Benefits and Other Matters Sample Clauses
Benefits and Other Matters. (i) XxxXxxxx will have the right to continue his participation in the Company’s group health coverage plan under the applicable COBRA regulations and the Company shall pay all applicable COBRA premiums for a period of twelve (12) consecutive months following the Effective Date.
(ii) Except as provided in Section 2(e)(i) above, all of XxxXxxxx’x employee benefits will terminate on the Effective Date.
(iii) Within thirty (30) days of the Effective Date, the Company shall pay XxxXxxxx the amount of $7,280, which amount equals one-half (½) of his attorney’s fees incurred in connection with and related to this Agreement.
(iv) During the period from date hereof through the Effective Date, XxxXxxxx shall have access to Company email and his personal drive on the Company server and any other information personal to XxxXxxxx that may reside on any other Company server.
Benefits and Other Matters. (a) It is the specific intention of the Company and the Parent that the compensation and benefit programs (including annual and long-term incentive programs) to be provided by BPA and the BPA Companies for current and former employees of the Company will be no less favorable in the aggregate than is provided to similarly situated U.S. employees of BPA and the BPA Companies.
(b) For at least one year following the Effective Time, Parent shall provide or cause to be provided to current and former employees and directors of the Company and its Subsidiaries compensation and benefits that are at least as favorable in the aggregate (taking into account the benefits provided pursuant to this Section 7.10) as the compensation and benefits they were entitled to receive immediately prior to the Effective Time (including, without limitation, benefits pursuant to qualified and non- qualified retirement plans, savings plans, medical plans and programs, deferred compensation arrangements, incentive plans, and retiree benefit plans, policies and arrangements); provided, however, that, with respect to employees who are subject to collective bargaining, all benefits shall be provided in accordance with the applicable collective bargaining or other labor agreements; and provided, further, that all incentive, bonus and similar plans shall after the Effective Time be substantially performance-based.
(c) Parent shall cause the Company's outplacement policies and, for executives, financial counseling policies, as in effect as of the date hereof, to be maintained for two years following the Effective Time.
(d) Following the Effective Time, Parent shall, and shall cause BPA and the BPA Companies to, recognize service with the Company and any of its respective Subsidiaries and any predecessor entities which prior to the date hereof has been recognized by the Company and/or such Subsidiaries and predecessor entities (including service with Parent or its affiliates) prior to the Effective Time for all purposes (including, without limitation, eligibility to participate, vesting, benefit accrual, eligibility to commence benefits and severance) under any benefit plans of BPA or the BPA Companies in which the particular employee or former employee of the Company or its respective Subsidiaries participates to the same extent as if such service had been rendered to BPA or any of the BPA Companies; provided however, that the foregoing shall not result in any duplication of benefits for the...
Benefits and Other Matters. 4.1. Cracker Barrel shall continue to provide all group health insurance benefits for Xxxxxxx and his dependents at the same level as for other Cracker Barrel officers for the period ending September 30, 2006. Afterwards, upon payment of the appropriate premiums, Xxxxxxx will have the right to continue his participation in CBRL's group health coverage plan under the applicable COBRA regulations.
4.2. Xxxxxxx may utilize CBRL’s outplacement services during the Severance Period.
4.3. Xxxxxxx will be reimbursed for any reasonable and pre-approved out-of-pocket expenses incurred through the Effective Date in accordance with CBRL's or Cracker Barrel’s travel and entertainment reimbursement guidelines, provided that request for reimbursement is made on or before thirty days after the Effective Date.
4.4. Xxxxxxx acknowledges that the consideration set forth in this Agreement is over and above any payment or benefits to which he is legally entitled absent this Agreement.
Benefits and Other Matters. 5.1. Until the earlier of: (a) the end of the Consulting Term or (b) Xxxxxx'x obtaining other employment at which he receives health insurance benefits irrespective of their scope and coverage, CBRL, subject to Xxxxxx'x payment of contributions applicable to plan participants, shall continue to provide all group health and life insurance benefits for Xxxxxx and his dependents at the same level as for other CBRL senior level executives. Afterwards, CBRL will have no obligation to provide further life insurance benefits, but upon payment of the appropriate premiums, Xxxxxx will have the right to continue his participation in CBRL's group health coverage plan under the applicable COBRA regulations. Xxxxxx shall not be entitled to any other benefits as a consultant to CBRL.
5.2. Xxxxxx will be paid any bonus earned under the CBRL FY2006 Annual Bonus Plan in accordance with the terms of that plan.
5.3. Xxxxxx will be reimbursed for any reasonable and pre-approved out-of-pocket expenses incurred through the Effective Date in accordance with CBRL's or Cracker Barrel’s travel and entertainment reimbursement guidelines, provided that request for reimbursement is made on or before thirty days after the Effective Date.
5.4. Xxxxxx acknowledges that the consideration set forth in this Agreement is over and above any payment or benefits to which he is legally entitled absent this Agreement.
Benefits and Other Matters. (i) Rxxx shall cease to participate in all Company benefit plans as of July 31, 2016. Upon Rxxx’x execution of this Agreement without revocation, the Company shall pay to Rxxx the amount of $349 per month, representing the current applicable COBRA premium for individual coverage for Rxxx, until the earlier of eighteen (18) months following the Effective Date or the date Rxxx first becomes eligible for coverage under a subsequent employer health plan, whether he enrolls in such coverage or not. Such payment shall be processed in accordance with Company’s normal payroll cycle and paid along with the Severance Payment set forth in Section 2(a) above. Rxxx will pay for that portion of the COBRA premium over and above the cost of individual coverage for his covered dependents, if any are enrolled. Both shall be processed with the 22 severance payments in the payroll cycle.
