Common use of Resignation without Good Reason; Termination for Death or Disability Clause in Contracts

Resignation without Good Reason; Termination for Death or Disability. If the Executive voluntarily terminates the Executive’s employment with the Company within 12 months following the Change in Control Date, excluding a termination for Good Reason, or if the Executive’s employment with the Company is terminated by reason of the Executive’s death or Disability within 12 months following the Change in Control Date, then the Executive (or the Executive’s estate, if applicable) shall be entitled to the following payments and benefits: (i) The Company shall pay the Executive (or the Executive’s estate, if applicable), in a lump sum, in cash, within 60 days after the Date of Termination, the sum of (A) the Executive’s base salary through the Date of Termination, and (B) the amount of any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) and any accrued vacation pay, in each case to the extent not previously paid; and (ii) To the extent not previously paid or provided, the Company shall timely pay or provide to the Executive (or the Executive’s estate, if applicable) any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company and its affiliated companies.

Resignation without Good Reason; Termination for Death or Disability. If the Executive voluntarily terminates the Executive’s employment with the Company within 12 months following the Change in Control Date, excluding a termination resignation for Good Reason, or if the Executive’s employment with the Company is terminated by reason of the Executive’s death or Disability within 12 months following the Change in Control Date, then the Executive (or the Executive’s estate, if applicable) shall be entitled to the following payments and benefits: (i) The Company shall pay the Executive (or the Executive’s estate, if applicable), in a lump sum, in cash, within 60 days after the Date of Termination, the sum of (A) the Executive’s base salary through the Date of Termination, and (B) the amount of any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) and any accrued vacation pay, in each case to the extent not previously paid; and and (ii) To the extent not previously paid or provided, the Company shall timely pay or provide to the Executive (or the Executive’s estate, if applicable) any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company and its affiliated companies, including any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon).

Resignation without Good Reason; Termination for Death or Disability. If the Executive voluntarily terminates the Executive’s employment with the Company within 12 months following during the Change in Control Dateapplicable Post-CIC Period, excluding a termination resignation for Good Reason, or if the Executive’s employment with the Company is terminated by reason of the Executive’s death or Disability within 12 months following during the Change in Control Dateapplicable Post-CIC Period, then the Executive (or the Executive’s estate, if applicable) shall be entitled to the following payments and benefits: (i) The Company shall pay the Executive (or the Executive’s estate’ sestate, if applicable), in a lump sum, in cash, within 60 days after the Date of Termination, the sum of (A) the Executive’s ’ s base salary through the Date of Termination, and (B) the amount of any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) and any accrued vacation pay, in each case to the extent not previously paid; and (ii) To the extent not previously paid or provided, the Company shall timely pay or provide to the Executive (or the Executive’s estate, if applicable) any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company and its affiliated companies, including any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon).

Resignation without Good Reason; Termination for Death or Disability. If the Executive voluntarily terminates the Executive’s employment with the Company within 12 months following the Change in Control Date, excluding a termination resignation for Good Reason, or if the Executive’s employment with the Company is terminated by reason of the Executive’s death or Disability within 12 months following the Change in Control Date, then the Executive (or the Executive’s estate, if applicable) shall be entitled to the following payments and benefits: (i) The Company shall pay the Executive (or the Executive’s estate, if applicable), in a lump sum, in cash, within 60 days after the Date of Termination, the sum of (A) the Executive’s base salary through the Date of Termination, and (B) the amount of any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) and any accrued vacation pay, in each case to the extent not previously paid; and (ii) To the extent not previously paid or provided, the Company shall timely pay or provide to the Executive (or the Executive’s estate, if applicable) any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company and its affiliated companies, including any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon).

Resignation without Good Reason; Termination for Death or Disability. If the Executive voluntarily terminates the Executive’s employment with the Company within 12 months following the Change in Control Date, excluding a termination for Good Reason, or if the Executive’s employment with the Company is terminated by reason of the Executive’s death or Disability within 12 months following the Change in Control Date, then the Executive (or the Executive’s estate, if applicable) shall be entitled to the following payments and benefits: (i) The Company shall pay the Executive (or the Executive’s estate, if applicable), in a lump sum, in cash, within 60 days after the Date of Termination, the sum of (A) the Executive’s base salary through the Date of Termination, and (B) the amount of any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) and any accrued vacation pay, in each case to the extent not previously paid; and (ii) To the extent not previously paid or provided, the Company shall timely pay or provide to the Executive (or the Executive’s estate, if applicable) any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive following the Executive’s termination of employment under any plan, program, policy, practice, contract or agreement of the Company and its affiliated companies, including any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon).