Benefits Following Termination of Employment. If the Executive incurs a Termination of Employment during the Term of this Agreement, the Company shall provide the Executive the benefits described below. (a) The Company shall pay to the Executive at the time specified in Section 4 the following amounts: (i) the Accrued Obligation; (ii) the Executive’s base salary earned through the Employment Termination Date for a period following his Separation From Service, to the extent not theretofore paid; (iii) an amount equal to the product of (x) the Annual Bonus paid or payable to the Executive for the immediately preceding year and (y) a fraction, the numerator of which is the number of days in the current fiscal year through the Employment Termination Date, and the denominator of which is 365; (iv) an amount equal to 2.0 multiplied by the Executive’s Highest Base Salary; and (v) an amount equal to 12 times the monthly premium amount(s) for group medical continuation coverage for the Executive, his spouse and eligible dependents who were covered under group medical plan(s) of the Company immediately prior to the Employment Termination Date determined by utilizing the applicable COBRA premium rates for such Company group medical plan(s) for the month in which the Employment Termination Date occurs. (b) Any or all outstanding options to acquire Company stock held by the Company and outstanding awards of restricted stock granted to the Executive under any plan of the Company shall become fully exercisable, vested and nonforfeitable and all conditions thereof (including, but not limited to, any required holding periods) shall be deemed to have been satisfied. (c) In addition to the benefits to which the Executive is entitled under any retirement plans or programs in which the Executive participates or any successor plans or programs in effect on the Employment Termination Date, the Company shall pay the Executive in one sum in cash at the time specified in Section 4, an amount equal to the undiscounted value of the employer contributions or credits the Company would have made to the Company 401(k) Plan and the Executive Deferred Compensation Plan (including but not limited to matching and base contributions, and not including elective deferrals by the Executive) on behalf of the Executive had the Executive continued in the employ of the Company for a period of two years after the Employment Termination Date, assuming for this purpose that (i) the Executive’s earned compensation per year during that two year peri...

Benefits Following Termination of Employment. (a) Upon the termination of Employee's employment by the Company, whether due to death, Disability, resignation, whether or not for Good Reason, or discharge, whether or not for Just Cause, the Company shall, commencing on the first day of the month following the date of the termination of Employee's employment, pay, or cause to be paid, to Employee in equal monthly installments the sum of $750,000 per year (the "Annual Amount"), for a period equal to the greater of (x) 15 years, (y) the life of Employee, or (z) the life of Rolaxxx X. Xxxxxxxx so long as she is married to Employee at the date of Employee's death ("Employee's Spouse"); provided, however, that in the event of the termination of Employee's employment due to death or Disability prior to March 31, 2001, the Annual Amount described above shall equal $950,000 until March 31, 2001, after which time the Annual Amount shall equal $750,000; and provided further that Employee shall not be entitled to any amounts under this Section 4.4 if Employee's employment is terminated prior to a Change in Control for Just Cause or without Good Reason. In addition, until January 1, 2001, the Annual Amount shall be adjusted annually to reflect increases in the cost of living after the date hereof, as measured by the Consumer Price Index ("CPI") for all urban consumers calculated by the Bureau of Labor Statistics (or any successor or replacement index), after which time the Annual Amount shall be increased at a rate of five percent (5%) per annum. (i) If Employee shall die before Employee's Spouse and Employee's Spouse is married to Employee at the date of Employee's death, whether before or after the payments of the Annual Amount described above shall have commenced, then the Annual Amount shall be paid in monthly installments to Employee's Spouse. If Employee's Spouse then dies before all amounts required to be paid have been paid, then, upon the death of Employee's Spouse, any remaining payments of the Annual Amount shall be made to the personal representative of the estate of Employee's Spouse, to pass as a part thereof. (ii) If Employee's Spouse shall die before Employee, then any community property interest of Employee's Spouse in this Agreement shall vest in Employee. If Employee then dies before all amounts required to be paid have been paid, then, upon Employee's death, any remaining payments of the Annual Amount shall be made to Employee's beneficiary designated in writing to the Company by Employee, or

Benefits Following Termination of Employment. The benefits described below shall be payable to the Executive upon the occurrence of a Vesting Date during the Term of this Agreement (which benefits shall be paid in accordance with the provisions of Section 5).

