Common use of Compensation Upon Disability Clause in Contracts

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls to perform his duties hereunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll continue to receive his full salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant hereto shall be reduced by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics in which Mr. XxXxxxxxx xxxticipates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), on the Date of Termination to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics in which Mr. XxXxxxxxx xx a participant on the Date of Termination, (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxx, xxs spouse and dependents, as applicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls [LAST NAME] fails to perform his duties hereunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll [LAST NAME] shall continue to receive his full salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant [LAST NAME] pursuant hereto shall be reduced by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor [LAST NAME] prior to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics in which Mr. XxXxxxxxx xxxticipates[LAST NAME] participates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), on the Date of Termination to Mr. XxXxxxxxx [LAST NAME] (xx or in the event of Mr. XxXxxxxxx'x xxxsequent [LAST NAME]'s subsequent death, to his estate or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics in which Mr. XxXxxxxxx xx [LAST NAME] is a participant on the Date of Termination, (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx [LAST NAME] (xx or in the event of Mr. XxXxxxxxx'x xxxsequent [LAST NAME]'s subsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxx[LAST NAME], xxs his spouse and dependents, as applicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls Xx. Xxxxx fails to perform his duties hereunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll Xx. Xxxxx shall continue to receive his full salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant Xx. Xxxxx pursuant hereto shall be reduced by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor Xx. Xxxxx prior to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics Sento in which Mr. XxXxxxxxx xxxticipatesXx. Xxxxx participates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), ) on the Date of Termination to Mr. XxXxxxxxx Xx. Xxxxx (xx or in the event of Mr. XxXxxxxxx'x xxxsequent Xx. Xxxxx'x subsequent death, to his estate or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics Sento in which Mr. XxXxxxxxx xx Xx. Xxxxx is a participant on the Date of Termination, and (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxxXx. Xxxxx, xxs his spouse and dependents, as applicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls to perform his duties hereunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll continue to receive his full salary at the rate then in effect for the disability period until If the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant hereto shall be reduced by the sum of the amounts, if any, payable Company due to Mr. XxXxxxxxx xxxor to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics in which Mr. XxXxxxxxx xxxticipates. In the event of termination of the Employment Term pursuant to Subsection (c) (Executive's disability) of Section 5 herein, the Company shall have no further responsibilities liability under this Agreement except to pay Executive (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share to Executive as of the effective date of such earned bonus paymenttermination, but excluding deferred bonus payments based upon annual Fiscal Year performance), on the Date of Termination to Mr. XxXxxxxxx and (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), together with ii) any benefits benefit payable under all the employee benefit plans, programs or and arrangements of U.S. Robotics the Company in which Mr. XxXxxxxxx xx Executive is a participant on the Date date of delivery of the Notice of Termination, (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx provided, however, that in the event Executive is paid disability benefits under any disability benefit plan of Mr. XxXxxxxxx'x xxxsequent deaththe Company in which he participates, any salary payments made to his estate Executive during such period shall be reduced by the sum of such amounts. CHANGE OF CONTROL Within three months preceding or devisee, legatee or other designeetwelve months following a change of control, as applicable)defined below, should the Executive's employment be terminated without cause, or should the Executive be assigned duties or responsibilities that are inconsistent with his authority, duties and responsibilities as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination Chief Financial Officer of the Employment TermCompany, or should the Executive be transferred to a location which is an unreasonable distance from the principal executive office of the Company, the Executive shall be entitled to receive, and the Company shall be obligated to pay, an amount equal to two years base salary and bonus at the current targeted amount. Additionally, all stock options held by the Executive shall be deemed to be vested and immediately exercisable. Payment of such salary and bonus shall be made within thirty days of the Company receiving notice from the Executive that such payment under this section is due, and, along with the immediate vesting of all stock options, shall constitute a complete discharge of all obligations of the Company to the Executive, except that Executive shall continue to be bound by Sections 5 and 6 hereof. As used herein, a "change of control" of the Company shall be deemed to have occurred if any person, group or company, other than Xxxxxx Xxxxx and Xxxxxxx Xxxxx, shall at any time beneficially own shares of Common stock of the Company which represent in excess of 50% of either (a) and the total votes entitled to be cast by all outstanding shares of Common stock of the Company or (iiib) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxx, xxs spouse and dependents, as applicable under Section 3 hereinall outstanding shares of Common stock of the Company.