Common use of Approved Early Retirement or Normal Retirement Clause in Contracts

Approved Early Retirement or Normal Retirement. Upon the Executive’s Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s employment, which shall be paid in a cash lump sum not later than 15 days following the Executive’s termination of employment; (ii) pro rata cash portion of annual incentive award for the year in which termination occurs, based on performance valuation at the end of such year and payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (iii) elimination of all restrictions on any restricted stock awards outstanding at the time of the Executive’s termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at the time of his termination of employment (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); (v) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s termination of employment or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employment; (vi) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s termination of employment; (vii) settlement of all deferred compensation arrangements in accordance with any then applicable deferred compensation plan or election form; and (viii) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 4 contracts

Samples: Employment Agreement (CVS Corp), Employment Agreement (CVS Corp), Employment Agreement (CVS Corp)

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Approved Early Retirement or Normal Retirement. Upon the Executive’s Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s employment, which shall be paid in a cash lump sum not later than 15 days following the Executive’s termination of employment; (ii) pro rata cash portion of annual incentive award MIP Award for the year in which termination occurs, based on performance valuation at the end of such year and payable determined in a cash lump sum promptly (but in no event later than 15 daysaccordance with Section 10(c)(iii) thereafterabove; (iii) elimination of all restrictions on any restricted stock awards outstanding at the time of the Executive’s termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at the time of his termination of employment (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); (v) continued vesting of all outstanding stock options and the right to exercise such stock options (including, for the avoidance of doubt, after Executive’s death by any person to whom the award passes by will or the laws of descent and distribution following Executive’s death) for a period of one year following the later of the date the options are fully vested or the Executive’s termination of employment or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employment; (vi) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s termination of employment; (vii) settlement of all deferred compensation arrangements in accordance with any then applicable deferred compensation plan or election form; and (viii) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 3 contracts

Samples: Employment Agreement (CVS Caremark Corp), Employment Agreement (CVS Caremark Corp), Employment Agreement (CVS Caremark Corp)

Approved Early Retirement or Normal Retirement. Upon the Executive’s 's Approved Early Retirement or Normal Retirement (each as defined Retirement, then subject to Sections 9(k) and 17 below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s 's employment, which shall be paid in a cash single lump sum not later than 15 days following the Executive’s 's termination of employment; (ii) pro rata cash portion of annual incentive award for the year period in which termination occurs, based on the performance valuation at the end of such year period and payable in a cash lump sum promptly after results are determined (but in no event later than 15 days) thereafterdays after such determination); (iii) elimination lapse of all restrictions on any restricted stock award and restricted stock unit awards (including any performance-based restricted stock or restricted stock units) outstanding at the time of the Executive’s termination of employmenthis employment termination; (iv) continued vesting (as if the Executive remained employed by the Company) of any outstanding deferred stock awards outstanding at shares as of the time date of his termination of employment (other than awards employment, including any matching grant, under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards);'s STEP program: (v) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s 's termination of employment (or such longer period as may be provided in stock options granted to other similarly situated executive officers of the Company) or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employmentless; (vi) continued vesting (as if Executive remained employed by the Company) of any outstanding awards under the "Career Equity" program payable in a cash lump sum promptly following such vesting (but in no event later than 15 days thereafter); (vii) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s 's termination of employment; (viiviii) the "lump sum value" payable under Article 7 of the SERP as if the Executive retired on the day after a "change in control" as defined in the SERP; (ix) settlement of all deferred compensation arrangements in accordance with the Executive's duly executed Deferral Election Forms or the terms of any then applicable deferred compensation mandatory deferral; (x) provided the Executive timely elects COBRA coverage, continuation of medical and dental coverage during the Severance Period (or, if earlier, until the time the Executive becomes eligible to participate in another group plan providing such coverage by reason of subsequent employment) on the same terms and conditions as described in this Agreement. The foregoing benefits shall terminate at such time, if any, as the Executive begins participation in the Company's retiree medical program. If, during the period of coverage under the first sentence of this subsection, (A) the Company's medical and/or dental plans or programs cease to exist including due to the Company's (or a successor's) failure to maintain any such plan or program, or (B) if while the Executive is participating in the retiree medical program, the Company terminates such program, then for the remainder of such period, the Company shall pay to the Executive a cash amount on an after-tax basis equal to the Company's cost of providing medical and dental coverage to the Executive prior to the date the Executive's employment terminated, as long as the Executive provides evidence to the Company that he has actually obtained such coverage. Such cash amount shall be paid to the Executive quarterly in advance of the date the premiums are due; (xi) continued life insurance coverage during the Severance Period pursuant to the Company's plans or, at the Company's option, pursuant to an election formby the Executive to convert such life insurance to portable term insurance. The Company shall pay the premiums associated with such insurance on the same terms and conditions as described in this Agreement. The Executive shall complete such paperwork and obtain such physical examinations as shall be necessary for the Company to obtain any coverage under this paragraph. If, during the Severance Period, the Executive becomes eligible to participate in another group plan providing life insurance coverage by reason of subsequent employment, the Executive's entitlement under this subsection will terminate in accordance with the transition of coverage provisions in the Company's policies; and (viiixii) other or additional benefits then due or earned in accordance with applicable plans and programs of the CompanyCompany including, if the Executive is eligible to participate in such program, any retiree health plan.

