Separation Consideration. In consideration of Employee entering into this Agreement and complying with Employee’s obligations under this Agreement and any other agreements with the Company Group, and subject to Employee not revoking this Agreement and executing and not revoking the Release (as defined below), the Company agrees to (i) (A) not require Employee to repay $1.5 million of the sign-on bonus set forth in Section 4(f) of the Employment Agreement and (B) accept the surrender of the number of vested shares of LifeStance common stock with a value of $982,303 as of the Signing Date (based on the closing price of a share of LifeStance common stock on Nasdaq on such date, or the immediately preceding date for which a closing price is reported if no closing price is reported on such date) in full satisfaction of the remaining repayment obligation related to the sign-on bonus set forth in Section 4(f) of the Employment Agreement, (ii) not require Employee to repay the relocation payment set forth in Section 4(f) of the Employment Agreement, (iii) amend the Partnership Interest Award Agreements dated March 3, 2021, as amended, as set forth on Exhibit A hereto (the “RSA Amendment”) to provide for accelerated vesting of the time vesting portion of such Partnership Interest Awards ordinarily scheduled to vest through March 8, 2023 (without regard to any accelerated vesting), as of the Signing Date (with Employee not otherwise being entitled to any other vesting of such award through a Separation Date or otherwise, except as may be provided in the following sentence) and (iv) amend the Restricted Stock Unit Award Agreement dated April 25, 2022, as amended, as set forth on Exhibit B hereto (the “RSU Amendment”) to provide for accelerated vesting of the time vesting portion of such Restricted Stock Unit Award Agreement ordinarily scheduled to vest through April 1, 2023 as of the Signing Date (with Employee not otherwise being entitled to any other vesting of such award through a Separation Date or otherwise, except as may be provided in the following sentence). In addition, if a Change in Control (as defined in the Severance Policy) occurs within six months following a Separation Date, Employee shall be entitled to receive the severance payments and benefits set forth in the Severance Policy to the extent incremental to the benefits provided herein. The compensation and benefits provided under this Agreement are collectively referred to herein as the “Separation Consideration.”
Separation Consideration. In exchange for Employee’s promises to abide by all the terms and conditions of this Agreement, each of which GoDaddy deems to be material to this Agreement, GoDaddy will provide Employee the severance and other benefits promised in Section 5(b)(iii) of the Employment Agreement, subject to the terms and conditions thereof. Without limiting the scope of Section 5(b)(iii) of the Employment Agreement, the Company will:
a. [pay Employee a single lump sum equal to $TBD representing the equivalent of the required medical, dental and vision plan COBRA premiums for X months, which shall cover the period of INSERT;]
b. [pay Employee a single lump sum payment equal to $INSERT, representing XX% of the Employee’s annual base salary in effect on the Separation Date;]
c. [pay employee a single lump sum payment equal to $TBD representing the prorated amount of the target annual unpaid Management By Objective (“MBO”) for 20XX (collectively with 2(a) and (2b), the “Separation Consideration”).]
Separation Consideration. In consideration of Employee’s waiver, release, and covenants in this Agreement, and provided that this Agreement becomes effective and irrevocable no later than the sixtieth (60th) day following the Separation Date, the Company agrees to the following:
Separation Consideration. In consideration for signing this Agreement, and complying with its terms, Employer and Employee agree as follows:
(a) Employee’s employment as Chief Executive Officer, as well as from all other officer, director and employment positions that Employee held at or through the Company, and any of its parents, subsidiaries or affiliates, ceased effective as of the Separation Date. Except as approved by the Company in writing, Employee agrees not to hold himself out as a partner, member, director, officer or employee of, or as otherwise affiliated with, the Company (including on social media) after the Separation Date. Employee agrees to promptly execute such additional documentation as requested by the Company to effectuate the foregoing.
(b) Regardless of whether Employee executes this Agreement, the Company shall timely pay to Employee, minus applicable taxes, withholdings and authorized or required deductions: (i) all earned, but unpaid, wages and accrued, but unused, vacation time earned in accordance with applicable law and Company policy through the Separation Date; (ii) any unpaid expenses or other reimbursements, due to Employee under the Company’s policies, provided that Employee must submit for reimbursement any outstanding business-related expenses within ten (10) days following the Separation Date; and (iii) if applicable, a refund of all ESPP deductions taken during the current offering period as part of the Company’s Employee Stock Purchase Program that have not been used to purchase shares as of the Separation Date.
(c) Employee will receive under separate cover information regarding Employee’s rights under the Consolidated Omnibus Budget Reconciliation Act and, if applicable, any state continuation coverage laws (collectively, “COBRA”). Employee acknowledges that Employee should review the COBRA notice and election forms carefully to understand Employee’s rights and obligations to make timely elections, provide timely notification and make timely premium payments. Except as to any vested benefits or as otherwise provided herein or required under applicable law, Employee’s right to, and participation in, medical, dental and vision plans as an employee shall terminate as of the last day of the month that includes the Separation Date, in accordance with the specific terms of each plan (i.e., October 31, 2022).
Separation Consideration. In exchange for Executive's agreement to the release of claims set forth in Section 5 below, the Company agrees to provide Executive with the following benefits (the “Separation Benefits”):
Separation Consideration. As consideration for Employee’s agreements and releases set forth herein, following the later to occur of the (i) execution of this Agreement and expiration of the Revocation Period (as defined below) and (ii) the Termination Date, and recognizing that without execution of this Agreement, Employee would not be entitled to any additional compensation beyond wages due, the Company agrees to (i) pay Employee an amount equal to (A) nine (9) months of your then-current Base Salary, subject to payroll deductions and all required withholdings, (B) fully and complete vesting of all of the Stock Options (as such term is defined in the Employment Terms Letter), and (C) extend the exercise period for the Stock Options to a period equal to one (1) year following the date that the Revocation Period set forth in the this Agreement expires without Employee’s revocation of this Agreement. By signing this Agreement you hereby acknowledge that the extension of the exercise period for the Stock Options to the applicable expiration date will result in each of the Stock Options failing to qualify as ISOs (as such term is defined in the Employment terms letter).
Separation Consideration. As consideration for the WSP Parties’ agreements and releases set forth herein, following the Termination Date, the Company agrees to engage the WSP Parties to provide consulting services, and the WSP Parties agree to provide consulting services, pursuant to the terms and conditions of the consulting agreement attached hereto as EXHIBIT A (the “Amended Consulting Agreement”).
Separation Consideration. In exchange for your agreement to this First Release and your other promises in the Separation Agreement and herein, the Company agrees to provide you with the separation consideration set forth in (and subject to the terms of) Paragraph 3 of the Separation Agreement. By signing below, you acknowledge that you are receiving the separation consideration in exchange for waiving your rights to claims referred to in this First Release and you would not otherwise be entitled to the separation consideration.
Separation Consideration. Contingent upon the Individual’s acceptance and non-revocation of this Agreement and in consideration of the Individual’s promises and undertakings in this Agreement, the Company shall provide to him, in addition to the salary and benefits he will receive pursuant to Paragraph 9, the following separation consideration (to the extent the Individual is not already entitled to receive such consideration pursuant to Paragraph 9) consistent with the provisions of the Employment Agreement, as amended by this Agreement, and the Restricted Stock Award, as amended by this Agreement (the “Separation Consideration”):
Separation Consideration. In consideration for entering into and not revoking the release in this Agreement, the Company will provide Xxxxxxx with the following consideration:
