Common use of Effect of Disability While Employed by the Surviving Entity Clause in Contracts

Effect of Disability While Employed by the Surviving Entity. If, while the Executive is employed by the Surviving Entity, the Executive suffers a Long Term Disability during the Severance Period, the Surviving Entity shall pay to the Executive all Base Pay and Incentive Pay to which the Executive would have been entitled had the Executive been actively employed by the Surviving Entity to the earlier of (i) the date the Executive becomes eligible for payment of long term disability benefits under the long term disability benefit plan of the Company in effect immediately prior to the Change in Control or (ii) the date of the Executive’s death and the Surviving Entity shall not have any further obligations to the Executive for Base Pay or Incentive Pay. Anything in this Agreement to the contrary notwithstanding, should the Executive recover from his Long Term Disability during the Severance Period, the Surviving Entity shall appoint the Executive to a position and on such terms such that the Executive would not be able to terminate the Executive’s employment for Good Reason or pay the Executive all benefits he would be entitled to had he terminated his employment for Good Reason under this Agreement. Upon the Executive’s recovery from a Long Term Disability, the Executive shall again be subject to all obligations and entitled to all rights and benefits provided for under this Agreement.