Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 126 contracts
Samples: Change in Control Severance Agreement (CF Industries Holdings, Inc.), Change in Control Severance Agreement (CF Industries Holdings, Inc.), Change in Control Severance Agreement (CF Industries Holdings, Inc.)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during prior to the Term Expiry Date and the Date date of Termination termination is extended in accordance with Section 7.3 section 2.08 hereof, the Company Corporation shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (includingor, but not limited toif higher, salary) the compensation in effect immediately prior to the Change in Control, and shall continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date date of Terminationtermination, as determined in accordance with Section 7.3 section 2.08 hereof. Amounts paid under this Section 7.4 section 2.09 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 43 contracts
Samples: Employment Agreement (Metallic Ventures Gold Inc), Employment Agreement (Metallic Ventures Gold Inc), Employment Agreement (Metallic Ventures Gold Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 10 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute Notice of Termination was given, until the Date of Termination, as determined in accordance with Section 7.3 10 hereof. Amounts paid under this Section 7.4 11 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this AgreementAgreement or otherwise.
Appears in 26 contracts
Samples: Severance Protection Agreement, Severance Protection Agreement, Severance Protection Agreement (Medicinova Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 21 contracts
Samples: Change in Control Severance Agreement, Change in Control Severance Agreement (Emc Corp), Change in Control Severance Agreement (Emc Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 17 contracts
Samples: Change in Control Severance Agreement (J Jill Group Inc), Change in Control Severance Agreement (J Jill Group Inc), Change in Control Severance Agreement (J Jill Group Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 16 contracts
Samples: Executive Employment Agreement (Inspire Pharmaceuticals Inc), Executive Employment Agreement (Inspire Pharmaceuticals Inc), Executive Employment Agreement (Inspire Pharmaceuticals Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7.03 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 7.03 hereof. Amounts paid under this Section 7.4 7.04 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5.02 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 12 contracts
Samples: Employment Agreement (Haverty Furniture Companies Inc), Employment Agreement (Haverty Furniture Companies Inc), Executive Employment Agreement (Metromail Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term Term, and the Date of Termination such termination is extended disputed in accordance with subsection (b) of this Section 7.3 hereof7, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with subsection (b) of this Section 7.3 hereof7. Amounts paid under this Section 7.4 7(c) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 11 contracts
Samples: Employment Agreement (Rex Energy Corp), Employment Agreement (Baker Hughes Inc), Employment Agreement (Rex Energy Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 10 contracts
Samples: Change in Control Agreement (Picturetel Corp), Executive Officer Change in Control Agreement (Picturetel Corp), Executive Officer Change in Control Agreement (Picturetel Corp)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof6.3 above, the Company shall continue to pay the Executive Employee the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, including without limitation salary) and continue the Executive Employee as a participant in all compensation, benefit and insurance plans in which the Executive Employee was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof6.3 above. Amounts paid under this Section 7.4 6.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 9 contracts
Samples: Key Employee Retention Agreement (General Scanning Inc \Ma\), Key Employee Retention Agreement (Lumonics Inc), Key Employee Retention Agreement (Lumonics Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7(e) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereofdispute is finally resolved. Amounts paid under this Section 7.4 7(f) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 8 contracts
Samples: Employment Agreement (Genie Energy Ltd.), Employment Agreement (Idt Corp), Employment Agreement (Genie Energy Ltd.)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 8 contracts
Samples: Severance Agreement (Altavista Co), Severance Agreement (Einstein Noah Bagel Corp), Severance Agreement (Centocor Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 13(c) hereof, the Company shall continue to pay the Executive the full compensation his Base Salary in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 13(c) hereof. Amounts paid under this Section 7.4 13(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 10 and 11 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 7 contracts
Samples: Employment Agreement (Interpool Inc), Employment Agreement (Interpool Inc), Employment Agreement (Interpool Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 7 contracts
Samples: Severance Agreement (Liberty Mutual Agency Corp), Severance Agreement (Safeco Corp), Change in Control Severance Agreement (Safeco Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Termination Date of Termination is extended in accordance with Section 7.3 10 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as an employee and a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute Notice of Termination was given, until the Date of TerminationTermination Date, as determined in accordance with Section 7.3 10 hereof. Amounts paid under this Section 7.4 11 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this AgreementAgreement or otherwise.