Appears in 2 contracts

Samples: Employment Agreement (Footstar Inc), Employment Agreement (Footstar Inc)

Approved Early Retirement or Normal Retirement. Upon the Executive’s 's Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s 's employment, which shall be paid in a cash single lump sum not later than 15 days following the Executive’s 's termination of employment; (ii) pro rata cash portion of annual incentive award for the year in which termination occurs, based on performance valuation at the end of such year and payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (iii) elimination of all restrictions on any restricted stock awards outstanding at the time of the Executive’s termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at the time of his termination of employment (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards)employment; (viv) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s 's termination of employment (or such longer period as may be provided in stock options granted to other similarly situated executive officers of the Company) or for the remainder of the exercise period, if less less; (other than awards under v) continued vesting (as if the Executive remained employed by the Company’s Partnership Equity Program, which shall be governed by the terms ) of all outstanding long-term incentive awards and payment of such awards); providedawards based on valuation at the end of the performance period, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall payable in a cash lump sum promptly (but in no event be exercisable after three years following termination of employmentlater than 15 days) thereafter; (vi) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s 's termination of employment; (vii) settlement of all deferred compensation arrangements in accordance with any then applicable deferred compensation plan or election form; andthe Executive's duly executed Deferral Election Forms; (viii) continued participation in all medical, health and life insurance plans at the same benefit level at which he was participating on the date of the termination of his employment until the earlier of: (A) the Executive's attainment of age 60; or (B) the date, or dates, he receives substantially equivalent coverage and benefits under the plans and programs of a subsequent employer (such coverage and benefits to be determined on a coverage-by-coverage, or benefit-by- (ix) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 2 contracts

Samples: Employment Agreement (Linens N Things Inc), Employment Agreement (Linens N Things Inc)

Approved Early Retirement or Normal Retirement. Upon the Executive’s Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s employment, which shall be paid in a cash lump sum not later than 15 days following the Executive’s termination of employment; (ii) pro rata cash portion of annual incentive award MIP Award for the year in which termination occurs, based on performance valuation at the end of such year and payable determined in a cash lump sum promptly (but in no event later than 15 daysaccordance with Section 10(c)(iii) thereafterabove; (iii) elimination of all restrictions on any restricted stock awards outstanding at the time of the Executive’s termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at the time of his termination of employment (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); (v) continued vesting of all outstanding stock options and the right to exercise such stock options (including, for the avoidance of doubt, after Executive’s death by any person to whom the award passes by will or the laws of descent and distribution following Executive’s death) for a period of one year following the later of the date the options are fully vested or the Executive’s termination of employment or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employment; (vi) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s termination of employment; (vii) settlement of all deferred compensation arrangements in accordance with any then applicable deferred compensation plan or election form; and (viii) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 1 contract

Samples: Employment Agreement (CVS Caremark Corp)

