Common use of Separation Payment and Other Benefits Clause in Contracts

Separation Payment and Other Benefits. The parties have agreed that Employee’s employment will end on the Separation Date. Employee shall continue to receive his base salary and other benefits until the Separation Date. Further, provided Employee has strictly complied with his obligations under Section 5 below during the Transition Period and further provided that Employee signs and delivers to the Company the Post-Employment Release of Claims (“Release”) in the form attached hereto as Exhibit A no later than twenty-one (21) days following the Separation Date, then the Company shall pay Employee the sum of $1,820,870, less applicable withholdings (the “Separation Payment”). The Separation Payment shall be paid in two installments as follows: (a) the first installment of $153,956, less withholdings, within twenty (20) days following Employee’s signature and delivery of the Release to the Company following the Separation Date, and (b) the second installment of $1,666,914, less withholdings, on February 15, 2016. The parties acknowledge that the first installment of the Separation Payment shall be inclusive of Employee’s accrued and unused vacation. Employee expressly understands and agrees that he is not entitled to any other payments for any accrued and/or unused vacation. Provided Employee signs and delivers the Release to the Company no later than twenty-one (21) days following the Separation Date, then the Company will pay to Employee an additional lump sum of $34,316, less applicable withholdings (the “COBRA Subsidy”), which Employee may use toward the cost of future health insurance premiums or for other purposes. The COBRA Subsidy will be paid to Employee with the first installment of the Separation Payment. As a participant in the Pentair Management Incentive Plan (“MIP”), Employee will receive a prorated MIP bonus award for the 2015 year on the regular payout date in 2016 subject to the terms and conditions of the MIP. Such bonus amount will be calculated using Employee’s base salary in effect as of the Separation Date in accordance with the terms and conditions of the MIP. Employee understands and agrees that the amounts described in this Section 1 and the awards described in Section 9 below provide all the rights and benefits available to Employee under bonus or incentive compensation plans of any type maintained by the Company, including, but not limited to, the Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Flexible Perquisite Plan, the Pentair Ltd. Employee Stock Purchase and Bonus Plan, the Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, or any plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units; and that he holds no other stock options or rights to grants of future stock options. The Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, and any other plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units are in the aggregate called the “Pentair Equity Plans” and the documents establishing the terms and conditions of the grants under the Pentair Equity Plans are called the “Terms & Conditions” in this Agreement. Provided Employee does not exercise his right of rescission under Section 7, the Company agrees that Employee’s options, restricted stock, restricted stock units or performance units under the Pentair Equity Plans, if any, will be treated in accordance with Section 9 of this Agreement.

Separation Payment and Other Benefits. The parties have agreed that Employee’s employment will end on the Separation Date. Employee shall continue to receive his base salary and other benefits until the Separation Date. Further, provided Provided Employee has strictly complied with his obligations under Section 5 below during the Transition Period (as hereinafter defined), and further provided that Employee does not exercise his right of rescission under Section 8, and further provided that Employee signs and delivers to the Company the Post-Employment Release of Claims (“Release”) in the form attached hereto as Exhibit A (the “Release”) no later than twenty-one (21) days following the Separation DateDate (as hereinafter defined) and has not rescinded the Release as provided therein, then the Company shall pay Employee the sum of $1,820,8702,358,290.00, less applicable withholdings (the “Separation Payment”). The Separation Payment shall be paid in two installments as follows: (a) the first installment of $153,9561,169,145.00, less withholdings, to be paid within twenty (20) days following Employee’s signature and delivery of the Release to the Company following the Separation DateCompany, and (b) provided Employee has remained in full compliance with the provisions