may elect to continue
coverage for up to 30 months (but not beyond age 65) from your
Separation Date at your cost |
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AD&D
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No coverage |
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No coverage |
Merck On-Site Day Care Centers
If your
child is enrolled in a Merck on-site day care center, the child can
remain enrolled at the center until the Separation Letter Return
Date. If you sign the Separation Letter and your child is in an
infant, toddler or preschool room as of your Separation Date,
he/she may continue at the day care center until the third month
anniversary of your Separation Date; a child in kindergarten as of
your Separation Date may continue until the end of the calendar
week in which kindergarten graduation occurs; provided that
continued enrollment is subject to
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your
continuing to abide by the rules and regulations of the day care
center and the terms of the Separation Letter. Continuation for the
first three months shall be at the regular tuition rate. For
kindergarten children continuing after the first three months
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