Payments at Termination. A. Upon (i) termination of this Agreement by the Company under Subsection 3.C. titled "Without Cause," (ii) termination of this Agreement by Employee under Subsection 3.F. titled "For Cause by the Employee," or (iii) termination of this Agreement by the Company or by the Employee under Subsection 14 of this Agreement, Employee shall receive monthly payments equal to his last Base Salary prior to termination ("Applicable Base Salary") through August 1,, 2002, beginning in the month next following such Employee termination. In addition, Employee shall receive all accrued compensation, benefits, and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid on a monthly basis on the first of each month and shall not be reduced by compensation the Employee may receive from other sources. In addition, in the event of such termination, all unexercised stock options granted hereunder or otherwise granted to Employee during the term of this Agreement, as well as any non-qualified stock options of the Company (the "Options"), shall vest and become exercisable on the date of termination. For any Options, the period for exercise of such options shall continue for the greater of the maximum length of time the options are exercisable under the terms of the original option grant(s), as though the employment of Employee had not terminated, and two (2) years after the date of termination of Employee's employment. B. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., Employee shall receive the disability payments provided for by the Company's disability insurance policy. The Company shall maintain a disability insurance policy providing for payments at the rate of sixty percent (60%) of his Applicable Base Salary or the maximum legal amount, whichever is less, until the earlier of the end of disability, Employee's death or the date Employee attains 65 years of age. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., the Company shall also pay all accrued compensation and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid at such times payments are made under the disability policy provided for in this Subsection. Except as required by such policy or applicable law, payments shall not be reduced by compensation the Employee may receive from other sources. C. If Employee terminates this Agreement without cause under Subsection 3.B., titled "Voluntary", or if this Agreement is terminated under Subsection 3.A., titled "Mutual Agreement," or if this Agreement is terminated by the Company under Subsection 3.E. titled "For Cause by the Company" or if this Agreement is terminated for any reason following August 1, 2002, Employee shall not be entitled to any further payments except unreimbursed expenses to the date of termination as provided herein and any accrued benefits (including vacation) and compensation, and the stock options granted by the Company to Employee not fully vested will be canceled. D. In each of the foregoing cases, termination is the date of actual termination, not the date notice of termination is given. Other than payments owing under a provision providing for payments at a different time, all payments for accrued unpaid monthly compensation, including accrued benefits and vacation, and for unreimbursed expenses, shall be made on the date of termination. E. Unless specified otherwise in an applicable bonus plan or bonus agreement with Employee, if termination occurs during a specified bonus period pursuant to Subsection 3.C. titled "Without Cause" or Subsection 3.F. titled "For Cause by the Employee," or Subsection 3.D. titled "Disability," and based upon the results of the full bonus period for which the bonus would have been earned, the payment of any bonus which would have been earned shall be calculated based upon the number of calendar days in such bonus period which have elapsed at the date of termination. Unless specified otherwise in the bonus plan or bonus agreement, if Employee is terminated "For Cause by the Company" (Subsection 3.E.), or Employee terminates without Cause (Subsection 3.B.) or Employee after termination violates a confidentiality, covenant not to compete, or "no hire" or "no raid" agreement with the Company, its parent (if any) or a direct or indirect Company subsidiary, then the Company shall have no obligation to pay any earned or unearned bonus or the payments provided for in the first sentence of Section 4.A. hereof. F. If this Agreement is operating under the month-to-month provision of Section 1, any payment for unpaid future compensation shall in any case be limited to the remainder of the month in which termination occurs, except as provided in Subsections 4.B. or 4.E. G. The foregoing rights in this Section 4 are Employee's exclusive rights to payment from the Company in the event of termination of this Agreement except for amounts which the Company is required to pay under applicable statute or regulation, payments under insurance policies, and payments owing under other written agreement(s) (if any) between the Company and Employee.