of Section 11 at all times through January, 2017, the second installment of $1,666,9141,189,145.00, less withholdings, to be paid to Employee on or about February 151, 20162017. The parties acknowledge that the first installment of the Separation Payment shall be inclusive of Employee’s accrued and unused vacation. Employee expressly understands and agrees that he is not entitled to any other payments for any accrued and/or unused vacation. Provided Further, provided Employee signs and delivers the Release to the Company no later than twenty-one (21) days following the Separation Datedoes not exercise his right of rescission under Section 8, then the Company will pay to Employee an additional lump sum of $34,316, 42,950 less applicable withholdings (the “COBRA Subsidy”), which Employee may use toward the cost of future health insurance premiums or for other purposes. The COBRA Subsidy will be paid to Employee with at the same time the first installment of the Separation PaymentPayment is made. As Employee will not receive a participant in bonus award for the 2015 year under the Pentair Management Incentive Plan (“MIP”), . Employee shall not be eligible for any payment under the MIP for the 2016 year. The parties acknowledge that Employee will receive a prorated MIP bonus award pay for the 2015 year on the regular payout date in 2016 subject to the terms his accrued and conditions of the MIP. Such bonus amount will be calculated using Employee’s base salary in effect unused vacation remaining (if any) as of the Separation Date (as defined in accordance Section 5) with the terms and conditions of the MIPor without this Agreement. Employee understands and agrees that the amounts described in this Section 1 that, except as provided above and the awards described in Section 9 below provide all the 10 below, he has no rights and benefits available to Employee or claims under any other bonus or incentive compensation plans of any type maintained by the Companytype, including, but not limited to, the Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Flexible Perquisite Plan, the Pentair Ltd. plc Employee Stock Purchase and Bonus Plan, the Pentair, Inc. Supplemental Executive Retirement PlanPlan (together with its predecessors, the Pentair“SERP”), the Pentair Inc. Restoration PlanPlan (together with its predecessors, the Pentair“Restoration Plan”), the Pentair Inc. Non-Qualified Deferred Compensation Plan (referred to as the “Sidekick Plan”), the Pentair, Inc. Retirement Savings and Stock Incentive Plan (the “401(k) Plan”), the Pentair, Inc. Pension Plan (the “Pension Plan”) or any successor plans thereto, or any plans of employers acquired by the Company with respect to options, restricted stock, restricted stock units or performance units. The Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, or any successor plans thereto, and any other plans of employees required by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units; and that he holds no other stock options or rights to grants of future stock options. The Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, and any other plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units are in the aggregate called the “Pentair Equity Plans” and the documents document(s) establishing the terms and conditions of the grants under the Pentair Equity Plans are called the “Terms & Conditions” in this Agreement. Provided Employee does not exercise his right of rescission under Section 78, the Company agrees that Employee’s options, restricted stock, restricted stock units or performance units under the Pentair Equity Plans, if any, will be treated in accordance with Section 9 10 of this Agreement. Provided Employee does not exercise his right of rescission under Section 8, the Company shall reimburse Employee up to a maximum amount of $15,000.00 for the actual fees and expenses of consultants and/or legal or accounting advisors (“Service Providers”) engaged by Employee to advise Employee as to matters relating to this Agreement (“Legal Fee Reimbursement”). Employee shall not personally pay for the fees and expenses of such Service Providers. Rather payment for the Legal Fee Reimbursement shall be made by the Company directly to Service Providers by the later of: (i) fourteen (14) days following the expiration of the rescission period under Section 8, or (ii) fourteen (14) days following Employee’s presentation to the Company of the invoices for the services rendered. Any fees or expenses that are not submitted to Company by Employee within six months of the Separation Date shall be ineligible for the Legal Fee Reimbursement, and Employee shall remain solely responsible to pay for such untimely submitted fees and expenses.

