General Severance Benefits. You shall be entitled to receive the General Severance Benefits (as defined below), as your sole severance benefits, if your employment is terminated by the Company without Cause (as defined below) and if: (i) such termination of employment is not due to your death or disability; (ii) your termination constitutes a “separation from service” (as defined under Treasury Regulation Section 1.409A-1(h)); and (iii) within the timing required by the Company, you sign, date and return to the Company a general release of all known and unknown claims (the “Release”) substantially in the form attached hereto as Exhibit A, and such Release becomes effective in accordance with its terms, including through the expiration of any applicable revocation period. For purposes of this Section 10(a), the “General Severance Benefits” shall consist of the following: (i) continued payment of your final base monthly salary for a period of six (6) months following the termination date; (ii) accelerated vesting of any outstanding stock options such that the additional number of shares that would have vested if your employment had continued for six (6) additional months following the termination date will become vested and exercisable effective as of the termination date; and (iii) if you timely elect continued group health insurance coverage pursuant to federal COBRA law or, if applicable, state insurance laws (collectively, “COBRA”), the Company will pay your COBRA premiums to continue your group health insurance coverage (including the cost of dependent coverage) through the earliest of (A) six (6) months following the termination date, (B) the date that you become eligible for group health insurance coverage through a new employer, or (C) the date you cease to be eligible for COBRA coverage. Notwithstanding the foregoing, the General Severance Benefits will immediately expire in the event that you obtain new full-time employment (or full-time consulting or similar arrangement) within six (6) months after the termination date, provided, however, that the Company will thereafter continue to pay you, through the six-month severance payment period, the excess, if any, of your Company base salary on the date of termination over the base salary for your new employment relationship. You agree to notify the Company of your acceptance of any employment within the six-month severance payment period. In the event of your death during the six (6) month severance period, the remaining General ...
General Severance Benefits. The Executive shall be entitled to receive from the Employer General Severance Benefits, as described in Section 3.3 herein, if the Executive’s employment is terminated for reasons satisfying the definition contained in Section 2.17(c) and such termination has occurred either before a Change of Control of CMS Energy Corporation or during the period that begins after the expiration of twenty-four (24) months immediately following a Change in Control of CMS Energy Corporation. Further, Executive’s Retirement under the pension plan and SERP shall not constitute a waiver of the Executive’s rights with respect to receipt of General Severance Benefits. Nor shall benefits received for Retirement under the pension plan and SERP (or any replacement or successor plans thereto) be used as an offset to the level of General Severance Benefits owed to Executive.
General Severance Benefits. (a) Subject to Section 3.4, the Participating Company shall pay the Executive General Severance Benefits, as described in Section 4.2(b), if the Executive receives or delivers a Notice of Termination of a Qualifying Termination of the Executive’s employment pursuant to Section 3.1(c).
(b) The General Severance Benefits to be provided to the Executive pursuant to Section 4.2(a) shall be the following:
(i) An amount equal to the Executive’s unpaid Base Salary, unreimbursed business expenses, and all other items earned by and owed to the Executive through and including the date of the Qualifying Termination shall be paid in cash to the Executive in a single lump sum on the Payment Date. Such payment shall constitute full satisfaction for these amounts owed to the Executive.
(ii) An amount equal to the unpaid, accrued vacation pay owed to the Executive through and including the date of the Qualifying Termination shall be paid in cash to the Executive in a single lump sum on the Payment Date. Such payment shall constitute full satisfaction for these amounts owed to the Executive and in no event shall the Executive accrue additional vacation time after the date of the Executive’s Qualifying Termination.
(iii) Any amount payable to the Executive under the annual bonus plan then in effect in respect of the most recently completed fiscal year, to the extent not theretofore paid shall be paid in cash to the Executive in a single lump sum at the applicable time provided in the annual bonus plan then in effect. Such payment shall constitute full satisfaction for this amount owed to the Executive.
