Common use of Payments Following Termination Clause in Contracts

Payments Following Termination. Following termination of this Agreement, whether for any of the reasons specifically set forth above or for any other reason, the Company shall have no obligation to make payments to or bestow benefits upon Xxxxxxx after the date of termination except as may be required by law, as described in this subsection (b), and under the 2019 Plan or any successor thereto (to the extent not otherwise provided for in this Agreement). References under this Agreement to Xxxxxxx’x termination of employment or the termination of this Agreement shall be deemed to refer to the date upon which Xxxxxxx has experienced a “separation from service” within the meaning of Code Section 409A, as defined below: i. In the event of termination of this Agreement by the Company pursuant to Section 6(a)(i) as the result of Xxxxxxx’x death or Disability, Xxxxxxx or her estate shall be entitled to receive base compensation as set forth in Section 4 above for a period of 180 days following Xxxxxxx’x death or Disability as though Xxxxxxx were continuing to provide services to the Company under this Agreement. Any such payment shall be in addition to, and not in lieu of, any payments made pursuant to any Company provided death or disability benefit plans. ii. In the event of termination of this Agreement by the Company concurrently with or following a Change in Control pursuant to Section 6(a)(ii) above, Xxxxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of twelve (12) months following the effective date of termination, as though Xxxxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of twelve (12) months following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to Xxxxxxx. iii. In the event of termination of this Agreement by the Company for Cause pursuant to Section 6(a)(iii) above, or in the event of termination of this Agreement by Xxxxxxx without Cause pursuant to Section 6(a)(v) above, the Company shall have no further liability or obligation to Xxxxxxx under this Agreement other than the Company's obligation to pay base compensation as set forth in Section 4 above and fringe benefits as described in Section 5(c) above, all to the extent that such base compensation or fringe benefits are accrued but unpaid or unissued as of the effective date of termination. iv. In the event of termination of this Agreement by Xxxxxxx pursuant to Section 6(a)(iv) above or by the Company without Cause pursuant to Section (a)(v) above, or in the event of termination of this Agreement by the Company for any reason not specifically set forth above, Xxxxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of one hundred eighty (180) days following the effective date of termination, as though Xxxxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of one hundred eighty (180) days following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to Xxxxxxx. v. The termination of this Agreement shall not affect the right of Xxxxxxx to exercise any stock option, to purchase securities of the Company, or to receive payments or equity securities under any incentive plans in which Xxxxxxx participates, which rights may have vested under the terms of the applicable equity grant or incentive plan prior to the date of termination.

Payments Following Termination. Following termination of this Agreement, whether for any of the reasons specifically set forth above or for any other reason, the Company shall have no obligation to make payments to or bestow benefits upon Xxxxxxx Brackpool after the date of termination except as may be required by law, as described in this subsection (b), and under the 2019 2014 Plan or any successor thereto (to the extent not otherwise provided for in this Agreement). References under this Agreement to Xxxxxxx’x Brackpool’s termination of employment or the termination of this Agreement shall be deemed to refer to the date upon which Xxxxxxx Brackpool has experienced a “separation from service” within the meaning of Code Section 409A, as defined below: i. In the event of termination of this Agreement by the Company pursuant to Section 6(a)(i) as the result of Xxxxxxx’x Brackpool’s death or Disability, Xxxxxxx Brackpool or her his estate shall be entitled to receive (i) all RSU’s thereupon vested pursuant to Section 5(a) hereof; (ii) base compensation as set forth in Section 4 above for a period of 180 days two (2) years following Xxxxxxx’x Brackpool’s death or Disability as though Xxxxxxx Brackpool were continuing to provide services to the Company under this Agreement; and (iii) the Milestone Shares, should the Milestone Event occur on or following the date of termination but not later than June 10, 2017. Any such payment shall be in addition to, and not in lieu of, any payments made pursuant to any Company provided death or disability benefit plans. ii. In the event of termination of this Agreement by the Company concurrently with or following a Change in Control pursuant to Section 6(a)(ii) above, Xxxxxxx Brackpool shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of twelve two (122) months years following the effective date of termination, as though Xxxxxxx Brackpool were continuing to provide services to the Company under this Agreement, and (ii) for a period of twelve two (122) months years following the effective date of termination, all Other Compensation as described in Section 5(c5(e) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxBrackpool. iii. In the event of termination of this Agreement by the Company for Cause pursuant to Section 6(a)(iii) above, or in the event of termination of this