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls Fulling fails to perform his duties hereunder xxxxxx xxxxunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll Fulling shall continue to receive his full recxxxx xxx xxll salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant Fulling pursuant hereto shall be reduced xx xxxxxxx by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor Fulling prior to or during this periodthxx xxxxxx, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics Sento in which Mr. XxXxxxxxx xxxticipatesFulling participates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), ) on the Date of Termination to Mr. XxXxxxxxx Fulling (xx or in the event of Mr. XxXxxxxxx'x xxxsequent Mx. Xxxxxxx's subsequent death, to his estate tx xxx xxxxxx or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics Sento in which Mr. XxXxxxxxx xx Fulling is a participant on the Date of txx Xxxx xx Termination, and (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxxFulling, xxs his spouse and dependentsdepenxxxxx, as applicable xx xpplicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls Sansone fails to perform his duties hereunder xxxxxx xxxxunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll Sansone shall continue to receive his full recxxxx xxx xxll salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant Sansone pursuant hereto shall be reduced xx xxxxxxx by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor Sansone prior to or during this periodthxx xxxxxx, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics Sento in which Mr. XxXxxxxxx xxxticipatesSansone participates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), ) on the Date of Termination to Mr. XxXxxxxxx Sansone (xx or in the event of Mr. XxXxxxxxx'x xxxsequent Mx. Xxxxxxx's subsequent death, to his estate tx xxx xxxxxx or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics Sento in which Mr. XxXxxxxxx xx Sansone is a participant on the Date of txx Xxxx xx Termination, and (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxxSansone, xxs his spouse and dependentsdepenxxxxx, as applicable xx xpplicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx Xxxxx xxxls to perform his duties hereunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx Xxxxx xxxll continue to receive his full salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx Xxxxx xxxsuant hereto shall be reduced by the sum of the amounts, if any, payable to Mr. XxXxxxxxx Xxxxx xxxor to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics in which Mr. XxXxxxxxx Xxxxx xxxticipates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), on the Date of Termination to Mr. XxXxxxxxx Xxxxx (xx in the event of Mr. XxXxxxxxx'x Xxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics in which Mr. XxXxxxxxx Xxxxx xx a participant on the Date of Termination, (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx Xxxxx (xx in the event of Mr. XxXxxxxxx'x Xxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxxXxxxx, xxs spouse and dependents, as applicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls Xx. Xxxxxx fails to perform his duties hereunder as a result of incapacity due to an "“impaired condition," ” as such term is defined in Subsection (c) of Section 5 herein (the "“disability period"”), Mr. XxXxxxxxx xxxll Xx. Xxxxxx shall continue to receive his full salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant Xx. Xxxxxx pursuant hereto shall be reduced by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor Xx. Xxxxxx prior to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics Sento in which Mr. XxXxxxxxx xxxticipatesXx. Xxxxxx participates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), ) on the Date of Termination to Mr. XxXxxxxxx Xx. Xxxxxx (xx or in the event of Mr. XxXxxxxxx'x xxxsequent Xx. Xxxxxx’x subsequent death, to his estate or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics Sento in which Mr. XxXxxxxxx xx Xx. Xxxxxx is a participant on the Date of Termination, and (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxxXx. Xxxxxx, xxs his spouse and dependents, as applicable under Section 3 herein.

Compensation Upon Disability. During any period that Mr. XxXxxxxxx xxxls Xx. X'Xxxx fails to perform his duties hereunder as a result of incapacity due to an "impaired condition," as such term is defined in Subsection (c) of Section 5 herein (the "disability period"), Mr. XxXxxxxxx xxxll Xx. X'Xxxx shall continue to receive his full salary at the rate then in effect for the disability period until the Employment Term is terminated pursuant to Subsection (c) of Section 5 herein; provided, however, that such salary payments so made to Mr. XxXxxxxxx xxxsuant Xx. X'Xxxx pursuant hereto shall be reduced by the sum of the amounts, if any, payable to Mr. XxXxxxxxx xxxor Xx. X'Xxxx prior to or during this period, as the result of such incapacity, under any disability benefit plan or insurance program of U.S. Robotics Sento in which Mr. XxXxxxxxx xxxticipatesXx. X'Xxxx participates. In the event of termination of the Employment Term pursuant to Subsection (c) (disability) of Section 5 herein, the Company shall have no further responsibilities under this Agreement except (i) to pay the value of any accrued salary or other compensation due under Section 2 herein (including any earned but unpaid bonus payment or prorata share of such earned bonus payment, but excluding deferred bonus payments based upon annual Fiscal Year performance), ) on the Date of Termination to Mr. XxXxxxxxx Xx. X'Xxxx (xx or in the event of Mr. XxXxxxxxx'x xxxsequent Xx. X'Xxxx'x subsequent death, to his estate or devisee, legatee or other designee, as applicable), together with any benefits payable under all employee benefit plans, programs or arrangements of U.S. Robotics Sento in which Mr. XxXxxxxxx xx Xx. X'Xxxx is a participant on the Date of Termination, and (ii) to pay the value of any severance compensation owed to Mr. XxXxxxxxx (xx in the event of Mr. XxXxxxxxx'x xxxsequent death, to his estate or devisee, legatee or other designee, as applicable), as set forth in Subsection (f)(i) of this Section 4 (which shall survive the termination of the Employment Term) and (iii) to provide for any Plan coverage or benefit continuation for Mr. XxXxxxxxxXx. X'Xxxx, xxs his spouse and dependents, as applicable under Section 3 herein.