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.
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COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. (a) In the event of termination of the Physician Executive's employment for any reason other than a termination pursuant to SECTION 4.3(BSection 4.3(b) or SECTION 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 Physician Executive pursuant to the terms of any plans or arrangements referred to in SECTION Section 3.5 shall be paid to the Physician Executive (or to his heirs, legatees and/or legal representatives) through the date of termination; and (iv) any shares of stock that remain unvested Additional Stock issuable pursuant to SECTION 3.3 Section 3.3, shall immediately be forfeited to the Companycanceled.
(b) In the event of termination of the Physician Executive's employment pursuant to SECTION 4.3(BSection 4.3(b) or SECTION Section 4.4, the Physician Executive (or, in the event of the Physician Executive's subsequent death or disability, his heirs, legatees and/or legal representatives) shall receive, at the times when and as the same would have been payable hereunder if the Physician 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 Physician Executive pursuant to the terms of any plans or arrangements referred to in SECTION Section 3.5; and;
(ii) with respect to any periods on or prior to June 30, 1996, all payments of the full Base Salary which would have been due to the Physician Executive through June 30, 1996, at the times such payments would otherwise be made, all as if this Agreement were still in effect;
(iii) with respect to any periods after June 30, 1996, 50% of the Base Salary which would have been due to the Physician 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;
(iv) with respect to any periods on or prior to June 30, 1996, all payments in respect of all Bonuses that the Physician Executive would have received with respect to each calendar year, or each portion thereof, through June 30, 1996, at the times such payments would otherwise be made, all as if this Agreement were still in effect;
(v) with respect to any periods after June 30, 1996, 25% of the payments in respect of all Bonuses that the Physician Executive would have received with respect to each calendar year, or each portion thereof, 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; and
(vi) subject to the provisions of the Company's Amended and Restated Articles, By-laws and any Shareholder's Agreement, all of the shares of Additional Stock issuable under the Option pursuant to Section 3.3 shall be issued to the Physician Executive free of any restrictions.
(c) In the event of termination under SECTION Section 4.2 (disability), the Physician 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 Physician Executive.
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COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. (a) In the event of termination of the Physician 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; and (iii) all accrued benefits (if any) then payable to the Physician Executive pursuant to the terms of any plans or arrangements referred to in SECTION 3.5 shall be paid to the Physician 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 Physician Executive's employment pursuant to SECTION 4.3(B) or SECTION 4.4, the Physician Executive (or, in the event of the Physician Executive's subsequent death or disability, his heirs, legatees and/or legal representatives) shall receive, at the times when and as the same would have been payable hereunder if the Physician 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 Physician 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 Physician 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 Physician 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 Physician Executive.
Appears in 1 contract
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. (a) In the event of termination of the Physician 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; and (ii) Base Salary (if any) then payable or accrued through the date of termination; (iii) termination and all accrued benefits (if any) then payable to the Physician Executive pursuant to the terms of any plans or arrangements referred to in SECTION 3.5 shall be paid to the Physician 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 Physician Executive's employment pursuant to SECTION 4.3(B) or SECTION 4.4, the Physician Executive (or, in the event of the Physician Executive's subsequent death or disability, his heirs, legatees and/or legal representatives) shall receive, at the times when and as the same would have been payable hereunder if the Physician 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 Physician 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 Physician 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; and
(iii) subject to the provisions of the Company's Amended and Restated Articles, By-laws, the Shareholder's Agreement, and the Option Agreement all of the shares of Additional Stock issuable under the Option pursuant to SECTION 3.3 shall be issued to the Physician Executive free of any restrictions.
(c) In the event of termination under SECTION 4.2 (disability), the Physician 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 Physician Executive.
