COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. (a) In the event of termination of the Executive's employment for any reason other than a termination pursuant to SECTION 4.3(B) or SECTION 4.4 (or a termination caused merely by the expiration of the Term): (i) all compensation and other benefits payable or provided hereunder shall cease as of the date of termination; (ii) Base Salary (if any) then payable or accrued through the date of termination; (iii) all accrued benefits (if any) then payable to the Executive pursuant to the terms of any plans or arrangements referred to in SECTION 3.5 shall be paid to the Executive (or to his heirs, legatees and/or legal representatives) through the date of termination; and (iv) any shares of stock that remain unvested pursuant to SECTION 3.3 shall immediately be forfeited to the Company.
(b) In the event of termination of the Executive's employment pursuant to SECTION 4.3(B) or SECTION 4.4, the Executive (or, in the event of the Executive's subsequent death or disability, his heirs, legatees and/or legal representatives) shall receive, at the times and as the same would have been payable hereunder if the Executive's employment had not been so terminated, each of the following payments and benefits:
(i) all accrued benefits (if any) then payable to the Executive pursuant to the terms of any plans or arrangements referred to in SECTION 3.5; and
(ii) with respect to any periods after June 30, 1996, 50% of the Base Salary which would have been due to the Executive from July 1, 1996 through the remainder of the Term, at the times such payments would otherwise be made, all as if this Agreement were still in effect.
(c) In the event of termination under SECTION 4.2 (disability), the Executive or his legal representative, as the case may be, shall, in addition to such other payments as may be due hereunder, be entitled to receive the proceeds of any disability policies maintained by the Company and payable to the Executive.
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. In the event that Executive’s employment hereunder is terminated, Executive shall be entitled to the following compensation and benefits upon such termination:
(a) COMPENSATION AND BENEFITS PAYABLE FOLLOWING TERMINATION FOR ANY REASON. The following compensation and benefits shall be payable upon termination of Executive’s employment under this Agreement for any reason:
(i) Executive or his beneficiaries or estate shall be entitled to receive, within fourteen (14) days after the effective date of termination, any accrued but unpaid Base Salary for services rendered by Executive to the Company prior to the date of termination, any accrued but unpaid expenses required to be reimbursed under this Agreement, and cash compensation (at a rate per day equal to the Base Salary divided by the number of business days in the relevant year) for any accrued Vacation Time that remained unused by the Executive at the time of termination; and
(ii) Any earned benefits to which Executive (or his beneficiaries or estate) may be entitled pursuant to the plans, policies and arrangements referred to in Sections 4(b), 4(c) and 4(g) hereof shall be determined and paid in accordance with the terms of such plans, policies and arrangements. In the case of compensation previously deferred by Executive, all amounts previously deferred and not yet paid by the Company shall be paid to Executive (or his beneficiaries or estate) within fourteen (14) days after the effective date of termination unless such payment is inconsistent with the terms of any payment election made by Executive with respect to such deferred compensation.
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. In the event that Executive's employment hereunder is terminated, Executive shall be entitled to the following compensation and benefits upon such termination:
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. 5.1 If Executive’s employment is terminated pursuant to Section 4.1 (death), Section 4.2 (disability), or Section 4.3 (by the Company For Cause), Executive shall be entitled to salary accrued through the date of termination and no other benefits other than as required under the terms of employee benefit plans in which Executive was participating as of the date of termination.
5.2 If Executive’s employment is terminated by the Company pursuant to Section 4.4 (without Cause) or by Executive pursuant to Section 4.5 (Good Reason), Executive shall be entitled to continue to receive the salary at the rate in effect upon the date of termination of employment for six (6) months following the date of termination of employment, payable in accordance with the Company’s normal payroll practices and policies, as if Executive’s employment had not terminated. Executive shall be entitled to no other post-employment benefits except for benefits payable under applicable benefit plans in which Executive is entitled to participate pursuant to Section 3.3 hereof through the date of termination, subject to and in accordance with the terms of such plans
5.3 As a condition to Executive’s right to receive any benefits pursuant to Section 5.2 of this Agreement:
5.3.1 Executive must execute and deliver to the Company a written release in form and substance satisfactory to the Company, of any and all claims against the Company Group and all directors and officers of the Company Group with respect to all matters arising out of Executive’s employment hereunder, or the termination thereof (other than claims for entitlements under the terms of this Agreement or plans or programs of the Company in which Executive has accrued a benefit); and
5.3.2 Executive must not breach any of his covenants and agreements under Sections 7 and 8 of this Agreement, which continue following termination of his employment.