Approved Early Retirement or Normal Retirement. Upon the Executive’s Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s employment, which shall be paid in a cash lump sum not later than 15 days following the Executive’s termination of employment; (ii) pro rata cash portion of annual incentive award for the year in which termination occurs, based on performance valuation at the end of such year and payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (iii) elimination of all restrictions on any restricted stock awards outstanding at the time of the Executive’s termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at the time of his termination of employment (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); (v) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s termination of employment or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employment; (vi) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s termination of employment; (vii) settlement of all deferred compensation arrangements in accordance with any then applicable deferred compensation plan or election form; (viii) continued participation in all medical, health and life insurance plans at the same benefit level at which he was participating on the date of the termination of his employment until the earlier of: (A) the Executive’s attainment of age 60; or (B) the date, or dates, he receives substantially equivalent coverage and benefits under the plans and programs of a subsequent employer (such coverage and benefits to be determined on a coverage-by-coverage, or benefit-by-benefit, basis); provided that (1) if the Executive is precluded from continuing his participation in any employee benefit plan or program as provided in this clause (viii) of this Section 10(f), he shall receive cash payments equal on an after-tax basis to the cost to him of obtaining the benefits provided under the plan or program in which he is unable to participate for the period specified in this clause (viii) of this Section 10(f), (2) such cost shall be deemed to be the lowest cost that would be incurred by the Executive in obtaining such benefit himself on an individual basis, and (3) payment of such amounts shall be made quarterly in advance; and (viiiix) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 1 contract

Samples: Employment Agreement (CVS Corp)

Approved Early Retirement or Normal Retirement. Upon the Executive’s 's Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s 's employment, which shall be paid in a cash single lump sum not later than 15 days following the Executive’s 's termination of employment; (ii) pro rata cash portion of annual incentive award for the year in which termination occurs, based on performance valuation at the end of such year and payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (iii) elimination of all restrictions on any restricted stock awards outstanding at the time of the Executive’s termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at the time of his termination of employment (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards)employment; (viv) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s 's 16 termination of employment (or such longer period as may be provided in stock options granted to other similarly situated executive officers of the Company) or for the remainder of the exercise period, if less less; (other than awards under v) continued vesting (as if the Executive remained employed by the Company’s Partnership Equity Program, which shall be governed by the terms ) of all outstanding long-term incentive awards and payment of such awards); providedawards based on valuation at the end of the performance period, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall payable in a cash lump sum promptly (but in no event be exercisable after three years following termination of employmentlater than 15 days) thereafter; (vi) the balance of any incentive awards earned as of December January 31 of the prior fiscal year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s 's termination of employment; (vii) settlement continued participation in all medical, health and life insurance plans at the same benefit level at which he was participating on the date of all deferred compensation arrangements the termination of his employment until the earlier of: (A) the Executive's attainment of age 65; or (B) the date, or dates, he receives substantially equivalent coverage and benefits under the plans and programs of a subsequent employer (such coverage and benefits to be determined on a coverage-by-coverage, or benefit-by-benefit, basis); provided, that (1) if the Executive is precluded from continuing his participation in accordance with any then applicable deferred compensation employee benefit plan or election formprogram as provided in this clause (vii) of this Section 10(f), he shall receive cash payments equal on an after-tax basis to the cost to him of obtaining the benefits provided under the plan or program in which he is unable to participate for the period specified in this clause (vii) of this Section 10(f), (2) such cost shall be deemed to be the lowest cost that would be incurred by the Executive in obtaining such benefit himself on an individual basis, and (3) payment of such amounts shall be made quarterly in advance; andand 17 (viii) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company, or which are required by applicable law.

Appears in 1 contract

Samples: Employment Agreement (Lechters Inc)

