Common use of Release Consideration Clause in Contracts

Release Consideration. (a) In exchange for Your promises and obligations in the Severance and Release Agreements, including the release of claims and covenant not to sxx set forth in this Release, and provided that You sign and do not revoke this Release, You comply with the terms and conditions of this Release, and this Release becomes effective, the Company will pay You the amounts, and will provide You the benefits, due to You under the Severance Benefits Agreement (“Release Consideration”). (b) Payment of any monetary amount provided for in this Section 2 will be made within the time periods required by the Severance Benefits Agreement (except for payments or benefits that will be paid or provided over time as provided in the Severance Benefits Agreement) and, if no time is specified, within 5 business days after this Release becomes effective. (c) All payments made pursuant to the Severance and Release Agreements will be subject to withholding of applicable federal, state and local payroll deductions and withholdings. Notwithstanding the foregoing, You are solely responsible and liable for the satisfaction of any federal, state, or local taxes that may arise with respect to the Severance and Release Agreements. Neither the Company nor any of its employees, directors, or service providers shall have any obligation whatsoever to pay any such taxes or interest, to prevent You from incurring them, or to mitigate or protect You from any such tax or interest liabilities. (d) In addition to the payments and benefits under the Severance and Release Agreements, upon termination of Your employment with the Company, You shall receive any payments required by applicable law (including payments with respect to accrued and unused vacation time). Payments required under this Section 2(d) are not conditioned upon You signing this Release or upon this Release becoming effective and shall be made within the time period(s) required by applicable law. (e) Other than the Release Consideration, You shall not be entitled to any additional payments or benefits from the Company resulting from a termination of Your employment with the Company or under any Company incentive compensation, commission or other plan or arrangement. (f) To the extent you may have stock options to acquire common stock of the Company that are vested as of the Employment Termination Date, the effect of the termination of Your employment with the Company on your rights to exercise such stock options and on their termination, expiration or forfeiture shall be governed by the applicable plan and award agreements under which such stock options were granted.

Appears in 4 contracts

Samples: Severance Benefits Agreement (AutoWeb, Inc.), Severance Benefits Agreement (AutoWeb, Inc.), Severance Benefits Agreement (AutoWeb, Inc.)

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Release Consideration. (a) In exchange for Your promises and obligations in the Severance and Release Agreements, including the release of claims and covenant not to sxx set forth in this Release, and provided that subject to, and conditioned upon, You sign signing and do not revoke revoking this Release, You comply complying with the terms and conditions of this Release, and this Release becomes effective, the Company will pay You the amounts, and will provide You the benefits, due to You under the Severance Benefits Agreement (“Release Consideration”). (b) Payment of any monetary amount provided for in this Section 2 will be made within the time periods required by the Severance Benefits Agreement (except for payments or benefits that will be paid or provided over time as provided in the Severance Benefits Agreement) and, if no time is specified, within 5 business days after this Release becomes effective. (c) All payments made pursuant to the Severance and Release Agreements will be subject to withholding of applicable federal, state and local payroll deductions and withholdings. Notwithstanding the foregoing, You are solely responsible and liable for the satisfaction of any federal, state, or local taxes that may arise with respect to the Severance and Release Agreements. Neither the Company nor any of its employees, directors, or service providers shall have any obligation whatsoever to pay any such taxes or interest, to prevent You from incurring them, or to mitigate or protect You from any such tax or interest liabilities. (d) In addition to the payments and benefits under the Severance and Release Agreements, upon termination of Your employment with the Company, You shall receive any payments required by applicable law (including payments with respect to accrued and unused vacation time). Payments required under this Section 2(d) are not conditioned upon You signing this Release or upon this Release becoming effective and shall be made within the time period(s) required by applicable law. (e) Other than the Release Consideration, You shall not be entitled to any additional payments or benefits from the Company resulting from a termination of Your employment with the Company or under any Company incentive compensation, commission or other plan or arrangement. (fe) To In addition to the extent you may have stock options to acquire common stock of the Company that are vested as of the Employment Termination DateRelease Consideration, the effect of the upon termination of Your employment with the Company on your rights Company, You shall receive any payments required by applicable law (including payments with respect to exercise such stock options accrued and on their termination, expiration unused vacation time). Payments required under this Section 2(e) are not conditioned upon You signing this Release or forfeiture upon this Release becoming effective and shall be governed made within the time period(s) required by the applicable plan and award agreements under which such stock options were grantedlaw.

Appears in 3 contracts

Samples: Severance Benefits Agreement (AutoWeb, Inc.), Severance Benefits Agreement (AutoWeb, Inc.), Severance Benefits Agreement (AutoWeb, Inc.)

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