Agreement by Xxxxxxx Brackpool without Cause pursuant to Section 6(a)(v) above, the Company shall have no further liability or obligation to Xxxxxxx Brackpool under this Agreement other than the Company's obligation to pay base compensation as set forth in Section 4 above and fringe benefits as described in Section 5(c5(e) above and to issue shares with respect to the RSU‘s which have theretofore vested as described in Section 5(a) above, all to the extent that such base compensation or compensation, fringe benefits or shares underlying RSU’s are accrued but unpaid or unissued as of the effective date of termination. iv. In the event of termination of this Agreement by Xxxxxxx Brackpool pursuant to Section 6(a)(iv) above or by the Company without Cause pursuant to Section (a)(v) above, or in the event of termination of this Agreement by the Company for any reason not specifically set forth above, Xxxxxxx Brackpool shall be entitled to receive (i) all RSU’s thereupon vested pursuant to Section 5(a) hereof; (ii) base compensation as set forth in Section 4 above for a period of one hundred eighty (1801) days year following the effective date of termination, as though Xxxxxxx Brackpool were continuing to provide services to the Company under this Agreement, (iii) the Milestone Shares, should the Milestone Event occur on or following the effective date of termination but not later than June 10, 2017; and (iiiv) for a period of one hundred eighty (1801) days year following the effective date of termination, all Other Compensation as described in Section 5(c5(e) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxBrackpool. v. The termination of this Agreement shall not affect the right of Xxxxxxx Brackpool to exercise any stock option, to purchase securities of the Company, or to receive payments or equity securities under any incentive plans in which Xxxxxxx Brackpool participates, which rights may have vested under the terms of the applicable equity grant or incentive plan prior to the date of termination. For purposes of this Agreement, RSUs which vest, and shares which are issuable to Brackpool on an accelerated basis pursuant to Sections 5(a) or 5(b) above as a consequence of Brackpool’s termination shall constitute rights vested prior to the date of termination.

Payments Following Termination. Following termination of this Agreement, whether for any of the reasons specifically set forth above or for any other reason, the Company shall have no obligation to make payments to or bestow benefits upon Xxxxxxx Xxxxxx after the date of termination except as may be required by law, as described in this subsection (b), and under the 2019 Plan or any successor thereto (to the extent not otherwise provided for in this Agreement). References under this Agreement to Xxxxxxx’x Xxxxxx’x termination of employment or the termination of this Agreement shall be deemed to refer to the date upon which Xxxxxxx Xxxxxx has experienced a “separation from service” within the meaning of Code Section 409A, as defined below: i. In the event of termination of this Agreement by the Company pursuant to Section 6(a)(i) as the result of Xxxxxxx’x Xxxxxx’x death or Disability, Xxxxxxx Xxxxxx or her estate shall be entitled to receive base compensation as set forth in Section 4 above for a period of 180 days following Xxxxxxx’x Xxxxxx’x death or Disability as though Xxxxxxx Xxxxxx were continuing to provide services to the Company under this Agreement. Any such payment shall be in addition to, and not in lieu of, any payments made pursuant to any Company provided death or disability benefit plans. ii. In the event of termination of this Agreement by the Company concurrently with or following a Change in Control pursuant to Section 6(a)(ii) above, Xxxxxxx Xxxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of twelve (12) months following the effective date of termination, as though Xxxxxxx Xxxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of twelve (12) months following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxXxxxxx. iii. In the event of termination of this Agreement by the Company for Cause pursuant to Section 6(a)(iii) above, or in the event of termination of this Agreement by Xxxxxxx Xxxxxx without Cause pursuant to Section 6(a)(v) above, the Company shall have no further liability or obligation to Xxxxxxx Xxxxxx under this Agreement other than the Company's ’s obligation to pay base compensation as set forth in Section 4 above and fringe benefits as described in Section 5(c) above, all to the extent that such base compensation or fringe benefits are accrued but unpaid or unissued as of the effective date of termination. iv. In the event of termination of this Agreement by Xxxxxxx Xxxxxx pursuant to Section 6(a)(iv) above or by the Company without Cause pursuant to Section (a)(v) above, or in the event of termination of this Agreement by the Company for any reason not specifically set forth above, Xxxxxxx Xxxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of one hundred eighty (180) days following the effective date of termination, as though Xxxxxxx Xxxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of one hundred eighty (180) days following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxXxxxxx. v. The termination of this Agreement shall not affect the right of Xxxxxxx Xxxxxx to exercise any stock option, to purchase securities of the Company, or to receive payments or equity securities under any incentive plans in which Xxxxxxx Xxxxxx participates, which rights may have vested under the terms of the applicable equity grant or incentive plan prior to the date of termination.

