Common use of Payments to Executive Clause in Contracts

Payments to Executive. In the event that a Change in Control has been approved by all necessary shareholder, creditor and regulatory actions, then, the Company will pay to the Trustee of the UIL Holdings Corporation Supplemental Retirement Benefit Rabbi Trust, as the same may be amended or superseded, for the benefit of the Executive, cash equal to that amount, calculated by the Company’s independent certified public accountants, to be reasonably sufficient to pay and discharge the Company’s future obligations, if any, to the Executive and/or his personal representative and/or spouse, under Section 7 hereof, but only if (i) the Executive’s employment has been terminated or will be terminated prior to the date of the Change in Control and (ii) the Company does not make such payment directly to the Executive. In the event that the Executive’s employment has not been terminated prior to the date of the Change in Control, but subsequently is terminated other than for Cause during the Change in Control Protective Period, then as of the date that notice of Date of Termination is given to the Executive (or that it is finally determined that there is a Constructive Termination, in the case of termination by the Executive), the Company’s Successor (as defined in the UIL CIC Plan) shall deposit a sum, calculated by such Successor’s independent certified public accountants, reasonably sufficient to pay and discharge such Successor’s obligations to the Executive under Section 7 hereof.

Payments to Executive. In the event that a Change in Control has been approved by all necessary shareholder, creditor and regulatory actions, then, the Company will pay to the Trustee of the UIL Holdings Corporation Supplemental Retirement Benefit Rabbi Trust, as the same may be amended or superseded, for the benefit of the Executive, cash equal to that amount, calculated by the Company’s independent certified public accountants, to be reasonably sufficient to pay and discharge the Company’s future obligations, if any, to the Executive and/or his personal representative and/or spouse, under Section 7 and (11) hereof, but only if (i) the Executive’s employment has been terminated or will be terminated prior to the date of the Change in Control and (ii) the Company does not make such payment directly to the Executive. In the event that the Executive’s employment has not been terminated prior to the date of the Change in Control, but subsequently is terminated other than for Cause during the Change in Control Protective Period, then as of the date that notice of Date of Termination is given to the Executive (or that it is finally determined that there is a Constructive Termination, in the case of termination by the Executive), the Company’s Successor (as defined in the UIL CIC Plan) shall deposit a sum, calculated by such Successor’s independent certified public accountants, reasonably sufficient to pay and discharge such Successor’s obligations to the Executive under Section 7 and (11) hereof.

Payments to Executive. In the event that a Change in Control has been approved by all necessary shareholder, creditor and regulatory actions, then, the Company will pay to the Trustee of the UIL Holdings Corporation Supplemental Retirement Benefit Rabbi Trust, as the same may be amended or superseded, for the benefit of the Executive, cash equal to that amount, calculated by the Company’s independent certified public accountants, to be reasonably sufficient to pay and discharge the Company’s future obligations, if any, to the Executive and/or his her personal representative and/or spouse, under Section 7 hereof, but only if (i) the Executive’s employment has been terminated or will be terminated prior to the date of the Change in Control and (ii) the Company does not make such payment directly to the Executive. In the event that the Executive’s employment has not been terminated prior to the date of the Change in Control, but subsequently is terminated other than for Cause during the Change in Control Protective Period, then as of the date that notice of Date of Termination is given to the Executive (or that it is finally determined that there is a Constructive Termination, in the case of termination by the Executive), the Company’s Successor (as defined in the UIL CIC Plan) shall deposit a sum, calculated by such Successor’s independent certified public accountants, reasonably sufficient to pay and discharge such Successor’s obligations to the Executive under Section 7 hereof.