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Payments at Termination. A. Upon (i) termination of this Agreement by the Company under Subsection 3.C. titled "Without Cause," (ii) termination of this Agreement by Employee under pursuant to Subsection 3.F. 3.E. titled "For Cause by the Employee," or (iii) termination of this Agreement by the Company or by the Employee under pursuant to Subsection 14 of this Agreement, 3.B. titled "Without Cause," Employee shall receive monthly payments equal to at the rate of his last Base Salary prior to termination ("Applicable Base Salary") through August 1,, 2002the scheduled termination date of this Agreement, beginning in the month next following of such Employee termination. In addition, Employee shall also receive all accrued compensation, benefits, compensation and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid on a monthly basis on at the first time of each month the Company's regular payroll and shall not be reduced by compensation the Employee may receive from other sources. In addition, in the event of such termination, all unexercised stock options granted hereunder or otherwise granted to Employee during the term of this Agreement, as well as any non-qualified stock options of the Company (the "Options"), shall vest and become exercisable on the date of termination. For any Options, the period for exercise of such options shall continue for the greater of the maximum length of time the options are exercisable under the terms of the original option grant(s), as though the employment of Employee had not terminated, and two (2) years after the date of termination of Employee's employment.
B. If the Company terminates this Agreement due to disability, pursuant to disability under Subsection 3.D., 3.C. titled "Disability or Death," Employee shall receive the disability payments provided for by the Company's disability insurance policy. The Company shall maintain a disability insurance policy providing for annual payments at the rate of sixty percent (60%) of his Applicable Employee's Base Salary or the maximum legal amount, whichever is less, until the earlier earliest of the end of disability, Employee's death or the date Employee attains 65 years of age, provided that such disability policy can be obtained without unreasonable expense to the Company. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., the The Company shall also pay all accrued compensation and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection subsection shall be paid at such times payments are made under the disability policy provided for in this Subsection. Except as required by such policy or applicable law, payments shall not be reduced by compensation the Employee may receive from other sources.
C. If Employee terminates this Agreement without cause under Subsection 3.B., titled "Voluntary", or if this Agreement is terminated under Subsection 3.A., titled "Mutual Agreement," or if this Agreement is terminated by the Company under Subsection 3.E. 3.D. titled "For Cause by the Company," or if this Agreement is terminated for any reason following August 1, 2002, Employee shall not be entitled to any further payments except unreimbursed expenses to the date of termination as provided herein and herein, any accrued benefits (including vacation) compensation and compensation, and the stock options granted by the Company to Employee not fully vested will be canceled.as provided in Section 4.F.
D. In each of the foregoing cases, termination is the date of actual termination, not the date notice of termination is given. Other than payments owing under a provision providing for payments at a different time, all payments for accrued unpaid monthly compensation, including accrued benefits and vacation, and for unreimbursed expenses, compensation shall be made on within ten (10) days after the date of termination.
E. Unless specified otherwise in an applicable bonus plan or bonus agreement with Employee, if termination occurs during a specified bonus period pursuant to Subsection 3.C. titled "Without Cause" or Subsection 3.F. titled "For Cause by the Employee," or Subsection 3.D. titled "Disability," and based upon the results end of the full bonus period for which the bonus would have been earned, the payment of any bonus which would have been earned shall be calculated based upon the number of calendar days in such bonus period which have elapsed at the date of termination. Unless specified otherwise in the bonus plan or bonus agreement, if Employee is terminated "For Cause by the Company" (Subsection 3.E.), or Employee terminates without Cause (Subsection 3.B.) or Employee after termination violates a confidentiality, covenant not to compete, or "no hire" or "no raid" agreement with the Company, its parent (if any) or a direct or indirect Company subsidiary, then the Company shall have no obligation to pay any earned or unearned bonus or the payments provided for in the first sentence of Section 4.A. hereof.
F. If this Agreement is operating under the month-to-month provision of Section 1, any payment for unpaid future compensation shall in any case be limited to the remainder of following the month in which termination occurs, except as provided occurred and all payments for reimbursement shall be made within fifteen (15) days after the end of the month following the month in Subsections 4.B. or 4.E.which termination occurred. Payments not made when due shall bear interest at the rate of 15% per annum.
G. E. The foregoing rights in this Section 4 are Employee's exclusive rights to payment from the Company in the event of termination of this Agreement except for amounts which the Company is required to pay under applicable statute or regulation, payments under insurance policies, and payments owing under other written agreement(s) (), if any) , between the Company and Employee.