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Approved Early Retirement or Normal Retirement. Upon the Executive’s 's Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s 's employment, which shall be paid in a cash single lump sum not later than 15 days following the Executive’s 's termination of employment; (ii) pro rata cash portion of annual incentive award for the year in which termination occurs, based on performance valuation at the end of such year and payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (iii) elimination lapse of all restrictions on any restricted stock awards award (including any performance-based restricted stock) outstanding at the time of the Executive’s his termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at award of contingent shares as of the time date of his termination of employment (other than awards employment, including any matching grant under the Company’s Partnership Equity Program, which shall be governed by 's "STEP" program or award under the terms of such awards)Company's "Founders Stock" program; (v) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s 's termination of employment (or such longer period as may be provided in stock options granted to other similarly situated executive officers of the Company) or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employmentless; (vi) continued vesting (as if Executive remained employed by the Company) of all outstanding awards under the "Career Equity" program and a payment of such awards based on valuation at the end of the performance period, payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (vii) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s 's termination of employment; (viiviii) immediate vesting of benefits under the Company's SERP, with payment of such benefits to be made in accordance with the terms and conditions of the SERP as in effect at the date of the Executive's termination (or in accordance with the terms of any subsequent amendment to the SERP which is more favorable to the Executive or his beneficiary); (ix) settlement of all deferred compensation arrangements in accordance with the Executive's duly executed Deferral Election Forms or the terms of any then applicable deferred compensation mandatory deferral; (x) continued participation in all medical, health and life insurance plans at the same benefit level at which he was participating on the date of the termination of his employment until the earlier of: (A) the Executive's attainment of age 60; or (B) the date, or dates, he receives substantially equivalent coverage and benefits under the plans and programs of a subsequent employer (such coverage and benefits to be determined on a coverage-by-coverage, or benefit-by-benefit, basis); PROVIDED THAT (1) if the Executive is precluded from continuing his participation in any employee benefit plan or election formprogram as provided in this clause (x) of this Section 10(f), he shall receive cash payments equal on an after-tax basis to the cost to him of obtaining the benefits provided under the plan or program in which he is unable to participate for the period specified in this clause (x) of this Section 10(f), (2) such cost shall be deemed to be the lowest cost that would be incurred by the Executive in obtaining such benefit himself on an individual basis, and (3) payment of such amounts shall be made quarterly in advance; and (viiixi) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 1 contract

Samples: Employment Agreement (Footstar Inc)

Approved Early Retirement or Normal Retirement. Upon the Executive’s 's Approved Early Retirement or Normal Retirement (each as defined Retirement, then subject to Sections 9(k) and 17 below), the Executive shall be entitled to and his her sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s 's employment, which shall be paid in a cash single lump sum not later than 15 days following the Executive’s 's termination of employment; (ii) pro rata cash portion of annual incentive award for the year period in which termination occurs, based on the performance valuation at the end of such year period and payable in a cash lump sum promptly after results are determined (but in no event later than 15 days) thereafterdays after such determination); (iii) elimination lapse of all restrictions on any restricted stock award and restricted stock unit awards (including any performance-based restricted stock or restricted stock units) outstanding at the time of the Executive’s termination of employmenther employment termination; (iv) continued vesting (as if the Executive remained employed by the Company) of any outstanding deferred stock awards outstanding at shares as of the time date of his termination of employment (other than awards employment, including any matching grant, under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards);'s STEP program: (v) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s 's termination of employment (or such longer period as may be provided in stock options granted to other similarly situated executive officers of the Company) or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employmentless; (vi) continued vesting (as if Executive remained employed by the Company) of any outstanding awards under the "Career Equity" program payable in a cash lump sum promptly following such vesting (but in no event later than 15 days thereafter); (vii) the balance of any incentive awards earned as of December 31 of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s 's termination of employment; (viiviii) the "lump sum value" payable under Article 7 of the SERP as if the Executive retired on the day after a "change in control" as defined in the SERP; (ix) settlement of all deferred compensation arrangements in accordance with the Executive's duly executed Deferral Election Forms or the terms of any then applicable deferred compensation mandatory deferral; (x) provided the Executive timely elects COBRA coverage, continuation of medical and dental coverage during the Severance Period (or, if earlier, until the time the Executive becomes eligible to participate in another group plan providing such coverage by reason of subsequent employment) on the same terms and conditions as described in this Agreement. The foregoing benefits shall terminate at such time, if any, as the Executive begins participation in the Company's retiree medical program. If, during the period of coverage under the first sentence of this subsection, (A) the Company's medical and/or dental plans or programs cease to exist including due to the Company's (or a successor's) failure to maintain any such plan or program, or (B) if while the Executive is participating in the retiree medical program, the Company terminates such program, then for the remainder of such period, the Company shall pay to the Executive a cash amount on an after-tax basis equal to the Company's cost of providing medical and dental coverage to the Executive prior to the date the Executive's employment terminated, as long as the Executive provides evidence to the Company that she has actually obtained such coverage. Such cash amount shall be paid to the Executive quarterly in advance of the date the premiums are due; (xi) continued life insurance coverage during the Severance Period pursuant to the Company's plans or, at the Company's option, pursuant to an election formby the Executive to convert such life insurance to portable term insurance. The Company shall pay the premiums associated with such insurance on the same terms and conditions as described in this Agreement. The Executive shall complete such paperwork and obtain such physical examinations as shall be necessary for the Company to obtain any coverage under this paragraph. If, during the Severance Period, the Executive becomes eligible to participate in another group plan providing life insurance coverage by reason of subsequent employment, the Executive's entitlement under this subsection will terminate in accordance with the transition of coverage provisions in the Company's policies; and (viiixii) other or additional benefits then due or earned in accordance with applicable plans and programs of the CompanyCompany including, if the Executive is eligible to participate in such program, any retiree health plan.