Appears in 6 contracts
Samples: Severance Protection Agreement (AeroVironment Inc), Severance Protection Agreement (AeroVironment Inc), Severance Protection Agreement (AeroVironment Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8(c) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8(c) hereof. Amounts paid under this Section 7.4 8(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5(b) hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 6 contracts
Samples: Severance Agreement (Starwood Hotels & Resorts), Severance Agreement (Starwood Hotels & Resorts), Severance Agreement (Starwood Hotels & Resorts)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 6(g) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary and Annual Bonus) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 6(g) hereof. Amounts paid under this Section 7.4 6(h) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 5 contracts
Samples: Employment Agreement (United Usn Inc), Employment Agreement (United Usn Inc), Employment Agreement (United Usn Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) s and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 5 contracts
Samples: Executive Employment Agreement (Union Pacific Resources Group Inc), Executive Employment Agreement (Union Pacific Resources Group Inc), Executive Employment Agreement (Union Pacific Resources Group Inc)
Compensation During Dispute. If a purported termination occurs during the Initial Term or otherwise following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 4 contracts
Samples: Change in Control/Severance Agreement (Forestar Real Estate Group LLC), Change in Control/Severance Agreement (Guaranty Financial Group Inc.), Change in Control/Severance Agreement (Guaranty Financial Group Inc.)
Compensation During Dispute. If a purported pur- ported termination occurs following a Change in Control and during the Term term of this Agreement and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of TerminationTermina- tion, as determined in accordance with Section 7.3 hereofhere- of. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 4 contracts
Samples: Executive Employment Agreement (Orange & Rockland Utilities Inc), Executive Employment Agreement (Orange & Rockland Utilities Inc), Executive Employment Agreement (Orange & Rockland Utilities Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay or cause to be paid to the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 4 contracts
Samples: Change in Control Severance Agreement, Change in Control Severance Agreement (Pivotal Software, Inc.), Change in Control Severance Agreement (Pivotal Software, Inc.)
Compensation During Dispute. If a purported proposed termination occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement).
Appears in 4 contracts
Samples: Executive Employment Agreement (Charles River Laboratories International Inc), Executive Employment Agreement (Charles River Laboratories International Inc), Change in Control Agreement (Charles River Laboratories International Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8.3 hereof. Amounts paid under this Section 7.4 8.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereofExecutive's Accrued Obligations) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 4 contracts
Samples: Retention Agreement (System Energy Resources Inc), Retention Agreement (System Energy Resources Inc), Retention Agreement (System Energy Resources Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof6.3 of this Agreement, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof6.3 of this Agreement. Amounts paid under this Section 7.4 6.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof4.1 of this Agreement) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 4 contracts
Samples: Employment Agreement (Kaman Corp), Change in Control Agreement (Kaman Corp), Change in Control Agreement (Kaman Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control or a Major Transaction and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 4 contracts
Samples: Employment Agreement (New England Power Co), Employment Agreement (Northwestern Public Service Co), Employment Agreement (New England Power Co)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, compensation and benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Change in Control Severance Agreement (Veoneer, Inc.), Severance Agreement (Veoneer, Inc.), Severance Agreement (Autoliv Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Severance Agreement (HSB Group Inc), Severance Agreement (Hartford Steam Boiler Inspection & Insurance Co), Severance Agreement (Harvard Industries Inc)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term term of this Agreement and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Executive Employment Agreement (Armstrong World Industries Inc), Executive Employment Agreement (Armstrong World Industries Inc), Executive Employment Agreement (Armstrong World Industries Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term Term, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 8(c) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 8(c) hereof. Amounts paid under this Section 7.4 8(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5(b) hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Change in Control Severance Agreement (Houghton Mifflin Co), Executive Employment Agreement (Houghton Mifflin Co), Severance Agreement (Houghton Mifflin Co)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Termination Date of Termination is extended in accordance with Section 7.3 hereof11, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute Notice of Termination was given, until the Date of TerminationTermination Date, as determined in accordance with Section 7.3 hereof11. Amounts paid under this Section 7.4 12 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this AgreementAgreement or otherwise.
Appears in 3 contracts
Samples: Severance Protection Agreement (ICF International, Inc.), Severance Protection Agreement (ICF International, Inc.), Severance Protection Agreement (ICF International, Inc.)
Compensation During Dispute. If a purported termination occurs following a Change in Control during --------------------------- the term of this Agreement, and during the Term and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7(e) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereofdispute is finally resolved. Amounts paid under this Section 7.4 7(f) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Employment Agreement (Idt Corp), Employment Agreement (Idt Corp), Employment Agreement (Idt Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8.3 hereof. Amounts paid under this Section 7.4 8.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Employment Agreement (Ferro Corp), Change in Control Agreement (Ferro Corp), Change in Control Agreement (Ferro Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, Nobel or the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 3 contracts
Samples: Severance Agreement (Nobel Insurance LTD), Severance Agreement (Nobel Insurance LTD), Severance Agreement (Nobel Insurance LTD)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7 (f) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereofdispute is finally resolved. Amounts paid under this Section 7.4 7(g) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Employment Agreement (Idt Corp), Employment Agreement (Idt Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 7.5(c) hereof, the Company shall continue to pay the Executive you the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive you as a participant in all compensation, benefit and insurance plans in which the Executive was you were participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 7.5(c) hereof. Amounts paid under this Section 7.4 7.5(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Severance Agreement (Unitrin Inc), Severance Agreement (Unitrin Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof3.2, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, base salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof3.2. Amounts paid under this Section 7.4 3.3 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreementhereunder.