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Payments at Termination. A. Upon (i) termination of this Agreement by the Company under Subsection 3.C. titled "Without Cause," (ii) termination of this Agreement by Employee under Subsection 3.F. titled "For Cause by the Employee," or (iii) termination of this Agreement by the Company or by the Employee under Subsection 14 of this Agreement, Employee shall receive monthly payments equal to his last Base Salary prior to termination ("Applicable Base Salary") through August 1,, 2002, beginning in the month next following such Employee termination. In addition, Employee shall receive all accrued compensation, benefits, and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid on a monthly basis on the first of each month and shall not be reduced by compensation the Employee may receive from other sources. In addition, in the event of such termination, termination all unexercised stock options granted hereunder or otherwise granted to Employee during the term of this Agreement, as well as any non-qualified stock options assumed by the Company in connection with the merger (the "Merger") of Mariner Systems, Inc. with a subsidiary of the Company (the "Assumed Options"), shall vest and become exercisable on the date of termination. For any Assumed Options, the period for exercise of such options shall continue for the greater of the maximum length of time the options are exercisable under the terms of the original option grant(s), as though the employment of Employee had not terminated, and two (2) years after the date of termination of Employee's employment.
B. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., Employee shall receive the disability payments provided for by the Company's disability insurance policy. The Company shall maintain a disability insurance policy providing for payments at the rate of sixty percent (60%) of his Applicable Base Salary or the maximum legal amount, whichever is less, until the earlier of the end of disability, Employee's death or the date Employee attains 65 years of age. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., the Company shall also pay all accrued compensation and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid at such times payments are made under the disability policy provided for in this Subsection. Except as required by such policy or applicable law, payments shall not be reduced by compensation the Employee may receive from other sources.
C. If Employee terminates this Agreement without cause under Subsection 3.B., 3.B. titled "Voluntary", or if this Agreement is terminated under Subsection 3.A., titled "Mutual Agreement," or if this Agreement is terminated by the Company under Subsection 3.E. titled "For Cause by the Company" or if this Agreement is terminated for any reason following August 1, 2002, Employee shall not be entitled to any further payments except unreimbursed expenses to the date of termination as provided herein and any accrued benefits (including vacation) and compensation, and the stock options granted by the Company to Employee not fully vested will be canceled.
D. In each of the foregoing cases, termination is the date of actual termination, not the date notice of termination is given. Other than payments owing under a provision providing for payments at a different time, all payments for accrued unpaid monthly compensation, including accrued benefits and vacation, and for unreimbursed expenses, shall be made on the date of termination.
E. Unless specified otherwise in an applicable bonus plan or bonus agreement with Employee, if termination occurs during a specified bonus period pursuant to Subsection 3.C. titled "Without Cause" or Subsection 3.F. titled "For Cause by the Employee," or Subsection 3.D. titled "Disability," and based upon the results of the full bonus period for which the bonus would have been earned, the payment of any bonus which would have been earned shall be calculated based upon the number of calendar days in such bonus period which have elapsed at the date of termination. Unless specified otherwise in the bonus plan or bonus agreement, if Employee is terminated "For Cause by the Company" (Subsection 3.E.), or Employee terminates without Cause (Subsection 3.B.) or Employee after termination violates a confidentiality, covenant not to compete, or "no hire" or "no raid" agreement with the Company, its parent (if any) or a direct or indirect Company subsidiary, then the Company shall have no obligation to pay any earned or unearned bonus or the payments provided for in the first sentence of Section 4.A. hereof.
F. If this Agreement is operating under the month-to-month provision of Section 1, any payment for unpaid future compensation shall in any case be limited to the remainder of the month in which termination occurs, except as provided in Subsections 4.B. or 4.E.
G. The foregoing rights in this Section 4 are Employee's exclusive rights to payment from the Company in the event of termination of this Agreement except for amounts which the Company is required to pay under applicable statute or regulation, payments under insurance policies, and payments owing under other written agreement(s) (if any) between the Company and Employee.