Benefits Following Termination of Employment. (a) Upon the termination of the Employee’s employment by the Company without Cause or by the Employee for Good Reason, during any Standstill Period following a Change of Control (a “Qualified Termination”), the Company shall, within thirty (30) days following the Date of Qualified Termination, pay to the Employee in a lump sum an amount equal to (x) (___) times the Employee’s Base Salary in effect immediately prior to the Date of Termination plus (y) (___) times the average amount of the Bonus payable to the Employee for the (___) fiscal years ending on or immediately prior to the Date of Termination. (b) Until the anniversary of the Date of Qualified Termination, the Company shall maintain in full force and effect for the continued benefit of Employee and his or her family all life insurance, medical insurance and disability plans and programs in which Employee was entitled to participate immediately prior to the Change of Control, provided that Employee’s continued participation is possible under the general terms and provisions of such plans and programs or under other plans and programs providing substantially comparable coverage and benefits. In the event that Employee is ineligible to participate in such plans or programs, the Company shall arrange upon comparable terms to provide Employee with benefits substantially similar to those which he is entitled to receive under such plans and programs. Notwithstanding the foregoing, the Company’s obligations hereunder with respect to life insurance, medical or disability coverage or benefits shall be deemed satisfied to the extent (but only to the extent) of any such coverage or benefits provided by another employer. (c) Notwithstanding the foregoing, distributions to a Specified Employee may not be made before the date that is six months after the date of separation from service, or, if earlier, the date of death.

Benefits Following Termination of Employment. If the Executive's -------------------------------------------- employment by the Company shall terminate or be terminated, whether by the Company or by the Executive, for any reason whatsoever, during the twelve (12)- month period following a Change of Control (a "Qualified Termination"), the Company shall pay or make available to the Executive any rights, compensation, and benefits which are vested in the Executive or which the Executive has or is otherwise entitled to receive under any plan or program of the Company as such rights, compensation, or benefits become due. In addition, following a Qualified Termination, the Company shall, at its cost, during the twelve (12) months commencing on the Date of Termination, continue to provide the Executive with medical, dental, life and disability insurance benefits substantially equivalent to those in place, if any, on the Date of Termination. Such rights, compensation, and benefits shall be determined under, and paid or made available in accordance with, the Company's applicable insurance and other compensation or benefit plans, programs, and arrangements. Further, in the event of a Qualified Termination, the Company shall, at its cost, continue to provide to the Executive the use of the leased automobile now used by the Executive until the expiration of the current lease term.

Benefits Following Termination of Employment. (a) Upon the termination of the Executive's employment by the Company without Cause or by the Executive for Good Reason, during any Standstill Period following a Change of Control (a "Qualified Termination"), the Company shall, within thirty (30) days following the Date of Qualified Termination, pay to the Executive in a lump sum an amount equal to (x) two (2) times the Executive's Base Salary in effect immediately prior to the Date of Termination plus (y) two (2) times the average amount of the Bonus payable to the Executive for the two (2) fiscal years ending on or immediately prior to the Date of Termination.

Benefits Following Termination of Employment. (This provision amends and is substituted for the provisions of Section 4.4(c) of the Employment Agreement.) Xxxxxxxx'x benefits described in Section 3.3 of the Employment Agreement shall be continued during the Severance Period, either pursuant to the applicable plan or, in the sole discretion of the Company, on an unfunded basis by the Company, or in the case of medical and dental coverage, on an insured basis by the purchase of an individual policy, provided Xxxxxxxx'x employment is not terminated for Cause. Xxxxxxxx shall not be entitled to participate in the Company's Savings Plan and shall not be entitled to contribute Deferral Amounts to the Supplemental Executive Benefits Plan following his termination of employment. Xxxxxxxx shall be entitled to receive all pension benefits accrued pursuant to the terms of the Company's Pension Plan and Supplemental Executive Benefits Plan to the date of termination and thereafter until the end of the Severance Period. The Severance Period shall be credited as benefit service and the compensation received by Xxxxxxxx during such Severance Period shall constitute compensation for pension accrual purposes under the Supplemental Executive Benefits Plan to the extent not taken into account for pension accrual purposes under the Pension Plan, except as otherwise provided in the event of a Change in Control under Section 4.5(d)(vii) of the Employment Agreement. Such benefits shall be deemed to relate to services by Xxxxxxxx prior to the execution date of this Agreement and from and after the date of this Agreement, Xxxxxxxx shall have the irrevocable right (provided he is not terminated for Cause) to receive such benefits during the Severance Period.

Benefits Following Termination of Employment. If your employment terminates for any reason, you will not be entitled to receive payment of any severance benefits. You (or, in the event of your death, your estate) will receive payment(s) for all salary and unpaid vacation accrued as of the date of your termination of employment. In addition, your benefits will be continued under the Company’s then existing benefit plans and policies to the extent, if any, provided for under such plans and policies in effect on the date of termination and in accordance with applicable law.

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