(iv) An amount equal to: (A) two and one-half (2 1/2) for Tier I Executives or (B) one and one-half (1 1/2) for Tier II and III Executives, times the sum of: (1) the Executive’s annual rate of Base Salary in effect upon the date of the Qualifying Termination plus (2) the Executive’s then current target bonus opportunity established under the annual bonus plan in effect for the bonus plan year in which the date of the Executive’s Qualifying Termination occurs. The Participating Company shall pay such amount in cash to the Executive in a single lump sum on the Payment Date.
(v) An amount equal to the annual bonus the Executive would have earned under the annual bonus plan for the plan year in which the Qualifying Termination occurs, determined based on the actual performance achieved under such annual bonus plan for such plan year and adjusted on a pro rata basis based on the n...
General Severance Benefits. The Company or Employee may terminate this employment at will upon six (6) months prior written notice if such notice is given within one year of Employee's employment hereunder, or upon one year's prior written notice if such notice is given after the first year of Employee's employment hereunder.
General Severance Benefits. Except as provided in Section 5(b) hereof, in the event of a termination of the Executive's employment during the Employment Period either
(i) by the Company other than for Cause or (ii) by the Executive for Good Reason, the Company shall pay the Executive and provide the Executive with the following:
General Severance Benefits. In the event that, at any time, your employment is terminated by the Company without Cause, and you are not eligible for the Change of Control Severance Benefits (as defined in Section 8(b)), you will be eligible to receive, as your sole severance benefits (the “General Severance Benefits”), severance pay in the form of continuation of your base salary in effect as of the employment termination date for six (6) months, subject to required payroll deductions and withholdings and paid on the Company’s normal payroll schedule (provided that, the Company may provide the severance pay in a lump sum payment in lieu of salary continuation, at its sole discretion). Notwithstanding the foregoing, in order to be eligible for the General Severance Benefits, you must meet the Release Requirements as set forth in Section 10. You will not be eligible for the General Severance Benefits if the Company terminates your employment for Cause, or if you resign for any reason.
General Severance Benefits. If terminated for reasons other than as set forth under Section 5b, 5d or 5f hereof. Xxxxx shall be entitled to receive as a severance payment an amount equal to (i) the aggregate Base Salary which Xxxxx would have received had he been employed by the Company through the last day of the Initial Term if such termination occurs during the Initial Term, or (ii) the aggregate Base Salary which Xxxxx would have received had he been employed by the Company through the last day of the Subsequent Term if such termination occurs during the Subsequent Term.
General Severance Benefits. If terminated for reasons other than as set forth under Section 5b or 5d hereof, Averx xxxll be entitled to receive as a severance payment an amount equal to the greater of (i) the aggregate Base Salary which Averx xxxld have received had he been employed by Employer through the last day of the Initial Term or (ii) twelve (12) months' Base Salary at the rate then in effect under this Agreement.
General Severance Benefits. Except as provided in Section 5(b) hereof, in the event of a termination of the Executive’s employment during the Employment Period by the Company other than for Cause or by the Executive for Good Reason, the Company shall pay the Executive and provide the Executive with the benefits set forth in Sections 5(a)(i), (ii) and (iii) hereof. Except as provided in Section 5(b) hereof, in the event of a termination of the Executive’s employment during the Employment Period as a result of death, the Company shall pay the Executive and provide the Executive (or the Executive’s legal representative) with the benefit set forth in Section 5(a)(i) hereof.” FOURTH: The Agreement is hereby supplemented with a new Section 5(i) to read in full as follows:
General Severance Benefits. Upon the Termination Without Cause of your employment after a period of at least nine (9) months after the start of your employment with the Company and seven (7) days after your execution of a General Release (provided that such General Release is not revoked by you prior to the end of the Revocation Period) to the Company within three (3) days of such Termination Without Cause, you shall become entitled to receive the special severance benefits provided in this Part Two. However, in order to continue to receive these severance benefits, you must abide by the restrictive covenants set forth in Paragraph 3 of this Part Two.