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Payments at Termination. A. Upon (i) termination of this Agreement by the Company under Subsection 3.C. titled "Without Cause," (ii) termination of this Agreement by Employee under Subsection 3.F. titled "For Cause by the Employee," or (iii) termination of this Agreement by the Company or by the Employee under Subsection 14 13 of this Agreement, Employee shall receive monthly payments equal to his last Base Salary prior to termination ("Applicable Base Salary") through August 1,, 2002, beginning in the month next following such Employee termination. In addition, Employee shall receive all accrued compensation, benefits, and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid on a monthly basis on the first of each month and shall not be reduced by compensation the Employee may receive from other sources. In addition, in the event of such termination, all unexercised stock options granted hereunder or otherwise granted to Employee during the term of this Agreement, as well as any non-qualified stock options assumed by the Company in connection with the merger (the "Merger") of Mariner Systems, Inc. with a subsidiary of the Company (the "Assumed Options"), shall vest and become exercisable on the date of termination. For any Assumed Options, the period for exercise of such options shall continue for the greater of the maximum length of time the options are exercisable under the terms of the original option grant(s), as though the employment of Employee had not terminated, and two (2) years after the date of termination of Employee's employment.
B. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., Employee shall receive the disability payments provided for by the Company's disability insurance policy. The Company shall maintain a disability insurance policy providing for payments at the rate of sixty percent (60%) of his Applicable Base Salary or the maximum legal amount, whichever is less, until the earlier of the end of disability, Employee's death or the date Employee attains 65 years of age. If the Company terminates this Agreement due to disability, pursuant to Subsection 3.D., the Company shall also pay all accrued compensation and unreimbursed expenses to the date of termination as provided herein. The monthly payments provided for in this Subsection shall be paid at such times payments are made under the disability policy provided for in this Subsection. Except as required by such policy or applicable law, payments shall not be reduced by compensation the Employee may receive from other sources.
C. If Employee terminates this Agreement without cause under Subsection 3.B., titled "Voluntary", or if this Agreement is terminated under Subsection 3.A., titled "Mutual Agreement," or if this Agreement is terminated by the Company under Subsection 3.E. titled "For Cause by the Company" or if this Agreement is terminated for any reason following August 1, 2002, Employee shall not be entitled to any further payments except unreimbursed expenses to the date of termination as provided herein and any accrued benefits (including vacation) and compensation, and the stock options granted by the Company to Employee not fully vested will be canceled.
D. In each of the foregoing cases, termination is the date of actual termination, not the date notice of termination is given. Other than payments owing under a provision providing for payments at a different time, all payments for accrued unpaid monthly compensation, including accrued benefits and vacation, and for unreimbursed expenses, shall be made on the date of termination.
E. Unless specified otherwise in an applicable bonus plan or bonus agreement with Employee, if termination occurs during a specified bonus period pursuant to Subsection 3.C. titled "Without Cause" or Subsection 3.F. titled "For Cause by the Employee," or Subsection 3.D. titled "Disability," and based upon the results of the full bonus period for which the bonus would have been earned, the payment of any bonus which would have been earned shall be calculated based upon the number of calendar days in such bonus period which have elapsed at the date of termination. Unless specified otherwise in the bonus plan or bonus agreement, if Employee is terminated "For Cause by the Company" (Subsection 3.E.), or Employee terminates without Cause (Subsection 3.B.) or Employee after termination violates a confidentiality, covenant not to compete, or "no hire" or "no raid" agreement with the Company, its parent (if any) or a direct or indirect Company subsidiary, then the Company shall have no obligation to pay any earned or unearned bonus or the payments provided for in the first sentence of Section 4.A. hereof.
F. If this Agreement is operating under the month-to-month provision of Section 1, any payment for unpaid future compensation shall in any case be limited to the remainder of the month in which termination occurs, except as provided in Subsections 4.B. or 4.E.
G. The foregoing rights in this Section 4 are Employee's exclusive rights to payment from the Company in the event of termination of this Agreement except for amounts which the Company is required to pay under applicable statute or regulation, payments under insurance policies, and payments owing under other written agreement(s) (if any) between the Company and Employee.
Appears in 1 contract