Payments Following Termination. Following termination of this Agreement, whether for any of the reasons specifically set forth above or for any other reason, the Company shall have no obligation to make payments to or bestow benefits upon Xxxxxxx Shaheen after the date of termination except as may be required by law, as described in this subsection (b), and under the 2019 2014 Plan or any successor thereto (to the extent not otherwise provided for in this Agreement). References under this Agreement to Xxxxxxx’x Shaheen’s termination of employment or the termination of this Agreement shall be deemed to refer to the date upon which Xxxxxxx Shaheen has experienced a “separation from service” within the meaning of Code Section 409A, as defined below: i. In the event of termination of this Agreement by the Company pursuant to Section 6(a)(i) as the result of Xxxxxxx’x Shaheen’s death or Disability, Xxxxxxx Shaheen or her his estate shall be entitled to receive (i) all RSU’s thereupon vested pursuant to Section 5(a) hereof; (ii) base compensation as set forth in Section 4 above for a period of 180 days following Xxxxxxx’x Shaheen’s death or Disability as though Xxxxxxx Shaheen were continuing to provide services to the Company under this Agreement; and (iii) the Milestone Shares, should the Milestone Event occur on or following the date of termination but not later than June 10, 2017. Any such payment shall be in addition to, and not in lieu of, any payments made pursuant to any Company provided death or disability benefit plans. ii. In the event of termination of this Agreement by the Company concurrently with or following a Change in Control pursuant to Section 6(a)(ii) above, Xxxxxxx Shaheen shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of twelve (12) months following the effective date of termination, as though Xxxxxxx Shaheen were continuing to provide services to the Company under this Agreement, and (ii) for a period of twelve (12) months following the effective date of termination, all Other Compensation as described in Section 5(c5(e) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxShaheen. iii. In the event of termination of this Agreement by the Company for Cause pursuant to Section 6(a)(iii) above, or in the event of termination of this Agreement by Xxxxxxx Shaheen without Cause pursuant to Section 6(a)(v) above, the Company shall have no further liability or obligation to Xxxxxxx Shaheen under this Agreement other than the Company's obligation to pay base compensation as set forth in Section 4 above and fringe benefits as described in Section 5(c5(e) above and to issue shares with respect to the RSU‘s which have theretofore vested as described in Section 5(a) above, all to the extent that such base compensation or compensation, fringe benefits or shares underlying RSU’s are accrued but unpaid or unissued as of the effective date of termination. iv. In the event of termination of this Agreement by Xxxxxxx Shaheen pursuant to Section 6(a)(iv) above or by the Company without Cause pursuant to Section (a)(v) above, or in the event of termination of this Agreement by the Company for any reason not specifically set forth above, Xxxxxxx Shaheen shall be entitled to receive (i) all RSU’s thereupon vested pursuant to Section 5(a) hereof; (ii) base compensation as set forth in Section 4 above for a period of one hundred eighty (180) days following the effective date of termination, as though Xxxxxxx Shaheen were continuing to provide services to the Company under this Agreement, (iii) the Milestone Shares, should the Milestone Event occur on or following the effective date of termination but not later than June 10, 2017; and (iiiv) for a period of one hundred eighty (180) days following the effective date of termination, all Other Compensation as described in Section 5(c5(e) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxShaheen. v. The termination of this Agreement shall not affect the right of Xxxxxxx Shaheen to exercise any stock option, to purchase securities of the Company, or to receive payments or equity securities under any incentive plans in which Xxxxxxx Shaheen participates, which rights may have vested under the terms of the applicable equity grant or incentive plan prior to the date of termination. For purposes of this Agreement, RSUs which vest, and shares which are issuable to Shaheen on an accelerated basis pursuant to Sections 5(a) or 5(b) above as a consequence of Shaheen’s termination shall constitute rights vested prior to the date of termination.

Payments Following Termination. Following termination of this Agreement, whether for any of the reasons specifically set forth above or for any other reason, the Company shall have no obligation to make payments to or bestow benefits upon Xxxxxxx Xxxxx after the date of termination except as may be required by law, as described in this subsection (b), and under the 2019 Plan or any successor thereto (to the extent not otherwise provided for in this Agreement). References under this Agreement to Xxxxxxx’x Xxxxx’x termination of employment or the termination of this Agreement shall be deemed to refer to the date upon which Xxxxxxx Xxxxx has experienced a “separation from service” within the meaning of Code Section 409A, as defined below: i. In the event of termination of this Agreement by the Company pursuant to Section 6(a)(i) as the result of Xxxxxxx’x Xxxxx’x death or Disability, Xxxxxxx Xxxxx or her his estate shall be entitled to receive base compensation as set forth in Section 4 above for a period of 180 days following Xxxxxxx’x Xxxxx’x death or Disability as though Xxxxxxx Xxxxx were continuing to provide services to the Company under this Agreement. Any such payment shall be in addition to, and not in lieu of, any payments made pursuant to any Company provided death or disability benefit plans. ii. In the event of termination of this Agreement by the Company concurrently with or following a Change in Control pursuant to Section 6(a)(ii) above, Xxxxxxx Xxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of