Payments and Consideration. In consideration for Executive's execution of this Agreement, and subject to the fulfillment of all of its terms and conditions by Executive, and provided Executive has not exercised his right of revocation as described in Article 13, Company shall pay Executive the amounts described below, less all applicable taxes and other lawful withholdings, as follows:
Payments and Consideration. (a) You will be paid all unpaid wages earned as of the Separation Date, and for all accrued but unused vacation through the Separation Date, regardless of whether you sign this Agreement. In addition, you will continue to be paid your Base Salary (as defined in the Employment Agreement) in accordance with normal payroll procedures up to and including the Separation Date. You will also remain eligible for your 2016 bonus described in subsection 1.4.2 of the Employment Agreement and as payable under the terms of the Employment Agreement, notwithstanding the fact that the date for calculating and paying such bonus will be after the Separation Date. You acknowledge that these amounts are all of the amounts owed to you by the Company as wages, bonuses and compensation through the Separation Date. As of the Separation Date, you are not to hold yourself out as an employee, agent, or authorized representative of Company, or to negotiate or enter into any agreements on behalf of the Company, or to otherwise attempt to bind the Company, except in accordance with and as related to your position as a member of the Board.
(b) You will be reimbursed for all ordinary and necessary, reasonable business-related expenses incurred by you in connection with your employment with the Company through your Separation Date. You must submit all requests for reimbursement for such expenses no later than January 13, 2017, accompanied by proper documentation.
(c) You and the Company hereby agree that, on the Separation Date, and notwithstanding your continued service as a member of the Board, the vesting of the Shares under the Purchase Agreement shall cease, and that as of the Separation Date the Company shall have the right to exercise its Repurchase Options under the Purchase Agreement. As of the Separation Date, 1,146,666 of the Shares will remain subject to the Company’s Repurchase Options under the Purchase Agreement (the “Unvested Shares”). The Company hereby agrees to exercise its Repurchase Options under the Purchase Agreement for only 860,000 of the Unvested Shares (the “Repurchased Shares”) and waive the Repurchase Option under the Purchase Agreement with regard to 286,666 of the Unvested Shares.
(d) Within 14 days of the Separation Date, the Company shall deliver payment in the amount of $86.00 for the Repurchased Shares (the “Severance”) to you, with a copy to the Secretary of the Company, by delivering to you a check in the amount of the Severance. Upon delivery of the S...
Payments and Consideration a. On Employment Termination Date, separately from this Agreement, the Company has paid to Executive unconditionally all wages earned One Hundred and Seventy-Four Thousand ($174,000) through Employment Termination Date. Executive acknowledges that such amount has been received by the Executive or on his behalf in consideration for services rendered under the First Employment Agreement and Second Employment Agreement.
b. The Company has agreed to pay an additional aggregate amount of $20,185.40 (the "Payment") to the Executive for reimbursement of expenses incurred by Executive and to apply it to the outstanding principal amount and accrued interest under the Note.
c. Upon the receipt by Executive of the Payment, (i) the Note shall be extinguished with no further obligation owed the Executive by the Company under the Note; (ii) all expenses incurred by Executive shall be deemed fully reimbursed; and (iii) the Company shall be released from its obligations to pay the Executive $81,000 for services rendered by the Executive to the Company under the Employment Agreements.
Payments and Consideration. The Company agrees to the conditions set forth below only if the Employee successfully transitions his responsibilities and remains an employee of Company through December 31, 2008 or if the Company terminates Employee without cause prior to December 31, 2008:
1) Xx. XxxXxxxxx will continue to receive his current base salary ($22,083.33 a month) and will remain eligible for all current benefits.
2) Xx. XxxXxxxxx shall be eligible to receive all earned bonuses through the end of September 30, 2008;
3) The 27,125 SAR’s granted Xx. XxxXxxxxx under the 2001 Stock Option Plan that are scheduled to vest in January 2009 will vest as of December 31, 2008;
4) The 11,125 RSU’s granted Xx. XxxXxxxxx under the 2001 Stock Option Plan that are scheduled to vest in January 2009 will vest as of December 31, 2008;
5) Xx. XxxXxxxxx shall have the right to exercise all vested SAR’s and RSU’s through December 31, 2009;
6) All grants of SAR’s and RSU’s that are scheduled to vest after January 2009 would be cancelled as of December 31, 2008; and
7) The terms of the Severance Agreement shall continue to apply until the Termination Date, except to the extent modified by this Separation Agreement. Employee shall be responsible for paying all taxes and other fees and expenses associated with the exercise of stock options. Company shall have the right to withhold amounts for any taxes related to the exercise of stock options.
Payments and Consideration. Xxxxxxxxx’x regular compensation (“severance”) will continue for a period of twelve months from the commencement date (“severance period”). The severance paid to Xxxxxxxxx by Company shall be payable monthly at Xxxxxxxxx’x current monthly salary, and shall be tendered in accordance with the established pay periods under which the Parties have previously operated. During the severance period, Xxxxxxxxx shall, also, receive the following: i) the same insurance and other benefits that are payable to other corporate executives, including health, dental and vision insurance and 401K plan participation; ii) an office and executive suite services at the Xxxxxxx Executive Suites in Littleton, Colorado, at no charge to Xxxxxxxxx; and iii) outplacement or recruiting assistance, not to exceed $10,000.00, to assist Xxxxxxxxx during this transition, if requested by Xxxxxxxxx. Upon the expiration of the severance period, Xxxxxxxxx shall be entitled to claim COBRA benefits as may be permitted, at his sole cost and expense.