Separation Payment and Other Benefits. The parties have agreed that Employee’s employment will end on the Separation Date. Provided Employee shall continue to receive his base salary and other benefits until the Separation Date. Further, provided Employee has strictly complied with his obligations does not exercise her right of rescission under Section 5 below during the Transition Period and further provided that Employee signs and delivers to the Company the Post-Employment Release of Claims (“Release”) in the form attached hereto as Exhibit A no later than twenty-one (21) days following the Separation Date8, then the Company shall pay Employee the sum of $1,820,8701,700,000.00, less applicable withholdings (the “Separation Payment”). The Separation Payment shall be paid in two installments as follows: (a) the a first installment of $153,956850,000.00, less withholdings, to be paid within twenty (20) days following Employee’s signature and delivery of the Release this Agreement to the Company following the Separation DateCompany, and (b) the a conditional second installment of $1,666,914850,000.00, less withholdings, on February 15, 2016. The parties acknowledge that the first installment of payable within twelve (12) months following the Separation Payment shall Date provided Employee has remained in strict compliance with her obligations under this Agreement. Employee will be inclusive of Employee’s paid her accrued and unused vacation. Employee expressly understands and agrees that he is not entitled vacation balance (equivalent to any other payments for any accrued and/or unused vacation. Provided Employee signs and delivers the Release to the Company no later than twenty-one four (214) days weeks, less applicable withholdings) following the Separation DateDate with or without this Agreement. Further, then provided Employee does not exercise her right of rescission under Section 8, the Company will pay to Employee an additional lump sum of $34,316, 37,320.00 less applicable withholdings (the “COBRA Subsidy”), which Employee may use toward the cost of future health insurance premiums or for other purposes. The COBRA Subsidy will be paid to Employee with at the same time the first installment of the Separation PaymentPayment is made. As a participant in the Pentair Management Incentive Plan (“MIP”), Employee will receive a prorated MIP bonus award for the 2015 year on the regular payout date in 2016 2017 year, subject to the terms and conditions of the MIP, with any payment earned under the MIP for the 2017 year payable in March 2018 at the same time other eligible participants in the MIP receive earned payments attributable to the 2017 year. Such MIP bonus amount will be calculated using Employee’s base salary in effect as of the Separation Date in accordance with the terms and conditions of the MIP. Further, provided Employee does not exercise her right of rescission under Section 8, then when the Company performs the 2017 year-end calculation in order to calculate the amount of the bonus payment for the 2017 year under the MIP, the SDF metric under the MIP shall be set at 100% of target. Employee shall not be eligible for any payment under the MIP for the 2018 year. Employee understands and agrees that the amounts described in this Section 1 that, except as provided above and the awards described in Section 9 below provide all the 10 below, she has no rights and benefits available to Employee or claims under any other bonus or incentive compensation plans of any type maintained by the Companytype, including, but not limited to, the Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Flexible Perquisite Plan, the Pentair Ltd. plc Employee Stock Purchase and Bonus Plan, the Pentair, Inc. Supplemental Executive Retirement PlanPlan (together with its predecessors, the Pentair, Inc. Restoration Plan“SERP”), the Pentair, Pentair Inc. Non-Qualified Deferred Compensation Plan plan (referred to as the “Sidekick Plan”), the Pentair, Inc. Retirement Savings and Stock Incentive Plan (the “401(k) Plan”), or any successor plans thereto, or any plans of employers acquired by the Company under which Employee holds vested or unvested with respect to options, restricted stock, restricted stock units or performance units; and that he holds no other stock options or rights to grants of future stock options. The Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, and any other plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units units, are in the aggregate called the “Pentair Equity Plans” and the documents document(s) establishing the terms and conditions of the grants under the Pentair Equity Plans are called the “Terms & Conditions” in this Agreement. Provided Employee does not exercise his her right of rescission under Section 78, the Company agrees that Employee’s options, restricted stock, restricted stock units or performance units under the Pentair Equity Plans, if any, will be treated in accordance with Section 9 10 of this Agreement.