twelve (12) months following the effective date of termination, as though Xxxxxxx Xxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of twelve (12) months following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxXxxxx; provided, however, that in order to receive continuing compensation during the time period set forth in this subparagraph Xxxxx shall make himself available to the Company (or the Company’s successor in interest) during such time period as reasonably needed to assist in the transition of his duties and responsibilities. iii. In the event of termination of this Agreement by the Company for Cause pursuant to Section 6(a)(iii) above, or in the event of termination of this Agreement by Xxxxxxx Xxxxx without Cause pursuant to Section 6(a)(v) above, the Company shall have no further liability or obligation to Xxxxxxx Xxxxx under this Agreement other than the Company's obligation to pay base compensation as set forth in Section 4 above and fringe benefits as described in Section 5(c) above, all to the extent that such base compensation or fringe benefits are accrued but unpaid or unissued as of the effective date of termination. iv. In the event of termination of this Agreement by Xxxxxxx Xxxxx pursuant to Section 6(a)(iv) above or by the Company without Cause pursuant to Section (a)(v) above, or in the event of termination of this Agreement by the Company for any reason not specifically set forth above, Xxxxxxx Xxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of one hundred eighty (180) days following the effective date of termination, as though Xxxxxxx Xxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of one hundred eighty (180) days following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxXxxxx; provided, however, that in order to receive continuing compensation during the time period set forth in this subparagraph Xxxxx shall make himself available to the Company during such time period as reasonably needed to assist in the transition of his duties and responsibilities. v. The termination of this Agreement shall not affect the right of Xxxxxxx Xxxxx to exercise any stock option, to purchase securities of the Company, or to receive payments or equity securities under any incentive plans in which Xxxxxxx Xxxxx participates, which rights may have vested under the terms of the applicable equity grant or incentive plan prior to the date of termination.

Payments Following Termination. Following termination of this Agreement, whether for any of the reasons specifically set forth above or for any other reason, the Company shall have no obligation to make payments to or bestow benefits upon Xxxxxxx Kxxxxxx after the date of termination except as may be required by law, as described in this subsection (b), and under the 2019 Plan or any successor thereto (to the extent not otherwise provided for in this Agreement). References under this Agreement to Xxxxxxx’x Kxxxxxx’x termination of employment or the termination of this Agreement shall be deemed to refer to the date upon which Xxxxxxx Kxxxxxx has experienced a “separation from service” within the meaning of Code Section 409A, as defined below: i. In the event of termination of this Agreement by the Company pursuant to Section 6(a)(i) as the result of Xxxxxxx’x Kxxxxxx’x death or Disability, Xxxxxxx Kxxxxxx or her estate shall be entitled to receive base compensation as set forth in Section 4 above for a period of 180 days following Xxxxxxx’x Kxxxxxx’x death or Disability as though Xxxxxxx Kxxxxxx were continuing to provide services to the Company under this Agreement. Any such payment shall be in addition to, and not in lieu of, any payments made pursuant to any Company provided death or disability benefit plans. ii. In the event of termination of this Agreement by the Company concurrently with or following a Change in Control pursuant to Section 6(a)(ii) above, Xxxxxxx Kxxxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of twelve (12) months following the effective date of termination, as though Xxxxxxx Kxxxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of twelve (12) months following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxKxxxxxx. iii. In the event of termination of this Agreement by the Company for Cause pursuant to Section 6(a)(iii) above, or in the event of termination of this Agreement by Xxxxxxx Kxxxxxx without Cause pursuant to Section 6(a)(v) above, the Company shall have no further liability or obligation to Xxxxxxx Kxxxxxx under this Agreement other than the Company's obligation to pay base compensation as set forth in Section 4 above and fringe benefits as described in Section 5(c) above, all to the extent that such base compensation or fringe benefits are accrued but unpaid or unissued as of the effective date of termination. iv. In the event of termination of this Agreement by Xxxxxxx Kxxxxxx pursuant to Section 6(a)(iv) above or by the Company without Cause pursuant to Section (a)(v) above, or in the event of termination of this Agreement by the Company for any reason not specifically set forth above, Xxxxxxx Kxxxxxx shall be entitled to receive (i) base compensation as set forth in Section 4 above for a period of one hundred eighty (180) days following the effective date of termination, as though Xxxxxxx Kxxxxxx were continuing to provide services to the Company under this Agreement, and (ii) for a period of one hundred eighty (180) days following the effective date of termination, all Other Compensation as described in Section 5(c) above to the extent that such benefits can then lawfully be made available by the Company (or the Company’s successor in interest) to XxxxxxxKxxxxxx. v. The termination of this Agreement shall not affect the right of Xxxxxxx Kxxxxxx to exercise any stock option, to purchase securities of the Company, or to receive payments or equity securities under any incentive plans in which Xxxxxxx Kxxxxxx participates, which rights may have vested under the terms of the applicable equity grant or incentive plan prior to the date of termination.