Common use of Continuation of Salary Clause in Contracts

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 5 contracts

Samples: Executive Severance Agreement, Executive Severance Agreement (Sears Holdings Corp), Executive Severance Agreement (Lands End Inc)

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Continuation of Salary. 1. Sears Upon the death of Executive or the appropriate “Sears Affiliate” (occurrence of an event of termination under Section 7(a), the Company shall, subject to the provisions of Section 9 below, monthly for the duration of the Severance Period, as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment pay Executive, or in the event of such amount subsequent death, his beneficiary or beneficiaries or his estate, as the case may be, as severance pay or liquidated damages, or both, the monthly Base Salary paid to Executive at the time of termination of his employment (“Salary Continuation”) the "Severance Payments"); shall commence on Executive’s “Separation from Service” (as defined continue to provide the other benefits provided for in Section 2 below) Sections 5 and shall be paid in substantially equal installments on each regular salary payroll date 6 hereof for a period of twelve (12months from the date of the event of termination; and shall continue to provide the benefits provided for in Section 4(d) for a period of six months following Date from the date of Termination (“Salary Continuation Period”), except as otherwise provided in such event of termination. For purposes of this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection "Severance Period" shall commence on the date of termination of Executive's employment with the Company and expire on the earlier of (a)(i)(1i) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that date Executive earns from a obtains subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to and (ii) the extent Executive does not execute and timely submit later of (A) the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as second anniversary of the date of termination of Executive's employment with the Separation from Service Executive is a “Specified Employee” Company and (B) the expiration of the term of this Agreement. Absent an election as described in the next sentence, the Severance Payments shall commence on the last day of the month in which the event of termination occurs; provided, that the first such terms are defined in Section 2 below), then, payment shall be made reduced by the amount of any Base Salary received by Executive for the portion of such month prior to Executive on each regular salary payroll date during the first six (6) months event of termination. If within 30 days of the Salary Continuation Period until event of termination Executive (or, in the aggregate amount received equals case of his death or incapacity, his beneficiary or legal representative) so elects by written notice to the Section 409A Threshold. Any portion Company, the Severance Payments shall be paid by the Company, in lieu of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409Amonthly payments described above, shall instead be paid to Executive in a single lump sum payment on the date that is six (6) months and one (1) day as soon as practicable after the date of Executive’s Separation from Service. 3such election. All Salary Continuation payments (described Such lump sum payment shall be in an amount equal to the sum of the monthly Severance Payments that would have been paid under this subsection Section but for such election (a)(i)) will terminate and forever lapse if assuming Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 belownever obtains subsequent employment), discounted to present value using an interest rate of 5%, and reduced by the amount of any Severance Payments received by Executive shall be required prior to reimburse Sears for any portion the date of the Salary Continuation paid during the Salary Continuation Periodsuch lump sum payment.

Appears in 4 contracts

Samples: Employment Agreement (Consolidated Hydro Inc), Employment Agreement (Consolidated Hydro Inc), Employment Agreement (Consolidated Hydro Inc)

Continuation of Salary. (1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) Pier 1 Imports shall pay Executive cash severance equal to one times Executive’s annual base salary rate in effect as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following the Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate Pier 1 Imports obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g1(c) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. ) Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months months, or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. (3. ) All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach of this Agreement (in accordance with Section 10 12 below), and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 3 contracts

Samples: Executive Severance Agreement (Pier 1 Imports Inc/De), Executive Severance Agreement (Pier 1 Imports Inc/De), Executive Severance Agreement (Pier 1 Imports Inc/De)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoingExcept as provided for in Section 1(a)(i)(3) below, the Sears or Sears Affiliate obligations Salary Continuation under this subsection (a)(i)(1) shall not be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of any fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, nor shall Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. FurtherHowever, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 2 contracts

Samples: Executive Severance Agreement (Lands End Inc), Executive Severance Agreement (Lands End Inc)

Continuation of Salary. (1. Sears or ) Pier 1 Imports shall pay Executive cash severance equal to one times Executive’s annual base salary rate in effect as of the appropriate “Sears Affiliate” Date of Termination (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) Date of Termination and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following the Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate Pier 1 Imports obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g1(c) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. ) Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service Date of Termination would exceed the “Section 409A Threshold” and if as of the date Date of the Separation from Service Termination Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months months, or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from ServiceDate of Termination. (3. ) All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach of this Agreement (in accordance with Section 10 12 below), and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 2 contracts

Samples: Executive Agreement (Pier 1 Imports Inc/De), Executive Agreement (Pier 1 Imports Inc/De)

Continuation of Salary. 1. Sears or SHO will pay Executive cash severance in an amount equal to six (6) months of Executive’s annual base salary at the appropriate rate in effect on the date on which Executive’s employment terminates (the Sears Affiliate” Date of Termination”). The amount determined in accordance with the preceding sentence (the “Salary Continuation Amount”) will be paid upon the satisfaction of the following conditions: (A) Executive’s Separation from Service (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of has occurred; and (B) the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” Revocation Period (as defined in Section 2 belowAppendix B to this Agreement) and shall be paid has expired. If the foregoing conditions have been satisfied, SHO will pay the Salary Continuation Amount in substantially equal installments on each regular salary payroll date for a period of twelve six (126) months following Date of Termination (the “Salary Continuation Period”), except as otherwise provided in this Agreement. 2. Notwithstanding the foregoing, to the Sears extent Executive’s termination is as a result of an event that would trigger payments under a then-current and applicable transition pay or Sears Affiliate severance plan or program (the “Other Severance Program”) under which Executive would have been eligible for severance pay and benefits for a period longer than the Salary Continuation Period, and provided the severance pay under the Other Severance Program is greater than the Salary Continuation Amount, then the Salary Continuation Amount and the Salary Continuation Period for purposes of this Agreement will be the greater amount and the longer period provided by the Other Severance Program, except as otherwise provided in this Agreement. 3. Further and notwithstanding the foregoing, the SHO obligations that may become due under this subsection (a)(i)(1Section 1(a)(i) shall will be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation PeriodPeriod other than all approved external director fees that Executive earns or is otherwise entitled to receive. For avoidance of doubt, Executive shall will not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate the Salary ContinuationContinuation Amount. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection Section 4(g) below) by the deadline specified therein, Salary Continuation Amount payments shall terminate will terminate, and forever lapseany entitlement to future Salary Continuation Amount payments will be forfeited, and Executive shall will be required to reimburse Sears SHO for any portion of the Salary Continuation Amount already paid during the Salary Continuation Periodto Executive. 24. Notwithstanding anything in this subsection (a)(iSection 1(a)(i) to the contrary, if the Salary Continuation Amount payable to Executive in accordance with subsection (a)(i)(1Section 1(a)(i) above during the first six (6) months after Executive’s Separation from Service would exceed the Section 409A Threshold” Threshold and if as of the date of the Separation from Service Executive is a Specified Employee” Employee (as such terms are defined in Section 2 below), then, then payment shall will be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation Amount that is in excess of the Section 409A Threshold and that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall will instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 35. All Salary Continuation Amount payments (described under this subsection (a)(iSection 1(a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” SHO Competitor or “Sears Vendor” SHO Vendor (as such terms are defined in subsection Sections 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period (which for purposes of this Section 1(a)(i)(3) will not exceed six (6) months), or in the event of Executive’s breach of this Agreement (in accordance with Section 10 below). In either case, and Executive shall will be required to reimburse Sears SHO for any portion of the Salary Continuation Amount already paid during the Salary Continuation Periodto Executive.

Appears in 2 contracts

Samples: Executive Severance Agreement (Sears Hometown & Outlet Stores, Inc.), Executive Severance Agreement (Sears Hometown & Outlet Stores, Inc.)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for for: A. a period of twelve (12) months following Date of Termination, if such Date of Termination occurs during the first twenty-four (“Salary Continuation Period”24) months of employment with Sears, except as otherwise provided in this Agreement; or B. a period of twenty-four (24) months following Date of Termination, if such Date of Termination occurs after twenty-four (24) months of employment with Sears (provided Executive had relocated prior to such Date of Termination), except as otherwise provided in this Agreement; which period shall be referred to herein as the “Salary Continuation Period”. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 2 contracts