Separation Payment and Other Benefits. The parties have agreed that Employee’s employment will end on the Separation Date. Provided Employee shall continue to receive does not exercise his base salary and other benefits until the Separation Date. Further, provided Employee has strictly complied with his obligations right of rescission under Section 5 below during the Transition Period and further provided that Employee signs and delivers to the Company the Post-Employment Release of Claims (“Release”) in the form attached hereto as Exhibit A no later than twenty-one (21) days following the Separation Date8, then the Company shall pay Employee (a) the sum of Seven Hundred and Fifty Seven Thousand Nine Hundred Seventeen and No/100 Dollars ($1,820,870757,917.00), less applicable withholdings (the “Initial Separation Payment”). The Separation Payment shall be paid in two installments as follows: (a) the first installment of $153,956, less withholdings, within twenty thirty (2030) days following Employee’s signature execution and delivery of the Release Agreement to the Company following the Separation DateCompany, and (b) provided Employee has remained in compliance with the second installment provisions of Section 11 at all times through January 1, 2016, an additional sum of One Million and Eighty Eight Thousand Nine Hundred Seventy Three and No/100 Dollars ($1,666,9141,088,973), less applicable withholdings, on February 15, 2016shall be paid to Employee during January of 2016 (the "Second Separation Payment"). The parties acknowledge that the first installment of the Initial Separation Payment shall be inclusive of Employee’s 's accrued and unused vacationvacation remaining as of the Separation Date (as defined in Section 5 below), less applicable withholdings. Employee expressly understands and agrees that he is not entitled to any other payments for any accrued and/or unused vacation. Provided Employee signs and delivers the Release to does not exercise his right of rescission under Section 8, the Company no later than twenty-one (21) days following the Separation Date, then the Company will shall pay to Employee an additional lump sum of Thirty Three Thousand Six Hundred Seventy Seven and No/100 Dollars ($34,31633,677), less applicable withholdings (the “COBRA Subsidy”), which Employee may use toward the cost of future health health/dental insurance premiums or for other purposes. The COBRA Subsidy will be paid to Employee with the first installment of the Initial Separation Payment. As The parties acknowledge that because Employee was employed through December 31, 2014, Employee remains eligible for a participant in payment under the Pentair Management Incentive Plan (“MIP”)) for the 2014 year, which the Company shall pay in March 2015 at the same time other eligible participants receive their MIP payments. Employee will receive a prorated shall not be eligible for any payment under the MIP bonus award for the 2015 year on the regular payout date in 2016 subject to the terms and conditions of the MIP. Such bonus amount will be calculated using Employee’s base salary in effect as of the Separation Date in accordance with the terms and conditions of the MIPyear. Employee understands and agrees that the amounts described in this Section 1 and the awards described in Section 9 below 10 below, provide all the rights and benefits available to Employee under bonus or incentive compensation plans of any type maintained by the Company, including, but not limited to, the Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Flexible Perquisite Plan, the Pentair Ltd. Employee Stock Purchase and Bonus Plan, the 1999 Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, or any plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units; and that he holds no other stock options or rights to grants of future stock options. The Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the 1999 Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, and any other plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units are in the aggregate called the “Pentair Equity Plans” and the documents establishing the terms and conditions of the grants under the Pentair Equity Plans are called the “Terms & Conditions” in this Agreement. Provided Employee does not exercise his right of rescission under Section 78, the Company agrees that Employee’s 's options, restricted stock, restricted stock units or performance units under the Pentair Equity Plans, if any, will be treated in accordance with Section 9 10 of this Agreement. Provided Employee does not exercise his right of rescission under Section 8, the Company shall reimburse Employee a maximum amount of $15,000.00 for the fees and expenses of consultants and/or legal or accounting advisors ("Service Providers") engaged by Employee to advise Employee as to matters relating to this Agreement ("Legal Fee Reimbursement"). Employee shall not personally pay for the fees and expenses of such Service Providers. Payment for the Legal Fee Reimbursement shall be made by Company directly to Service Providers within fourteen (14) days of Employee providing Company with such invoices, or if later, within fourteen (14) days of the expiration of the rescission period under Section 8. Any fees or expenses that are not submitted to Company by Employee within 6 months of the Separation Date shall be ineligible for the Legal Fee Reimbursement and Employee shall remain solely responsible to pay for such untimely submitted fees and expenses.