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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(B4.3(b) (termination by the Company) 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 her heirs, legatees and/or legal representatives) through the date of termination; and (iv) except in the event of termination due to death (SECTION 4.1) or Disability (SECTION 4.2), any Options that remain unexcercised and any shares of stock that remain unvested pursuant to SECTION 3.3 shall immediately be forfeited to the Company. In the event of termination due to death (SECTION 4.1) or Disability (SECTION 4.2), any Options that remain unexcercised and any shares of stock that remain unvested pursuant to SECTION 3.3 shall immediately be excercisable by the Executive (or her heirs, legatees and/or legal representatives), and fully vested in the Executive, and upon issuance all such shares shall be subject to the Company's Stockholders Agreement then in effect.
(b) In the event of termination of the Executive's employment pursuant to SECTION 4.3(B4.3(b) or SECTION 4.44.4 (each a "WRONGFUL TERMINATION"), the Executive (or, in the event of the Executive's subsequent death or disability, his her 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:
receive (i) all accrued Base Salary and 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 as liquidated damages, an amount equal to any periods after June 30, 1996, 50% of the Base Salary which the Executive would have been due to the Executive from July 1, 1996 earned through the remainder end of the Termcontractual employment term then in effect in equal monthly installments or, at the times such payments would otherwise be madeelection, all of the Company in a lump sum; and (iii) subject to the provisions of the Company's Amended and Restated Articles (as if this Agreement were still in effect.
(c) In effect on the event of termination under SECTION 4.2 (disabilitydate hereof), the Company's By-laws (as in effect on the date hereof), the Stockholder's Agreement, and, if issued under a Plan, any Plan then in effect, any Options that remain unexcercised and any shares of stock that remain unvested pursuant to SECTION 3.3 shall immediately (and thereafter) be fully excercisable and vest in the Executive or his legal representative, as the case may be, shall, and no longer be subject to forfeiture. Any amounts then outstanding under any Promissory Note referred to in addition to such other payments as may be SECTION 3.3 above shall remain due hereunder, be entitled to receive the proceeds of any disability policies maintained by the Company and payable to the ExecutiveCompany in accordance with the terms of such Promissory Note.
Appears in 1 contract
COMPENSATION AND BENEFITS FOLLOWING TERMINATION OF EMPLOYMENT. (a) In the event of termination of the Physician Executive's employment for any reason other than a termination pursuant to SECTION 4.3(BSection 4.3(b) or SECTION 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; and (ii) Base Salary (if any) then payable or accrued through the date of termination; (iii) termination and all accrued benefits (if any) then payable to the Physician Executive pursuant to the terms of any plans or arrangements referred to in SECTION Section 3.5 shall be paid to the Physician 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 Physician Executive's employment pursuant to SECTION 4.3(BSection 4.3(b) or SECTION Section 4.4, the Physician Executive (or, in the event of the Physician Executive's subsequent death or disability, his heirs, legatees and/or legal representatives) shall receive, at the times when and as the same would have been payable hereunder if the Physician 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 Physician Executive pursuant to the terms of any plans or arrangements referred to in SECTION Section 3.5; and;
(ii) with respect to any periods on or prior to June 30, 1996, all payments of the full Base Salary which would have been due to the Physician Executive through June 30, 1996, at the times such payments would otherwise be made, all as if this Agreement were still in effect;
(iii) with respect to any periods after June 30, 1996, 50% of the Base Salary which would have been due to the Physician 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;
(iv) with respect to any periods on or prior to June 30, 1996, all payments in respect of all Bonuses that the Physician Executive would have received with respect to each calendar year, or each portion thereof, through June 30, 1996, at the times such payments would otherwise be made, all as if this Agreement were still in effect;
(v) with respect to any periods after June 30, 1996, 25% of the payments in respect of all Bonuses that the Physician Executive would have received with respect to each calendar year, or each portion thereof, 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; and
(vi) subject to the provisions of the Company's Amended and Restated Articles, By-laws, the Shareholder's Agreement, and the Option Agreement all of the shares of Additional Stock issuable under the Option pursuant to Section 3.3 shall be issued to the Physician Executive free of any restrictions.
(c) In the event of termination under SECTION Section 4.2 (disability), the Physician 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 Physician Executive.
Appears in 1 contract
