Com-pensation and Benefits Sample Clauses

Com-pensation and Benefits. As of the appli-cable Trans-fer Date, -------------------------- Du Pont shall or shall cause, as appli-ca-ble, the Protein Subsid-iaries or a Subsidiary of Du Pont to offer com-pen-sa-tion (includ-ing base salary or wage rate, vari-able com-pen-sation and long-term compen-sa-tion) and bene-fits to the Protein Em-ployees sub-xxxx-tially similar, in the aggre-gate, to those provid-ed to such Protein Em-ploy-ees immedi-ately prior to the appli-ca-ble Transfer Date; pro-vided that any employee or retir-ee --------- ---- bene-fits provid-ed to Protein Em-ploy-ees may be pro-vided under exist-ing or newly estab-lished employee bene-fit plans which may, in ei-ther case, be em-ploy-ee benefit plans of Du Pont, a Subsidiary of Du Pont or a Protein Subsidiary (any such em-ployee benefit plan in which Protein Employ-ees partici-xxxx, the "Appli-ca-ble Du Pont Plan") and which may be modi-fied at ------------------------- any time. Du Pont shall indemnify and hold harmless Xxxxxxx and its Subsid-iaries, their direc-tors, officers, employees and agents, and all fiduciaries of employee benefit plans of such entities, for any claims relating to or arising out of changes or modifi-ca-tions, on or after the applicable Closing or effective Foreign Trans-fer Dates, to compensa-tion or benefits avail-able (pursuant to the Benefit Plans or de-scriptions thereof which have been delivered to Du Pont pursuant to Section 4.9(a) hereof) to the Protein Employees prior to the appli-cable Closing or effective Foreign Trans-fer Dates. Such claims shall in-clude, but are not limited to, the cost of paying claims by Trans-ferred Employees for post-retirement welfare benefits and for group health plan continua-tion cover-age pursu-ant to Code sec-tion 4980B and ERISA sec-tions 601 through 609 ("CO-BRA Coverage") under --------------- Xxxxxxx'x Com-pre-hen-sive Health Plan or Executive Medical Plan; provid-ed, --------- however, that Du Pont shall not have any liability pursuant to this subsection ------ (b) with respect to the Management Xxxxx-nuity Agreements between Xxxxxxx and those employees of the Protein Subsidiaries named therein and any claims thereun-der, except that if Du Pont, a Subsid-iary of Du Pont or a Protein Subsidiary fails to maintain, for such employees subject to the Management Continuity Agreements, compensa-tion and benefits that are substantially similar in the aggregate to those in effect prior to the Initial Comple-tion Date as required hereunder, Du Pont shall ...
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Related to Com-pensation and Benefits

  • Compensation and Benefits As compensation for all services performed by the Executive under and during the term hereof and subject to performance of the Executive’s duties and of the obligations of the Executive to the Company and its Affiliates, pursuant to this Agreement or otherwise:

  • Accrued Compensation and Benefits Notwithstanding anything to the contrary in Section 2 and 3 above, in connection with any termination of employment upon or following a Change in Control (whether or not a Qualifying Termination or CIC Qualifying Termination), the Company or its subsidiary shall pay Executive’s earned but unpaid base salary and other vested but unpaid cash entitlements for the period through and including the termination of employment, including unused earned vacation pay and unreimbursed documented business expenses incurred by Executive prior to the date of termination (collectively “Accrued Compensation and Expenses”), as required by law and the applicable Company or its subsidiary, as applicable, plan or policy. In addition, Executive shall be entitled to any other vested benefits earned by Executive for the period through and including the termination date of Executive’s employment under any other employee benefit plans and arrangements maintained by the Company or its subsidiary, as applicable, in accordance with the terms of such plans and arrangements, except as modified herein (collectively “Accrued Benefits”). Any Accrued Compensation and Expenses to which the Executive is entitled shall be paid to the Executive in cash as soon as administratively practicable after the termination, and, in any event, no later than two and one-half (2-1/2) months after the end of the taxable year of the Executive in which the termination occurs or at such earlier time as may be required by applicable law or Section 10 below, and to such lesser extent as may be mandated by Section 9 below. Any Accrued Benefits to which the Executive is entitled shall be paid to the Executive as provided in the relevant plans and arrangements.

  • ADDITIONAL COMPENSATION AND BENEFITS The Executive shall receive the following additional compensation and welfare and fringe benefits:

  • Other Compensation and Benefits Except as may be provided under this Agreement,

  • Vacation and Benefits The Executive is entitled to four (4) weeks of vacation, which will accrue on a pro-rata basis during the employment year, in addition to all public holidays when the office is closed. Executive will be eligible to participate in all employee benefit plans established by the Company for its employees from time to time, subject to general eligibility and participation provisions set forth in such plans. In accordance with Company policies from time to time and subject to proper documentation, the Company will reimburse you for all reasonable and proper travel and business expenses incurred by you in the performance of your duties.

  • Severance Compensation and Benefits Not in Derogation of Other Benefits Anything to the contrary herein contained notwithstanding, the payment or obligation to pay any monies, or granting of any benefits, rights or privileges to Executive as provided in this Agreement shall not be in lieu or derogation of the rights and privileges that the Executive now has or will have under any plans or programs of or agreements with the Company, except that if the Executive received any payment hereunder, the Executive shall not be entitled to any payment under the Company’s severance policy for officers and directors.

  • Compensation and Benefit Plans During the period from the date of this Agreement and continuing until the Effective Time, (i) each of Park and First-Knox xxxees as to itself and its Subsidiaries that it will not, without the prior written consent of the other party, enter into, adopt, amend (except for (A) such amendments as may be required by law and (B) plan documents and restatements currently being prepared by First-Knox xxxch do not increase benefits) or terminate any Park Benefit Plan or First-Knox Xxxefit Plan, as the case may be, or any other employee benefit plan or any agreement, arrangement, plan or policy between such party and one or more of its directors or officers, (ii) First-Knox xxxees as to itself and its Subsidiaries that it will not, without, the prior written consent of Park, (A) increase in any manner the compensation or fringe benefits of any director, officer or employee or pay any benefit not required by any plan and arrangement as in effect as of the date hereof (including, without limitation, the granting of stock options, stock appreciation rights, restricted stock, restricted stock units or performance units or shares), except for normal increases in the ordinary course of business consistent with past practice that, in the aggregate, do not result in a material increase in benefits or compensation expense to First-Knox, xx enter into any contract, agreement, commitment or arrangement to do any of the foregoing or (B) enter into or renew any contract, agreement, commitment or arrangement providing for the payment to any director, officer or employee of First-Knox xx compensation or benefits contingent, or the terms of which are materially altered, upon the occurrence of any of the transactions contemplated by this Agreement.

  • Remuneration and Benefits Subject to the Company’s policies and practices, during the Term, the Executive shall be entitled to the following remuneration and benefits (on a cumulative basis):

  • Exclusivity of Salary and Benefits The Executive shall not be entitled to any payments or benefits other than those provided under this Agreement.

  • Compensation and Benefits Upon Termination (a) If Executive’s employment is terminated by reason of death or Disability, the Company shall pay Executive’s Base Salary, at the rate then in effect, in accordance with the payroll policies of the Company, through the date of such termination (in the event of Executive’s death, the payments will be made to Executive’s beneficiaries or legal representatives) and Executive shall not be entitled to any further Base Salary or any applicable bonus, benefits or other compensation for that year or any future year, except as may be provided in Sections 5(d) or (e) below or an applicable benefit plan or program, or to any severance compensation of any kind, nature or amount.

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