Separation Payment and Other Benefits. The parties have agreed that Employee’s employment will end on the Separation Date. Provided Employee shall continue becomes eligible to receive his base salary and other benefits until the Separation Date. Furthersign, provided Employee has strictly complied with his obligations under Section 5 below during the Transition Period and further provided that Employee signs and delivers to does not rescind the Company the Postpost-Employment Release employment release of Claims (“Release”) claims in the form attached hereto as Exhibit A no later than twenty-one (21the “Release”) days following after her employment with the Separation DateCompany has ended and subject to the conditions of this Agreement, then the Company shall pay Employee the sum of $1,820,8701,934,000.00, less applicable withholdings (the “Separation Payment”). The Separation Payment shall be paid in two installments as follows: (a) the a first installment of $153,956688,900.00, less withholdings, to be paid within twenty (20) days following Employee’s signature and delivery of the signed Release to the Company following the Separation Date, and (b) the a conditional second installment of $1,666,9141,245,100, less withholdings, on February 15, 2016. The parties acknowledge that the first installment of payable within twelve (12) months following the Separation Payment shall Date provided Employee has remained in strict compliance with her obligations under this Agreement. In order to become eligible to sign the Release and subject to Section 3 below, Employee must remain an employee in good standing throughout the entire Transition Period. Employee will be inclusive of Employee’s paid her accrued and unused vacation. Employee expressly understands and agrees that he is not entitled vacation balance (equivalent to any other payments for any accrued and/or unused vacation. Provided Employee signs and delivers the Release to the Company no later than twenty-one four (214) days weeks, less applicable withholdings) following the Separation DateDate with or without this Agreement. Further, then provided Employee does not exercise her right of rescission under Section 8, the Company will pay to Employee an additional lump sum of $34,316, 23,246.00 less applicable withholdings (the “COBRA Subsidy”), which Employee may use toward the cost of future health insurance premiums or for other purposes. The COBRA Subsidy will be paid to Employee with at the same time the first installment of the Separation PaymentPayment is made. As a participant in the Pentair Management Incentive Plan (“MIP”), Employee will receive a prorated MIP bonus award for the 2015 year on the regular payout date in 2016 2017 year, subject to the terms and conditions of the MIP, for the 2017 year payable by March 15, 2018 at the same time other eligible participants in the MIP receive earned payments attributable to the 2017 year. Such bonus Further, provided Employee does not exercise her right of rescission under Section 8, then when the Company performs the 2017 year-end calculation in order to calculate the amount will be calculated using Employee’s base salary in effect as of the Separation Date in accordance with bonus payment for the 2017 year under the MIP, the SDF metric under the MIP shall be set at 100% of target. Employee will remain eligible to receive a prorated MIP bonus award for the 2018 year, subject to the terms and 15045978.1 conditions of the MIP, for the 2018 year payable by March 15, 2019 at the same time other eligible participants in the MIP receive earned payments attributable to the 2018 year. Further, provided Employee does not exercise her right of rescission under Section 8, then when the Company performs the 2018 year-end calculation in order to calculate the amount of the prorated bonus payment for the 2018 year under the MIP, the SDF metric under the MIP shall be set at 100% of target. Employee understands and agrees that the amounts described in this Section 1 that, except as provided above and the awards described in Section 9 below provide all the 10 below, she has no rights and benefits available to Employee or claims under any other bonus or incentive compensation plans of any type maintained by the Companytype, including, but not limited to, the Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Flexible Perquisite Plan, the Pentair Ltd. plc Employee Stock Purchase and Bonus Plan, the Pentair, Inc. Supplemental Executive Retirement PlanPlan (together with its predecessors, the "SERP"), the Pentair, Inc. Restoration Pension Plan (the “Pension Plan”), the Pentair, Pentair Inc. Non-Qualified Deferred Compensation Plan plan (referred to as the “Sidekick Plan”), the Pentair, Inc. Retirement Savings and Stock Incentive Plan (the “401(k) Plan”), or any successor plans thereto, or any plans of employers acquired by the Company under which Employee holds vested or unvested with respect to options, restricted stock, restricted stock units or performance units; and that he holds no other stock options or rights to grants of future stock options. The Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, and any other plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units units, are in the aggregate called the “Pentair Equity Plans” and the documents document(s) establishing the terms and conditions of the grants under the Pentair Equity Plans are called the “Terms & Conditions” in this Agreement. Provided Employee does not exercise his her right of rescission under Section 78, the Company agrees that Employee’s 's options, restricted stock, restricted stock units or performance units under the Pentair Equity Plans, if any, will be treated in accordance with Section 9 10 of this Agreement.

