Common use of Compensation Upon Termination Due to Death or Disability Clause in Contracts

Compensation Upon Termination Due to Death or Disability. Upon termination of employment due to death or Disability during the Term, (i) the Executive (or the Executive’s estate or beneficiaries in the case of the death of the Executive) shall be entitled to receive, in a lump sum payment (subject to Section 8.19 of this Agreement) within thirty (30) days following Executive’s termination of employment, Annual Salary, Annual Bonus and other benefits earned and accrued under this Agreement (including payment for any accrued, unused vacation days) on or prior to the date of termination (and reimbursement under this Agreement for expenses incurred on or prior to the date of termination); (ii) a pro rata (based on the number of days employed in the fiscal year of termination) Annual Bonus for the fiscal year in which his termination occurs, calculated based on actual results for such fiscal year (the “Pro Rata Bonus”), paid at the time that the Annual Bonus would otherwise be paid in accordance with Section 3.2 hereof; provided, that the minimum 2010 Bonus set forth in Section 3.2 shall be paid regardless of when the Executive’s termination occurs; (iii) all outstanding unvested equity-based incentives and awards held by the Executive (including LTIP Units) shall thereupon vest and become free of restrictions and be exercisable in accordance with their terms; and (iv) the Executive (or, in the case of his death, his estate and beneficiaries) shall continue to be entitled to any benefits that he or they are entitled to under the insurance arrangements referenced in Section 3.4 above, and any tax-qualified plans or other benefit plans that provide benefits to employees following separation from service, including without limitation any disability benefits and continued health coverage.

Compensation Upon Termination Due to Death or Disability. Upon termination of employment due to death or Disability during the Term, (i) the Executive (or the Executive’s estate or beneficiaries in the case of the death of the Executive) shall be entitled to receive, in a lump sum payment (subject to Section 8.19 of this Agreement) within thirty (30) days following Executive’s termination of employment, Annual Salary, Annual Bonus and other benefits earned and accrued under this Agreement (including payment for any accrued, unused vacation days) on or prior to the date of termination (and reimbursement under this Agreement for expenses incurred on or prior to the date of termination); (ii) a pro rata (based on the number of days employed in the fiscal year of termination) Annual Bonus for the fiscal year in which his termination occurs, calculated based on actual results for such fiscal year (the “Pro Rata Bonus”), paid at the time that the Annual Bonus would otherwise be paid in accordance with Section 3.2 hereof; provided, that the minimum 2010 Bonus set forth in Section 3.2 shall be paid regardless of when the Executive’s termination occurs; (iii) all outstanding unvested equity-based incentives and awards held by the Executive (including LTIP Units) shall thereupon vest and become free of restrictions and be exercisable in accordance with their terms; and (iv) the Executive (or, in the case of his death, his estate and beneficiaries) shall continue to be entitled to any benefits that he or they are entitled to under the insurance arrangements referenced in Section 3.4 above, and any tax-qualified plans or other benefit plans that provide benefits to employees following separation from service, including without limitation any disability benefits and continued health coverage.