Release of Claims Agreement. The receipt of any severance or other benefits pursuant to Section 3 will be subject to Executive signing and not revoking a release of claims agreement in a form reasonably acceptable to the Company, and such release becoming effective and irrevocable within sixty (60) days of Executive’s termination or such earlier deadline required by the release (such deadline, the “Release Deadline”). No severance or other benefits will be paid or provided until the release of claims agreement becomes effective and irrevocable, and any severance amounts or benefits otherwise payable between the date of Executive’s termination and the date such release becomes effective shall be paid on the effective date of such release. Notwithstanding the foregoing, and subject to the release becoming effective and irrevocable by the Release Deadline, any severance payments or benefits under this Agreement that would be considered Deferred Compensation Separation Benefits (as defined in Section 10(b)) shall be paid on the sixtieth (60th) day following Executive’s “separation from service” within the meaning of Section 409A of the Code, or, if later, such time as required by Section 10(b). If the release does not become effective by the Release Deadline, Executive will forfeit all rights to severance payments and benefits under this Agreement.
Appears in 7 contracts
Samples: Change in Control Agreement (Amber Road, Inc.), Change in Control and Severance Agreement (Maxlinear Inc), Change in Control and Severance Agreement (Maxlinear Inc)
Release of Claims Agreement. The receipt of any severance or other benefits pursuant to Section 3 will be subject to Executive signing and not revoking a release of claims agreement in a form reasonably acceptable to the Company, and such release becoming effective and irrevocable within sixty (60) days of Executive’s termination or such earlier deadline required by the release (such deadline, the “Release Deadline”). No severance or other benefits will be paid or provided until the release of claims agreement becomes effective and irrevocable, and any severance amounts or benefits otherwise payable between the date of Executive’s termination and the date such release becomes effective shall be paid on the effective date of such release. Notwithstanding the foregoing, and subject to the release becoming effective and irrevocable by the Release Deadline, any severance payments or benefits under this Agreement that would be considered Deferred Compensation Separation Benefits (as defined in Section 10(b)) shall be paid on the sixtieth (60th) day following Executive’s “separation from service” within the meaning of Section 409A of the Code, or, if later, such time as required by Section 3(b)(i) or Section 10(b). If the release does not become effective by the Release Deadline, Executive will forfeit all rights to severance payments and benefits under this Agreement.
Appears in 4 contracts
Samples: Control and Severance Agreement (Maxlinear Inc), Control and Severance Agreement (Maxlinear Inc), Change in Control and Severance Agreement (Maxlinear Inc)
Release of Claims Agreement. The receipt of any severance payments or other benefits in Section 3 pursuant to Section 3 will be this Agreement is subject to Executive signing and not revoking a separation agreement and release of claims agreement in a the form reasonably acceptable to provided by the Company, and such release becoming which must become effective and irrevocable within sixty (60) days of Executive’s termination or such earlier deadline required by the release (such deadline, the “Release Deadline”). No severance or other benefits will be paid or provided until the release of claims agreement becomes effective and irrevocable, and any severance amounts or benefits otherwise payable between the date of Executive’s termination and the date such release becomes effective shall be paid on the effective date of such release. Notwithstanding the foregoing, and subject to the release becoming effective and irrevocable by the Release Deadline, any severance payments or benefits under this Agreement that would be considered Deferred Compensation Separation Benefits (as defined in Section 10(b)) shall be paid on no later than the sixtieth (60th) day following Executive’s termination of employment (the “separation from service” Release Deadline”). If the Release does not become effective and irrevocable by the Release Deadline, Executive will forfeit any right to severance payments or benefits under this Agreement. Any cash severance payments or benefits payable to Executive in a lump sum will be paid on or within fifteen (15) days following the meaning of Section 409A of the CodeRelease Deadline, or, if later, such time as required by Section 10(b)5(a) and, notwithstanding anything to the contrary in the applicable equity plan or award agreement, to the extent permitted under Section 409A, any equity awards that become vested in connection with Executive’s termination of employment under this Agreement shall not be settled or become exercisable, as applicable, until the Release becomes effective in accordance with its terms. If In no event will severance payments or benefits be paid or provided until the release Release actually becomes effective and irrevocable and, if the Release does not become effective by in accordance with its terms on or prior to the Release Deadline, Executive will forfeit all rights to such severance payments and benefits under this Agreementshall be forfeited on the Release Deadline for no consideration payable to Executive.
Appears in 2 contracts
Samples: Change of Control and Severance Agreement (Cerence LLC), Change of Control and Severance Agreement (Cerence LLC)
Release of Claims Agreement. The receipt of any severance payments or other benefits pursuant to Section 3 will be this Agreement is subject to Executive Employee signing and not revoking a separation agreement and release of claims agreement in a substantially the form reasonably acceptable to attached hereto as Exhibit A (the Company“Release”), and such release becoming which must become effective and irrevocable within sixty no later than the sixtieth (6060th) days of Executiveday following Employee’s termination or such earlier deadline required by the release of employment (such deadline, the “Release Deadline”). No severance or other benefits will be paid or provided until If the release of claims agreement becomes effective and irrevocable, and any severance amounts or benefits otherwise payable between the date of Executive’s termination and the date such release becomes effective shall be paid on the effective date of such release. Notwithstanding the foregoing, and subject to the release becoming Release does not become effective and irrevocable by the Release Deadline, Employee shall forfeit any right to severance payments or benefits under this Agreement. In no event shall severance payments or benefits be paid or provided until the Release actually becomes effective and irrevocable. Any severance payments or benefits under this Agreement that would will be considered Deferred Compensation Separation Benefits (as defined in Section 10(b)) shall be paid on the sixtieth (60th) day following Executive’s “separation from service” within the meaning of Section 409A of the Codepaid, or, in the case of installments, will commence, on the first regularly scheduled payroll date following the date the Release becomes effective and irrevocable, or if later, such time as required by Section 10(b4(e). If Except as required by Section 4(e), any installment payments that would have been made to Employee following his termination of employment but for the release does not become effective by preceding sentence will be paid to Employee on the first regularly scheduled payroll date following the date the Release Deadline, Executive becomes effective and irrevocable and the remaining payments will forfeit all rights to severance payments and benefits under this be made as provided in the Agreement.
Appears in 1 contract
Samples: Involuntary Termination Severance Agreement (Fusion-Io, Inc.)
Release of Claims Agreement. The receipt of any severance or other benefits pursuant to Section 3 2 will be subject to Executive signing and not revoking a release of claims agreement in a form reasonably acceptable to approved by the Company, and such release becoming effective and irrevocable within sixty (60) days of Executive’s termination or such earlier deadline required by the release (such deadline, the “Release Deadline”). No severance or other benefits will be paid or provided until the release of claims agreement becomes effective and irrevocable, and any severance amounts or benefits otherwise payable between the date of Executive’s termination and the date such release becomes effective shall be paid on the effective date of such release. Notwithstanding the foregoing, and subject to the release becoming effective and irrevocable by the Release Deadline, any severance payments or benefits under this Agreement that would otherwise be payable between the date of termination and the date the release becomes effective, and that would be considered Deferred Compensation Separation Benefits (as defined in Section 10(b9(a) of this Agreement)) , shall be paid on the sixtieth (60th) day following Executive’s “separation from service” within the meaning of Section 409A of the Code, or, if later, such time as required by Section 10(b9(a). If the release does not become effective by the Release Deadline, Executive will forfeit all rights to severance payments and benefits under this Agreement.
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