Payments and Consideration. If Xxxxxx signs and does not rescind this Agreement, the Company will continue Xxxxxx’ regular compensation for a period of five (5) months (the “Severance”) from the Commencement Date until September 30, 2005 (the “Severance Period”). The Severance paid to Xxxxxx by Company shall be payable in monthly installments in an amount equal to Xxxxxx’ current monthly salary and shall be tendered in accordance with the established pay periods and practices under which the Parties have previously operated. For one year following the Commencement Date, Xxxxxx shall have the continued use of his existing or a similar office designated by the Company at the Sheridan Center property in Denver, Colorado, at no charge to Xxxxxx. Xxxxxx shall be entitled to claim COBRA benefits as may be permitted by law, at Xxxxxx’ sole cost and expense.
Payments and Consideration. The Company agrees to the conditions set forth below only if the Employee successfully transitions his responsibilities:
1) Xx. Xxxxxxx will be eligible for the RSU’s granted under the 2001 Stock Option Plan that will vest in January 2009. The total number of shares scheduled to vest is 9,875;
2) The vesting for a prorated portion of the RSU’s granted on October 2, 2006 will be accelerated. A total of 80,000 shares will vest on February 28, 2009.
3) All other shares granted to Xx. Xxxxxxx under the 2001 Stock Option Plan will be forfeited by Xx. Xxxxxxx.
4) Xx. Xxxxxxx will be paid his per pay period base salary through February 28, 2009.
5) Xx. Xxxxxxx will be paid for any bonus earned for the first quarter of fiscal 2009. Xx. Xxxxxxx shall be responsible for paying all taxes and other fees and expenses associated with the exercise of stock options and any income earned.
Payments and Consideration. (a) Employee will be paid, at Employee's regular rate of pay, for all hours worked and for accrued but unused vacation through the Termination Date, regardless of whether Employee signs this Agreement. Employee will be paid in accordance with normal payroll procedures, less all applicable deductions and withdrawals. Employee acknowledges that these amounts are all of the amounts owed to the Employee by Company through the Termination Date. As of the Termination Date, Employee is not to hold Employee out as an employee, agent, or authorized representative of Company, or to negotiate or enter into any agreements on behalf of Company, or to otherwise attempt to bind Company.
(b) In addition, in exchange for Employee's execution of this Agreement, pursuant to the Jamba, Inc. Executive Retention and Severance Plan (the “Retention Plan”), Company will pay Employee: (1) Two Hundred Eighty-Five Thousand ($285,000), which amount equals one hundred percent (100%) of Employee's current base salary, less all applicable withholdings, payable in accord with the Company's normal payroll procedures and subject to standard payroll deductions and withholdings beginning on the first payroll date following the Effective Date as described in Paragraph 7(g); and (2) a prorated portion Employee's bonus, less all applicable withholdings, at the same time such bonuses are paid to other Company executives (collectively, the “Severance Pay”). The Severance Pay is subject to Employee's duty to mitigate pursuant to Paragraph 16.2 of the Retention Plan. Employee acknowledges and agrees that but for executing this Agreement and agreeing to the promises herein, including providing a general release, Employee is not otherwise entitled to the Severance Pay. WEST\278619533.1 Xxxxxx Xxxxxxxx-Xxxxxx
(c) Executive will be eligible to continue her group health insurance benefits at her own expense. For a period of twelve (12) months (the “Benefits Extension Period”), the Company will continue to pay the employer portion of premiums. If Employee or Employee's dependents become eligible to receive health care coverage under another employer's health benefit plans during the applicable Benefits Extension Period, Employee will report such eligibility to Company and the Company's obligations under this section shall cease. At the conclusion of the Benefits Extension Period, should Employee wish to continue Employee's health benefits coverage through Company's group insurance plans beyond Employee's ...
Payments and Consideration. You shall be entitled to compensation, benefits, and consideration from the Company in accordance with this Section 2.
Payments and Consideration. In consideration for Employee entering into this Agreement and the release contained herein, Youbet agrees to the following:
A. To assist Employee in his transition to new employment and in consideration for the promises contained in this Agreement, Youbet shall pay to Employee within ten (10) days after the later of (i) the Effective Date and (ii) the Separation Date, a lump sum severance payment of One Hundred and Eighty Thousand Dollars ($180,000.00), less appropriate deductions for federal and state withholding and other applicable taxes and legally required deductions. Youbet further will pay Employee’s monthly COBRA health, dental and vision insurance premiums for up to twelve (12) months following the Separation Date, provided Employee timely and fully completes all COBRA elections forms. Youbet’s obligation to make such COBRA payments shall cease immediately if Employee becomes eligible for other health insurance benefits at the expense of a new employer or otherwise becomes ineligible for COBRA coverage. Finally, as further consideration for the promises contained in this Agreement, Youbet shall pay to Employee on the earlier of (i) the date when Youbet executives are paid incentive bonuses and (ii) ten (10) days after the Separation Date, but in no event prior to the Effective Date, a lump sum bonus payment of One Hundred and Twenty Thousand Dollars ($120,000.00), less appropriate deductions for federal and state withholding and other applicable taxes and legally required deductions.
B. Nothing in this Agreement shall be deemed to terminate Youbet’s obligation to reimburse Employee for all reasonable and documented business expenses incurred by him/her prior to the Separation Date within 30 days after submission of a written expense report, provided that (a) Youbet receives the same within 90 days after the Separation Date, and (b) such expenses were incurred, and the request for reimbursement was submitted, in accordance with Youbet’s policies and procedures, including attaching all receipts and customary documentation.
C. Subject only to Section 4.A. above, all other wages, compensation, bonuses, 401k plan eligibility, insurances, club dues, expenses, automobile allowance, financial consulting, severance and benefits will cease permanently on or before the Separation Date. The parties acknowledge that no contract other than the Employment Agreement governed any terms and conditions of Employee’s employment, and Employee hereby waives and otherw...