5.4 In the event of termination of Executive’s employment pursuant to Section 4.3 (by the Company For Cause), and subject to applicable law and regulations, the Company shall be entitled offset against any payments due Executive the loss and damage, if any, which shall have been suffered by the Company as a result of the acts or omissions of Executive giving rise to termination under Section 4.3. The foregoing shall not be construed to limit any cause of action, claim or other rights, which the Company may have against Executive in connection with such acts or omissions.
5.5 Executive ackn...
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. 5.1 If Employee's employment is terminated pursuant to Section 4.1 (death), Section 4.2 (Disability), Section 4.3 (by Employee upon 30 days' notice), or Section 4.4 (by the -6- Execution Version Company For Cause), Employee shall be entitled to salary accrued through the date of termination, any bonus that has been awarded by the Board and communicated to Employee prior to the date of termination, and no other benefits other than as required under the terms of employee benefit plans in which Employee was participating as of the date of termination.
5.2 If Employee's employment is terminated by the Company pursuant to Section 4.5 (Without Cause) or by Employee pursuant to Section 4.6 (Good Reason), the following provisions shall be applicable:
5.2.1 Employee shall be entitled to continue to receive, as severance, his salary at the rate in effect upon the date of termination of employment until the later of six months from the date of termination of employment or March 1, 2011, payable in accordance with the Company's normal payroll practices and policies, as if Employee's employment had not terminated.
5.2.2 To the extent that the Employee has Company-sponsored medical, dental, or welfare coverage in effect at the date of his termination for Employee and/or his dependants, and Employee timely elects to continue his Company-provided group health insurance coverage pursuant to the federal COBRA law, the Company will reimburse Employee for the cost of such benefits, including COBRA premiums, at the same level as Employee maintained immediately prior to termination of employment, for six months.
5.2.3 Employee shall be entitled to no other post-employment benefits except for benefits payable under applicable benefit plans in which Employee is entitled to participate pursuant to Section 3.6 hereof through the date of termination, subject to and in accordance with the terms of such plans, and to any bonus that has been awarded by the Board and communicated to Employee prior to the date of termination. For the avoidance of any doubt, Employee's salary will not increase and no further contributions will be made by the Company to Employee's 401(k) Account (or alternative savings or pension plan) after employment is terminated.
5.3 Employee acknowledges that in the event of termination of his employment for any reason, Employee shall not be entitled to any severance or other compensation from the Company except as specifically provided in Section 5.2. Without limitat...
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. 5.1 If Employee’s employment is terminated pursuant to Section 4.1 (death) or Section 4.2 (disability), Section 4.3 (by Employee upon 30 days’ notice), or Section 4.4 (by the Company For Cause), Employee shall be entitled to salary accrued through the date of termination and no other benefits other than as required under the terms of employee benefit plans in which Employee was participating as of the date of termination.
5.2 If Employee’s employment is terminated by the Company pursuant to Section 4.5 (without Cause upon not less than 30 days’ prior written notice) or by Employee pursuant to Section 4.6 (Good Reason), the following provisions shall be applicable:
5.2.1 Unless Employee is entitled to a payment under Section 5.2.3, Employee shall be entitled to continue to receive the salary at the rate in effect upon the date of termination of employment for twenty four (24) months following the date of termination of employment, payable in accordance with the Company’s normal payroll practices and policies, as if Employee’s employment had not terminated.
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. In addition to the supplemental retirement benefit described in Section 8 above, the Company will provide Executive and his spouse with the benefits described in this Section 9 following termination of his employment if Executive continues in employment until the Agreed Retirement Date or if Executive's employment is terminated before the Agreed Retirement Date for any reason other than Cause pursuant to Section 10(c) below:
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. If Employee’s employment is terminated pursuant to Section 4.1 (death) or Section 4.2 (disability), Section 4.3 (by Employee upon 30 days’ notice), or Section 4.4 (by the Company For Cause), Employee shall be entitled to salary accrued through the date of termination and no other benefits other than as required under the terms of employee benefit plans in which Employee was participating as of the date of termination.
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. If Employee's employment is terminated, Employee shall be entitled to the following compensation and benefits:
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. If the Executive incurs a Termination of Employment during the Term of this Agreement, subject to the limitations of Section 5 of this Agreement, the Company shall provide the Executive the benefits described below.