Samples: Executive Severance Agreement (Lands End Inc), Executive Severance Agreement (Lands End Inc)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance (“Salary Continuation”) equal to to: A. In the event Executive’s termination of employment (“Date of Termination”) occurs on or before the first anniversary of Executive’s employment, Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination; or B. In the event Executive’s Date of Termination occurs after the first anniversary of Executive’s employment, Executive’s annual base salary rate as of the Date of Termination plus Executive’s target bonus for the year in which the Date of Termination occurs or, if no target bonus has been set for the year in which the Date of Termination occurs, Executive’s target bonus for the year immediately preceding the year in which the Date of Termination has occurred. Notwithstanding the foregoing, in no event will the annual base salary and the target bonus determined for purposes subsections (A) and (B) above be less than the annual base salary and the annual incentive opportunity (as set forth in the Offer Letter, as defined in Section 17), as applicable, in effect with respect to Executive as of the date of this Agreement. Subject to subsection (a)(i)(2) below, payment of such the Salary Continuation amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination the Separation from Service (the “Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to To the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. In addition, if and to the extent that any payments or benefits to be provided to Executive hereunder or the Offer Letter are subject to Code Section 409A and payable upon Executive’s Separation from Service, such payments or benefits shall be subject to the foregoing provisions of this subsection (a)(i)(2). 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 11 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 2 contracts

Samples: Executive Severance Agreement, Executive Severance Agreement (Sears Holdings Corp)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 belowA) Seritage shall pay Executive cash severance equal to three (3) times the sum of Executive’s annual base salary rate in effect as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) belowTermination plus the annual cash bonus for the year in which occurs the Date of Termination at 100% of target, payment of with such amount payable in a lump sum within thirty (“Salary Continuation”30) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months days following the Date of Termination (the Change in Control Salary Continuation PeriodPayment”), except as otherwise provided in this Agreement. . (B) Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection : (a)(i)(11) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent If Executive does not execute and timely submit the General Release and Waiver Waiver, substantially in the form attached hereto, (in accordance with subsection 4(g7(g) below) by the deadline specified therein, any unpaid portion of the Change in Control Salary Continuation payments Payment shall terminate and forever lapse, and Executive shall be required to reimburse Sears Seritage for any portion of the Change in Control Salary Continuation Payment paid during to Executive; and (2) If the Change in Control Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation Payment payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 4, below), then, payment of any portion of the Change in Control Salary Payment which does not exceed the Section 409A Threshold shall be made to Executive on each regular salary payroll date during within thirty (30) days following the first six (6) months Date of the Salary Continuation Period until the aggregate amount received equals the Section 409A ThresholdTermination. Any portion of the Change in Control Salary Continuation Payment in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Change in Control Salary Continuation Payment that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Employment Agreement (Seritage Growth Properties)

Continuation of Salary. (1. Sears or ) Pier 1 Imports shall pay Executive cash severance equal to one times Executive’s annual base salary rate in effect as of the appropriate “Sears Affiliate” Date of Termination (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) Date of Termination and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following the Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate Pier 1 Imports obligations under this subsection (a)(i)(1) shall not be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g1(c) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. ) Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service Date of Termination would exceed the “Section 409A Threshold” and if as of the date Date of the Separation from Service Termination Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months months, or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from ServiceDate of Termination. (3. ) All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach of Section 4(b) or 4(c) hereof, or any material breach of any other provisions of this Agreement (in accordance with Section 10 11 below), and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Agreement (Pier 1 Imports Inc/De)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve six (126) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Lands End Inc)

Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve six (126) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1a)(i)(l) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first [first] six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 belowA) Seritage shall pay Executive cash severance equal to three (3) times the sum of Executive’s 's annual base salary rate in effect as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection Termination plus the annual cash bonus for the year in which occurs the Date of Termination at one hundred percent (a)(i)(2100%) belowof target, payment of with such amount payable in a lump sum within thirty (“Salary Continuation”30) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months days following the Date of Termination (the "Change in Control Salary Continuation Period”Payment"), except as otherwise provided in this Agreement. . (B) Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection : (a)(i)(11) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent If Executive does not execute and timely submit the General Release and Waiver Waiver, substantially in the form attached hereto, (in accordance with subsection 4(g7(g) below) by the deadline specified therein, any unpaid portion of the Change in Control Salary Continuation payments Payment shall terminate and forever lapse, and Executive shall be required to reimburse Sears Seritage for any portion of the Change in Control Salary Continuation Payment paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if Executive; and (2) If the Change in Control Salary Continuation Payment payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s 's Separation from Service would exceed the "Section 409A Threshold" and if as of the date of the Separation from Service Executive is a "Specified Employee" (as such terms are defined in Section 2 4, below), then, payment of any portion of the Change in Control Salary Payment which does not exceed the Section 409A Threshold shall be made to Executive on each regular salary payroll date during within thirty (30) days following the first six (6) months Date of the Salary Continuation Period until the aggregate amount received equals the Section 409A ThresholdTermination. Any portion of the Change in Control Salary Continuation Payment in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Change in Control Salary Continuation Payment that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s 's Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Employment Agreement (Seritage Growth Properties)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 belowA) Seritage shall pay Executive cash severance equal to three (3) times the sum of Executive’s annual base salary rate in effect as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection Termination plus the annual cash bonus for the year in which occurs the Date of Termination at one hundred percent (a)(i)(2100%) belowof target, payment of with such amount payable in a lump sum within thirty (“Salary Continuation”30) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months days following the Date of Termination (the Change in Control Salary Continuation PeriodPayment”), except as otherwise provided in this Agreement. (B) Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection : (a)(i)(11) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent If Executive does not execute and timely submit the General Release and Waiver Waiver, substantially in the form attached hereto, (in accordance with subsection 4(g7(g) below) by the deadline specified therein, any unpaid portion of the Change in Control Salary Continuation payments Payment shall terminate and forever lapse, and Executive shall be required to reimburse Sears Seritage for any portion of the Change in Control Salary Continuation Payment paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if Executive; and (2) If the Change in Control Salary Continuation Payment payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed either fails to qualify as “short-term deferral” under Treasury Regulation Section 1.409A-1(b)(4) or exceeds the “Section 409A Threshold,” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 4, below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Change in Control Salary Continuation Period Payment until the expiration of the short-term deferral period or until the aggregate amount received equals the Section 409A Threshold, as applicable. Any portion of the Salary Continuation that does not qualify as short-term deferral or that is in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Change in Control Salary Continuation Payment that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Employment Agreement (Seritage Growth Properties)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to twelve (12) months of pay at Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”)) plus an amount equal to his annual target incentive opportunity under the Annual Incentive Plan for the fiscal year in which his Date of Termination occurs. Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. In addition, if the Date of Termination is prior to the third anniversary of Executive’s start date, then, in addition to the Salary Continuation, Sears or the appropriate Sears Affiliate will pay Executive an amount equal to any unpaid amount of the Special Cash Award set forth in his Offer Letter. In such event, such amount will be subject to all of the terms and conditions in this Agreement applicable to Salary Continuation, including that payment is conditioned on providing and not revoking the release referenced in and in accordance with section 4(g), and the forfeiture provision stated in subparagraph (3), below, except that payment will be made within forty-five (45) days of his Date of Termination Notwithstanding the foregoing, the Sears or Sears Affiliate obligations obligation to pay Salary Continuation under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Sears Holdings Corp)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 belowA) Seritage shall pay Executive cash severance equal to two (2) times the sum of Executive’s annual base salary rate in effect as of the date Date of Termination plus the annual cash bonus for the year in which occurs the Date of Termination at one hundred percent (100%) of target (in each case without giving effect to any reduction that is the basis for Executive’s employment terminates (“Date of Termination”resignation for Good Reason). Subject to subsection (a)(i)(2) the next subparagraph below, payment of such amount (“Salary Continuation”) shall commence on Executive’s Separation from Service” Service (as defined in Section 2 4, below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve twenty-four (1224) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. . (B) Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection : (a)(i)(11) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent If Executive does not execute and timely submit the General Release and Waiver Waiver, substantially in the form attached hereto, (in accordance with subsection 4(g7(g) below) by the deadline specified therein, any unpaid portion of the Salary Continuation payments shall terminate and forever lapse, lapse and Executive shall be required to reimburse Sears Seritage for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. Notwithstanding anything in this subsection (a)(i) to the contrary, if If the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed either fails to qualify as “short-term deferral” under Treasury Regulation Section 1.409A-1(b)(4) or exceeds the “Section 409A Threshold,in each case in the mutual determination of the Executive and Seritage, and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 4, below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the expiration of the short-term deferral period or until the aggregate amount received equals the Section 409A Threshold, as applicable. Any portion of the Salary Continuation that does not qualify as short-term deferral or that is in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Employment Agreement (Seritage Growth Properties)

Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first [first] six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

Continuation of Salary. 1. Sears or SHO will pay Executive cash severance in an amount equal to _______ months of Executive’s annual base salary at the appropriate rate in effect on the date on which Executive’s employment terminates (the Sears Affiliate” Date of Termination”). The amount determined in accordance with the preceding sentence (the “Salary Continuation Amount”) will be paid upon the satisfaction of the following conditions: (A) Executive’s Separation from Service (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of has occurred; and (B) the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” Revocation Period (as defined in Section 2 belowAppendix B to this Agreement) and shall be paid has expired. If the foregoing conditions have been satisfied, SHO will pay the Salary Continuation Amount in substantially equal installments on each regular salary payroll date for a period of twelve _________ months (12) months following Date of Termination (the “Salary Continuation Period”), except as otherwise provided in this Agreement. 2. Notwithstanding the foregoing, to the Sears extent Executive’s termination is as a result of an event that would trigger payments under a then-current and applicable transition pay or Sears Affiliate severance plan or program (the “Other Severance Program”) under which Executive would have been eligible for severance pay and benefits for a period longer than the Salary Continuation Period, and provided the severance pay under the Other Severance Program is greater than the Salary Continuation Amount, then the Salary Continuation Amount and the Salary Continuation Period for purposes of this Agreement will be the greater amount and the longer period provided by the Other Severance Program, except as otherwise provided in this Agreement. 3. Further and notwithstanding the foregoing, the SHO obligations that may become due under this subsection (a)(i)(1Section 1(a)(i) shall will be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation PeriodPeriod other than all approved external director fees that Executive earns or is otherwise entitled to receive. For avoidance of doubt, Executive shall will not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate the Salary ContinuationContinuation Amount. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection Section 4(g) below) by the deadline specified therein, Salary Continuation Amount payments shall terminate will terminate, and forever lapseany entitlement to future Salary Continuation Amount payments will be forfeited, and Executive shall will be required to reimburse Sears SHO for any portion of the Salary Continuation Amount already paid during the Salary Continuation Periodto Executive. 24. Notwithstanding anything in this subsection (a)(iSection 1(a)(i) to the contrary, if the Salary Continuation Amount payable to Executive in accordance with subsection (a)(i)(1Section 1(a)(i) above during the first six (6) _________ months after Executive’s Separation from Service would exceed the Section 409A Threshold” Threshold and if as of the date of the Separation from Service Executive is a Specified Employee” Employee (as such terms are defined in Section 2 below), then, then payment shall will be made to Executive on each regular salary payroll date during the first six (6) _________ months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation Amount that is in excess of the Section 409A Threshold and that would otherwise be paid during such first six (6) _________ months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall will instead be paid to Executive in a lump sum payment on the date that is six (6) _________ months and one (1) day after the date of Executive’s Separation from Service. 35. All Salary Continuation Amount payments (described under this subsection (a)(iSection 1(a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” SHO Competitor or “Sears Vendor” SHO Vendor (as such terms are defined in subsection Sections 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period (which for purposes of this Section 1(a)(i)(3) will not exceed _________ months), or in the event of Executive’s breach of this Agreement (in accordance with Section 10 below). In either case, and Executive shall will be required to reimburse Sears SHO for any portion of the Salary Continuation Amount already paid during the Salary Continuation Periodto Executive.

Appears in 1 contract

Samples: Executive Severance Agreement (Sears Hometown & Outlet Stores, Inc.)

Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve six (126) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

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Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve one (121) months year following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six one (61) months year after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six one (61) months year of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six one (61) months year or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six one (61) months year and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive a cash severance equal to the sum of (A) plus (B). (A) Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. (B) A bonus payable under the Sears Holdings Corporation Annual Incentive Plan (“AIP”) (subject to proration as defined herein), provided that Executive was employed at least six (6) months of the then current AIP performance period (as defined therein) as of Executive’s Date of Termination and only to the extent an incentive award would have been payable to Executive under the terms of the such AIP but for incurring a Date of Termination (“Bonus”). For purposes of calculating the Bonus, the incentive award to which Executive otherwise would have been entitled to under the AIP shall be subject to a fraction, the numerator of which shall be the number of full days on active payroll during the applicable performance period (as defined in the AIP) and the denominator of which shall be the number of full days in such performance period. Subject to subsection (a)(i)(2) below, any Bonus shall be payable as of the payment date for the AIP and shall be paid in substantially equal installments on each regular salary payroll date for the remainder of the Salary Continuation Period, except as otherwise provided in this Agreement. In the event the payment date for the AIP occurs after the Salary Continuation Period, such Bonus shall be payable in a one-time, single lump sum payment to Executive, subject to applicable withholding in accordance with Section 18 below, except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary ContinuationContinuation and Bonus. Further, to the extent Executive does not execute and timely submit the applicable General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation and Bonus payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation and Bonus paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation and Bonus payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation and Bonus in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation and/or Bonus that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation and Bonus payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach of this Agreement (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation and Bonus paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Sears Holdings Corp)

Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve six (126) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1a)(i)(l) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1a)(i)(l) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first [first] six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s highest annual base salary rate as an employee of the date Executive’s employment terminates (“Date of Termination”)a Sears affiliate. Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Lands End Inc)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 belowA) Seritage shall pay Executive cash severance equal to two (2) times the sum of Executive’s 's annual base salary rate in effect as of the date Executive’s employment terminates (“Date of Termination”)Termination plus the annual cash bonus for the year in which occurs the Date of Termination at one hundred percent (100%) of target. Subject to subsection (a)(i)(2) the next subparagraph below, payment of such amount ("Salary Continuation") shall commence on Executive’s “'s Separation from Service” Service (as defined in Section 2 4, below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve twenty-four (1224) months following Date of Termination ("Salary Continuation Period"), except as otherwise provided in this Agreement. . (B) Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection : (a)(i)(11) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent If Executive does not execute and timely submit the General Release and Waiver Waiver, substantially in the form attached hereto, (in accordance with subsection 4(g7(g) below) by the deadline specified therein, any unpaid portion of the Salary Continuation payments shall terminate and forever lapse, lapse and Executive shall be required to reimburse Sears Seritage for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. Notwithstanding anything in this subsection (a)(i) to the contrary, if If the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s 's Separation from Service would exceed the "Section 409A Threshold" and if as of the date of the Separation from Service Executive is a "Specified Employee" (as such terms are defined in Section 2 4, below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s 's Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Employment Agreement (Seritage Growth Properties)

Continuation of Salary. 1. Sears OSH or the appropriate “Sears OSH Affiliate” (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve six (126) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears OSH or Sears OSH Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g4(e) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first [first] six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears OSH for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Orchard Supply Hardware Stores Corp)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) SHO shall pay Executive cash severance equal to (a) one times Executive’s annual base salary rate as of the date Executive’s employment terminates (the “Date of Termination”) plus (b) but only if the Date of Termination occurs prior to the first anniversary of the date of this Agreement, an amount equal to Executive’s target annual incentive under SHO’s Annual Incentive Plan (the “AIP”) for the year in which the Date of Termination occurs plus (c) but only if clause (b) of this sentence is not applicable and only if the Date of Termination occurs after the end of a fiscal year and before the payment date of AIP awards for that fiscal year (if any amount is payable), an amount equal to the amount that Executive would have been paid with respect to Executive’s AIP award for that fiscal year if the Date of Termination had occurred after the payment date of AIP awards for that fiscal year. Subject to subsection (a)(i)(2a) (i) (2) below, payment of such the amount determined in accordance with the preceding sentence (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following the Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, to the Sears extent Executive’s termination is as a result of an event that would be an impact event under a then-current and applicable transition pay or Sears Affiliate severance plan or program (the “Other Severance Program”) and, but for this Agreement, under which Executive would have been eligible for severance pay and benefits for a period longer than twelve (12) months and provided the severance pay under the Other Severance Program is greater than the Salary Continuation, then the Salary Continuation and Salary Continuation Period, for purposes of this Agreement, will be the greater amount and longer period, except as otherwise provided in this Agreement. If Executive terminates Executive’s employment for Good Reason as specified in clause (i) of the definition of “Good Reason” in Section 2 of this Agreement, Executive’s annual base salary rate and, if applicable, target annual incentive under the AIP for purposes of this Section 1 will be Executive’s annual base salary rate and target annual incentive under the AIP in effect prior to the reduction that triggered the applicability of Good Reason as specified in clause (i) of the definition of “Good Reason” in Section 2 of this Agreement. Further and notwithstanding the foregoing, the SHO obligations under this subsection (a)(i)(1a)(i)(l) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation PeriodPeriod other than all approved external director fees that Executive earn or is otherwise entitled to receive. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears SHO for any portion of the Salary Continuation paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1a)(i)(l) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(ia) (i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” SHO Competitor or “Sears Vendor” SHO Vendor (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or (which for purposes of this Section 1(a)(i)(3) will not exceed twelve (12) months)or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears SHO for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Sears Hometown & Outlet Stores, Inc.)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 belowA) Seritage shall pay Executive cash severance equal to two (2) times the sum of Executive’s annual base salary rate in effect as of the date Executive’s employment terminates (“Date of Termination”)Termination plus the annual cash bonus for the year in which occurs the Date of Termination at 100% of target. Subject to subsection (a)(i)(2) the next subparagraph below, payment of such amount (“Salary Continuation”) shall commence on Executive’s Separation from Service” Service (as defined in Section 2 4, below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve twenty-four (1224) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. . (B) Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection : (a)(i)(11) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent If Executive does not execute and timely submit the General Release and Waiver Waiver, substantially in the form attached hereto, (in accordance with subsection 4(g7(g) below) by the deadline specified therein, any unpaid portion of the Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears Seritage for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. Notwithstanding anything in this subsection (a)(i) to the contrary, if If the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 4, below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. No interest shall accrue or be paid with respect to any such deferred amounts. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Employment Agreement (Seritage Growth Properties)

Continuation of Salary. (1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) Pier 1 Imports shall pay Executive cash severance equal to two times Executive’s annual base salary rate in effect as of the date Date of Termination plus the amount of Executive’s employment terminates (“annual short-term cash incentive earned for the most recent completed fiscal year prior to the Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve twenty-four (1224) months following the Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate Pier 1 Imports obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary Continuation. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection 4(g1(c) below) by the deadline specified therein, Salary Continuation payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period. (2. ) Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months months, or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. (3. ) All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach of this Agreement (in accordance with Section 10 12 below), and Executive shall be required to reimburse Sears Pier 1 Imports for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement (Pier 1 Imports Inc/De)

Continuation of Salary. 1. Sears or SHO will pay Executive cash severance in an amount equal to twelve (12) months of Executive’s annual base salary at the appropriate rate in effect on the date on which Executive’s employment terminates (the Sears Affiliate” Date of Termination”). The amount determined in accordance with the preceding sentence (the “Salary Continuation Amount”) will be paid upon the satisfaction of the following conditions: (A) Executive’s Separation from Service (as defined in Section 2 below) shall pay Executive cash severance equal to Executive’s annual base salary rate as of has occurred; and (B) the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” Revocation Period (as defined in Section 2 belowAppendix B to this Agreement) and shall be paid has expired. If the foregoing conditions have been satisfied, SHO will pay the Salary Continuation Amount in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (the “Salary Continuation Period”), except as otherwise provided in this Agreement. 2. Notwithstanding the foregoing, to the Sears extent Executive’s termination is as a result of an event that would trigger payments under a then-current and applicable transition pay or Sears Affiliate severance plan or program (the “Other Severance Program”) under which Executive would have been eligible for severance pay and benefits for a period longer than the Salary Continuation Period, and provided the severance pay under the Other Severance Program is greater than the Salary Continuation Amount, then the Salary Continuation Amount and the Salary Continuation Period for purposes of this Agreement will be the greater amount and the longer period provided by the Other Severance Program, except as otherwise provided in this Agreement. 3. Further and notwithstanding the foregoing, the SHO obligations that may become due under this subsection (a)(i)(1Section 1(a)(i) shall will be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation PeriodPeriod other than all approved external director fees that Executive earns or is otherwise entitled to receive. For avoidance of doubt, Executive shall will not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate the Salary ContinuationContinuation Amount. Further, to the extent Executive does not execute and timely submit the General Release and Waiver (in accordance with subsection Section 4(g) below) by the deadline specified therein, Salary Continuation Amount payments shall terminate will terminate, and forever lapseany entitlement to future Salary Continuation Amount payments will be forfeited, and Executive shall will be required to reimburse Sears SHO for any portion of the Salary Continuation Amount already paid during the Salary Continuation Periodto Executive. 24. Notwithstanding anything in this subsection (a)(iSection 1(a)(i) to the contrary, if the Salary Continuation Amount payable to Executive in accordance with subsection (a)(i)(1Section 1(a)(i) above during the first six (6) months after Executive’s Separation from Service would exceed the Section 409A Threshold” Threshold and if as of the date of the Separation from Service Executive is a Specified Employee” Employee (as such terms are defined in Section 2 below), then, then payment shall will be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation Amount that is in excess of the Section 409A Threshold and that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation that is otherwise subject to Section 409A, shall will instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 35. All Salary Continuation Amount payments (described under this subsection (a)(iSection 1(a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” SHO Competitor or “Sears Vendor” SHO Vendor (as such terms are defined in subsection Sections 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period (which for purposes of this Section 1(a)(i)(3) will not exceed twelve (12) months), or in the event of Executive’s breach of this Agreement (in accordance with Section 10 below). In either case, and Executive shall will be required to reimburse Sears SHO for any portion of the Salary Continuation Amount already paid during the Salary Continuation Periodto Executive.

Appears in 1 contract

Samples: Executive Severance Agreement (Sears Hometown & Outlet Stores, Inc.)

Continuation of Salary. 1. Sears or the appropriate “Sears Affiliate” (as defined in Section 2 below) shall pay Executive a cash severance equal to the sum of (A) plus (B). (A) Executive’s annual base salary rate as of the date Executive’s employment terminates (“Date of Termination”). Subject to subsection (a)(i)(2) below, payment of such amount (“Salary Continuation”) shall commence on Executive’s “Separation from Service” (as defined in Section 2 below) and shall be paid in substantially equal installments on each regular salary payroll date for a period of twelve (12) months following Date of Termination (“Salary Continuation Period”), except as otherwise provided in this Agreement. (B) A bonus payable under the Sears Holdings Corporation Annual Incentive Plan (“AIP”) (subject to proration as defined herein), provided that Executive was employed at least six (6) months of the then current AIP performance period (as defined therein) as of Executive’s Date of Termination and only to the extent an incentive award would have been payable to Executive under the terms of the such AIP but for incurring a Date of Termination (“Bonus”). For purposes of calculating the Bonus, the incentive award to which Executive otherwise would have been entitled to under the AIP shall be subject to a fraction, the numerator of which shall be the number of full days on active payroll during the applicable performance period (as defined in the AIP) and the denominator of which shall be the number of full days in such performance period. Subject to subsection (a)(i)(2) below, any Bonus shall be payable as of the payment date for the AIP and shall be paid in substantially equal installments on each regular salary payroll date for the remainder of the Salary Continuation Period, except as otherwise provided in this Agreement. In the event the payment date for the AIP occurs after the Salary Continuation Period, such Bonus shall be payable in a one-time, single lump sum payment to Executive, subject to applicable withholding in accordance with Section 18 below, except as otherwise provided in this Agreement. Notwithstanding the foregoing, the Sears or Sears Affiliate obligations under this subsection (a)(i)(1) shall be reduced on a dollar-for-dollar basis (but not below zero), by the amount, if any, of fees, salary or wages that Executive earns from a subsequent employer (including those arising from self-employment) during the Salary Continuation Period. For avoidance of doubt, Executive shall not be obligated to seek affirmatively or accept an employment, contractor, consulting or other arrangement in order to mitigate Salary ContinuationContinuation and Bonus. Further, to the extent Executive does not execute and timely submit the applicable General Release and Waiver (in accordance with subsection 4(g) below) by the deadline specified therein, Salary Continuation and Bonus payments shall terminate and forever lapse, and Executive shall be required to reimburse Sears for any portion of the Salary Continuation and Bonus paid during the Salary Continuation Period. 2. Notwithstanding anything in this subsection (a)(i) to the contrary, if the Salary Continuation and Bonus payable to Executive in accordance with subsection (a)(i)(1) above during the first six (6) months after Executive’s Separation from Service would exceed the “Section 409A Threshold” and if as of the date of the Separation from Service Executive is a “Specified Employee” (as such terms are defined in Section 2 below), then, payment shall be made to Executive on each regular salary payroll date during the first six (6) months of the Salary Continuation Period until the aggregate amount received equals the Section 409A Threshold. Any portion of the Salary Continuation and Bonus in excess of the Section 409A Threshold that would otherwise be paid during such first six (6) months or any portion of the Salary Continuation and/or Bonus that is otherwise subject to Section 409A, shall instead be paid to Executive in a lump sum payment on the date that is six (6) months and one (1) day after the date of Executive’s Separation from Service. 3. All Salary Continuation payments (described under this subsection (a)(i)) will terminate and forever lapse if Executive is employed by a “Sears Competitor” or “Sears Vendor” (as such terms are defined in subsection 4(c)(ii) and 4(d)(ii) herein, respectively) during the Salary Continuation Period or in the event of Executive’s breach (in accordance with Section 10 below), and Executive shall be required to reimburse Sears for any portion of the Salary Continuation paid during the Salary Continuation Period.

Appears in 1 contract

Samples: Executive Severance Agreement

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