Appears in 1 contract

Samples: Employment Agreement (Footstar Inc)

Approved Early Retirement or Normal Retirement. Upon the Executive’s 's Approved Early Retirement or Normal Retirement (each as defined below), the Executive shall be entitled to and his sole remedies under this Agreement shall be: (i) Base Salary through the date of termination of the Executive’s 's employment, which shall be paid in a cash single lump sum not later than 15 days following the Executive’s 's termination of employment; (ii) pro rata cash portion of annual incentive award for the year in which termination occurs, based on performance valuation at the end of such year and payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (iii) elimination lapse of all restrictions on any restricted stock awards award (including any performance-based restricted stock) outstanding at the time of the Executive’s his termination of employment; (iv) continued vesting (as if the Executive remained employed by the Company) of any deferred stock awards outstanding at award of contingent shares as of the time date of his termination of employment (other than awards employment, including any matching grant under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards)'s "STEP" program or deferred restricted stock award; (v) continued vesting of all outstanding stock options and the right to exercise such stock options for a period of one year following the later of the date the options are fully vested or the Executive’s 's termination of employment (or such longer period as may be provided in stock options granted to other similarly situated executive officers of the Company) or for the remainder of the exercise period, if less (other than awards under the Company’s Partnership Equity Program, which shall be governed by the terms of such awards); provided, however, that options granted pursuant to the Company’s 1987 Stock Option Plan shall in no event be exercisable after three years following termination of employmentless; (vi) continued vesting (as if Executive remained employed by the Company) of all outstanding awards under the "Career Equity" program and a payment of such awards based on valuation at the end of the performance period, payable in a cash lump sum promptly (but in no event later than 15 days) thereafter; (vii) the balance of any incentive awards earned as of December 31 year end of the prior year (but not yet paid), which shall be paid in a single lump sum not later than 15 days following the Executive’s 's termination of employment; (viiviii) immediate vesting of benefits under the Company's SERP, with payment of such benefits to be made in accordance with the terms and conditions of the SERP as in effect at the date of the Executive's termination (or in accordance with the terms of any subsequent amendment to the SERP which is more favorable to the Executive or his beneficiary); (ix) settlement of all deferred compensation arrangements in accordance with the Executive's duly executed Deferral Election Forms or the terms of any then applicable deferred compensation mandatory deferral; (x) continued participation in all medical, health and life insurance plans at the same benefit level at which he was participating on the date of the termination of his employment until the earlier of: (A) the Executive's attainment of age 60; or (B) the date, or dates, he receives substantially equivalent coverage and benefits under the plans and programs of a subsequent employer (such coverage and benefits to be determined on a coverage-by-coverage, or benefit-by-benefit, basis); PROVIDED THAT (1) if the Executive is precluded from continuing his participation in any employee benefit plan or election formprogram as provided in this clause (x) of this Section 10(f), he shall receive cash payments equal on an after-tax basis to the cost to him of obtaining the benefits provided under the plan or program in which he is unable to participate for the period specified in this clause (x) of this Section 10(f), (2) such cost shall be deemed to be the lowest cost that would be incurred by the Executive in obtaining such benefit himself on an individual basis, and (3) payment of such amounts shall be made quarterly in advance; and (viiixi) other or additional benefits then due or earned in accordance with applicable plans and programs of the Company.

Appears in 1 contract

Samples: Employment Agreement (Footstar Inc)

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