(ii) The Company shall continue to maintain and pay the premiums on a $2 million life insurance policy covering Rxxx issued by Pacific Life Insurance Company (Policy No. **********) (or a replacement policy with similar coverage limits) (the “Policy”) until such time as the Company may transfer to Rxxx the Policy and associated collateral with the Policy in accordance with the Policy terms which is anticipated to be within 30 days after the execution of this Agreement. In the event Rxxx dies with any amounts owed to Rxxx by the Company under this Agreement remaining, life insurance benefits under the Policy will be used first to pay Rxxx’x estate in the amount of outstanding debt and other obligations owed Rxxx and then the remaining balance to Rxxx’ estate.
Benefits and Other Matters. 29 4.8.1 Director and Officer Liability. ..................................... 29 4.8.2 Directors of Carnival and P&O Princess .............................. 30 4.8.3 Executive Officers .................................................. 30 4.9 Expenses ..................................................................... 30 4.10 Other Actions by Carnival and P&O Princess. .................................. 30 4.10.1 Dividends ........................................................... 30 4.10.2 Integration Planning ................................................ 31 4.11 Carnival Offer to Exchange ................................................... 31 4.11.1 Offer to Exchange ................................................... 31 4.11.2 Modification of the Offer, Fractional Shares ........................ 31 4.11.3 Expiration and Extension of the Offer Acceptance Period ............. 32 4.11.4 Acceptances by Carnival ............................................. 32 4.11.5 Schedule TO ......................................................... 32 4.11.6 P&O Princess Shareholder Information ................................ 32 4.11.7 Schedule 14D-9 ...................................................... 33 4.11.8 Termination of the Offer ............................................ 33 4.11.9 Adjustment of the Offer Exchange Ratio .............................. 33 ARTICLE V Conditions to the Closing ............................................... 33 5.1 Conditions to Each Party's Obligation to Effect the Closing .................. 33 5.1.1 Shareholder Approvals ............................................... 33 5.1.2 Regulatory Consents ................................................. 33 5.1.3 Laws and Orders ..................................................... 34 5.1.4 Carnival Amendments and P&O Princess Amendments ..................... 34 5.1.5 Approval of P&O Princess EGM Circular ............................... 34 5.1.6 Offer ............................................................... 34
Benefits and Other Matters. During the Term, the Company will provide to you the following benefits:
(a) A monthly automobile allowance of up to $600, payable monthly in arrears;
(b) A monthly stipend covering all mobile phone expenses, payable monthly in arrears, and, to the extent practicable, the Company will transfer your current mobile phone number to your personal account within 30 days of the Effective Date;
(c) In accordance with the terms of the vacation policy of the Company set forth in the Prior Agreement, the Company will pay you your vacation time accrued through the Effective Date in two equal installments on April 1, 2013 and July 1, 2013. Such accrued vacation consists of 112.5 days of accrued but unused vacation with a value of $995,028.75. You will not earn paid vacation leave during the Term;
(d) Continued access to Bloomberg, financial investment subscriptions and other financial information resources, as applicable and as you reasonably request;
(e) Reimbursement for reasonable business-related travel, entertainment and other expenses in accordance with the Company’s travel policies, payable within 30 days of receipt by the Company of an itemized receipt and, if necessary, proper substantiation of such business expenses;
(f) Subject to the terms of the applicable plan and applicable law, you will continue to receive coverage under (i) the individual life policy with Protective Life, (ii) the individual medical insurance plan with American Medical Security, (iii) the Company’s long-term care insurance plan applicable to you on the Effective Date, and (iv) to the extent you remain eligible, any other benefits, including health benefits, in which you participate immediately prior to the Effective Date in a manner generally consistent with coverage levels immediately prior to the Effective Date; provided, however, that the Company will not be precluded from terminating plans for employees generally or ceasing to offer coverage to you without additional compensation if required by law or if it becomes commercially unfeasible for the Company to continue to provide such coverage; and
(g) The Company will continue to be obligated to indemnify you for liability arising both before and after the term in connection with your services as an employee, officer and director of the Company in accordance with the terms of the By-Laws and/or Certificate of Incorporation of the Company as currently in effect and the Company will use reasonable commercial efforts to maintain direct...
Benefits and Other Matters. 4.1. Upon payment of the appropriate premiums, Bodnar will have the right to continue his participation in xxx Xompany's group health coverage plan under the applicable COBRA regulations.
4.2. Bodnar will be reimbursed for any out-of-pocket expenses inxxxxxx through June 19, 2001 in accordance with the Company's travel and entertainment reimbursement guidelines, provided, however, that request for reimbursement is made by July 15, 2001.
4.3. Within ten (10) days after execution of this Agreement, Bodnar will be paid for any accrued and unused vacation for 0000.
Benefits and Other Matters. 20 7.11.List of Certain Contracts .............................................. 22 ARTICLE VIII
Benefits and Other Matters. 28 7.11. Consummation of the Merger...........................................29