Separation Payment and Other Benefits. The parties have agreed that Employee’s employment will end on the Separation Date. Provided Employee shall continue to receive does not exercise his base salary and other benefits until the Separation Date. Further, provided Employee has strictly complied with his obligations right of rescission under Section 5 below during the Transition Period and further provided that Employee signs and delivers to the Company the Post-Employment Release of Claims (“Release”) in the form attached hereto as Exhibit A no later than twenty-one (21) days following the Separation Date8, then the Company shall pay Employee (a) the sum of Seven Hundred and Eighty Three Thousand Six Hundred Fifty and No/100 Dollars ($1,820,870783,650.00), less applicable withholdings (the “Initial Separation Payment”). The Separation Payment shall be paid in two installments as follows: (a) the first installment of $153,956, less withholdings, within twenty thirty (2030) days following Employee’s signature execution and delivery of the Release this Agreement to the Company following the Separation DateCompany, and (b) provided Employee has remained in compliance with the second installment provisions of Section 11 at all times through January 1, 2016, an additional sum of Nine Hundred and Fifty Nine Thousand Eight Hundred Eighty Three and No/100 Dollars ($1,666,914959,883.00), less applicable withholdings, on February 15, 2016shall be paid to Employee during January of 2016 (the "Second Separation Payment"). The parties acknowledge that the first installment of the Initial Separation Payment shall be inclusive of Employee’s 's accrued and unused vacationvacation remaining as of the Separation Date (as defined in Section 5 below), less applicable withholdings. Employee expressly understands and agrees that he is not entitled to any other payments for any accrued and/or unused vacation. Provided Employee signs and delivers the Release to does not exercise his right of rescission under Section 8, the Company no later than twenty-one (21) days following the Separation Date, then the Company will shall pay to Employee an additional lump sum of Thirty Two Thousand Four Hundred Twenty Nine and No/100 Dollars ($34,31632,429.00), less applicable withholdings (the “COBRA Subsidy”), which Employee may use toward the cost of future health health/dental insurance premiums or for other purposes. The COBRA Subsidy will be paid to Employee with the first installment of the Initial Separation Payment. As The parties acknowledge that because Employee was employed through December 31, 2014, Employee remains eligible for a participant in payment under the Pentair Management Incentive Plan (“MIP”)) for the 2014 year, which the Company shall pay in March 2015 at the same time other eligible participants receive their MIP payments. Employee will receive a prorated shall not be eligible for any payment under the MIP bonus award for the 2015 year on the regular payout date in 2016 subject to the terms and conditions of the MIP. Such bonus amount will be calculated using Employee’s base salary in effect as of the Separation Date in accordance with the terms and conditions of the MIPyear. Employee understands and agrees that the amounts described in this Section 1 and the awards described in Section 9 below 10 below, provide all the rights and benefits available to Employee under bonus or incentive compensation plans of any type maintained by the Company, including, but not limited to, the Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the Flexible Perquisite Plan, the Pentair Ltd. Employee Stock Purchase and Bonus Plan, the 1999 Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, or any plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units; and that he holds no other stock options or rights to grants of future stock options. The Pentair Management Incentive Plan, the Omnibus Stock Incentive Plan, the 2008 Omnibus Stock Incentive Plan, the 2012 Stock and Incentive Plan, the 1999 Supplemental Executive Retirement Plan, the Pentair, Inc. Restoration Plan, the Pentair, Inc. Non-Qualified Deferred Compensation Plan (referred to as the Sidekick Plan), the Pentair, Inc. Retirement Savings and Stock Incentive Plan, or any successor plans thereto, and any other plans of employers acquired by the Company under which Employee holds vested or unvested options, restricted stock, restricted stock units or performance units are in the aggregate called the “Pentair Equity Plans” and the documents establishing the terms and conditions of the grants under the Pentair Equity Plans are called the “Terms & Conditions” in this Agreement. Provided Employee does not exercise his right of rescission under Section 78, the Company agrees that Employee’s 's options, restricted stock, restricted stock units or performance units under the Pentair Equity Plans, if any, will be treated in accordance with Section 9 10 of this Agreement.