Appears in 2 contracts
Samples: Change in Control Agreement (Keystone Automotive Industries Inc), Change in Control Agreement (Keystone Automotive Industries Inc)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, including without limitation salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Executive Employment Agreement (Bankboston Corp), Executive Employment Agreement (Bankboston Corp)
Compensation During Dispute. If a purported termination of the Executive's employment occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 6.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 6.3 hereof. Amounts paid under this Section 7.4 6.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 4.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Severance Agreement (Healthsource Inc), Severance Agreement (Healthsource Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7.03 hereof, the Company shall continue to pay employ the Executive and pay him the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and shall continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 7.03 hereof. Amounts paid under this Section 7.4 7.04 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5.02 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Employment Agreement (Haverty Furniture Companies Inc), Employment Agreement (Haverty Furniture Companies Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term Change of Control Period and the Date of Termination is extended in accordance with Section 7.3 5(g) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 5(g) hereof. Amounts paid under this Section 7.4 5(h) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Change of Control Agreement (Us Airways Inc), Change of Control Agreement (Us Airways Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.1) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Change in Control Severance Agreement (Itron Inc /Wa/), Change in Control Severance Agreement (Itron Inc /Wa/)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 9(c) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 9(c) hereof. Amounts paid under this Section 7.4 9(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5(b) hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Severance Agreement (Aura Systems Inc), Severance Agreement (Aura Systems Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Change in Control Agreement (Evci Career Colleges Inc), Change in Control Agreement (Educational Video Conferencing Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is --------------------------- extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Change in Control Severance Agreement (New England Business Service Inc), Change in Control Severance Agreement (New England Business Service Inc)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination Termina- tion is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Severance Agreement (Einstein Noah Bagel Corp), Severance Agreement (Einstein Noah Bagel Corp)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereofhere of, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Severance Agreement (Einstein Noah Bagel Corp), Severance Agreement (Einstein Noah Bagel Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7(e) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereofdispute is finally resolved. Amounts paid under this Section 7.4 7(f) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Employment Agreement (Idt Corp), Employment Agreement (Idt Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended --------------------------- in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 2 contracts
Samples: Severance Agreement (Gsi Lumonics Inc), Severance Agreement (Gsi Lumonics Inc)
Compensation During Dispute. If a purported termination occurs following on or after the date of a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 7.1 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 7.1 hereof. Amounts paid under this Section 7.4 7.2 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8.3 hereof, the Company shall continue to pay the Executive the full frill compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8.3 hereof. Amounts paid under this Section 7.4 8.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereofExecutive's Accrued Obligations) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 7.5(c) hereof, the Company shall continue to pay the Executive you the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive you as a participant in all compensation, benefit and insurance plans in which the Executive was you were participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 7.5(c) hereof. Amounts paid under this Section 7.4 7.5(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Unitrin Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8.3 hereof. Amounts paid under this Section 7.4 8.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereofExecutive s Accrued Obligations) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following on or after a Change in Control and during the Term Contract Term, and the Date of Termination such termination is extended disputed in accordance with subsection (b) of this Section 7.3 hereof7, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with subsection (b) of this Section 7.3 hereof7. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.this
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof6.3 of this Agreement, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof6.3 of this Agreement. Amounts paid under this Section 7.4 6.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof4.2 of this Agreement) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Employment Agreement (Kaman Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof6.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof6.3. Amounts paid under this Section 7.4 6.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof4.1) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Change in Control Severance Agreement (Itron, Inc.)
Compensation During Dispute. If a purported termination occurs following a Change in of Control and during the Term and the Termination Date of Termination is extended in accordance with Section 7.3 hereof11, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute Notice of Termination was given, until the Date of TerminationTermination Date, as determined in accordance with Section 7.3 hereof11. Amounts paid under this Section 7.4 12 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this AgreementAgreement or otherwise.
Appears in 1 contract
Samples: Severance Protection Agreement (ICF International, Inc.)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement. 8.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, including without limitation salary) and continue the Executive as a participant in all compensationcom- pensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Executive Employment Agreement (Bank of Boston Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8.3 hereof, the Company shall continue to pay the Executive the full ff11 compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8.3 hereof. Amounts paid under this Section 7.4 8.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereofExecutive's Accrued Obligations) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.this
Appears in 1 contract
Samples: Change in Control Severance Agreement (Safeco Corp)
Compensation During Dispute. If a purported termination occurs following a Change Except in Control and during the Term and event of Termination for --------------------------- Cause by the Company, I if the Date of Termination is extended in accordance with Section 7.3 7(c) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salaryBase Salary and Annual Bonus) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 7(c) hereof. Amounts paid under this Section 7.4 7(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8(c) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant participate in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8(c) hereof. Amounts paid under this Section 7.4 8(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5(b) hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Starwood Hotel & Resorts Worldwide Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 6.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 6.3 hereof. Amounts paid under this Section 7.4 6.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 4.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Change in Control Severance Agreement (Xm Satellite Radio Holdings Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control Control, and during the Term and the Date of Termination such termination is extended disputed in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Executive Change in Control Severance Agreement (Big Flower Press Holdings Inc)
Compensation During Dispute. If a purported termination occurs following a Change in of Control and during the Term term of this Agreement and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) s and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Change of Control and Retention Agreement (Riggs National Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control Shareholder Approval and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7.03 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in 15 15 accordance with Section 7.3 7.03 hereof. Amounts paid under this Section 7.4 7.04 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5.02 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Executive Employment Agreement (Chemical Banking Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company Employer shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Safeco Corp)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under Section 6 this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company Employer shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Safeco Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control Shareholder Approval and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7.03 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in 41 15 accordance with Section 7.3 7.03 hereof. Amounts paid under this Section 7.4 7.04 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5.02 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Executive Employment Agreement (Chemical Banking Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined as.determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Safeco Corp)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8.3 hereof, the Executive's System Company employer shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8.3 hereof. Amounts paid under this Section 7.4 8.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereofExecutive's Accrued Obligations) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3., the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 7.4. are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2.) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Change of Control Agreement (O Reilly Automotive Inc)
Compensation During Dispute. If a purported termination --------------------------- occurs following a Change in Control and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7.03 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 7.03 hereof. Amounts paid under this Section 7.4 7.04 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5.02 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Executive Employment Agreement (Donnelley R R & Sons Co)
Compensation During Dispute. If a purported termination occurs following a Change in of Control and during the Term and the Date of Termination is extended deferred in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, base salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof (and, as applicable,
Section 5.1 hereof)) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Change of Control Compensation Agreement (Gateway Inc)
Compensation During Dispute. If a purported termination --------------------------- occurs following a Change in Control and during the Term term of this Agreement and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Executive Employment Agreement (Armstrong World Industries Inc)
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereofparagraph (c) above, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereofparagraph (c). Amounts paid under this Section 7.4 paragraph are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Employment Security Agreement (Jefferson Smurfit Corp /De/)
Compensation During Dispute. If a purported termination occurs --------------------------- following a Change in Control and during the Term and the Date of Termination Termintion is extended in accordance with Section 7.3 hereofhere of, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereofparagraph (c) above, the Company shall continue to pay the Executive the full fun compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereofparagraph (c). Amounts paid under this Section 7.4 paragraph are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Employment Security Agreement (Jefferson Smurfit Corp /De/)
Compensation During Dispute. If a purported termination occurs following a Change in Control or potential Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Change in Control Agreement (Sierra Pacific Resources /Nv/)
Compensation During Dispute. If a purported termination --------------------------- occurs following a Change in Control or potential Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 hereof7.3, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salarythe Base Salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof7.3. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof5.2) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Emc Corp)
Compensation During Dispute. If a purported termination --------------------------- occurs following a Change in Control and during the Term and the Date of Termination Xxxxxx x- tion is extended in accordance with Section 7.3 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 hereof. Amounts paid under this Section 7.4 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination of the Executive's employment occurs following after a Change of Control, or prior to a Change in Control but following a Potential Change in Control, and during the Term term of this Agreement, and the Date of Termination such termination is extended disputed in accordance with Section 7.3 7.03 hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice Notice of Termination giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined dispute is finally resolved in accordance with Section 7.3 7.03 hereof. Amounts paid under this Section 7.4 7.04 are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 5.02 hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Compensation During Dispute. If a purported termination occurs following a Change in Control and during the Term and the Date of Termination is extended in accordance with Section 7.3 8(c) hereof, the Company shall continue to pay the Executive the full compensation in effect when the notice giving rise to the dispute was given (including, but not limited to, salary) and continue the Executive as a participant participate in all compensation, benefit and insurance plans in which the Executive was participating when the notice giving rise to the dispute was given, until the Date of Termination, as determined in accordance with Section 7.3 8(c) hereof. Amounts paid under this Section 7.4 8(d) are in addition to all other amounts due under this Agreement (other than those due under Section 5.2 (b) hereof) and shall not be offset against or reduce any other amounts due under this Agreement.
Appears in 1 contract
Samples: Severance Agreement (Starwood Hotel & Resorts Worldwide Inc)