Common use of Severance and Other Payments Clause in Contracts

Severance and Other Payments. (a) In the event the Executive's employment is terminated by either of the Companies pursuant to Section 5(d) of this Agreement, which termination shall include the giving of notice not to extend the Term pursuant to Section 1(b), the Companies collectively agree to pay to the Executive as aggregate compensation: (i) a lump-sum cash payment equal to his then current annual base salary (the "Severance Payment"); (ii) monthly COBRA payments of any health-related benefits (medical, dental, and vision) as are then in effect for either a 12-month period following termination or until the Executive obtains or is eligible for coverage through a subsequent employer, whichever is earlier; (iii) any bonus payment that Executive may be entitled to pursuant to any bonus plans as are then-in-effect; and (iv) a car (not living) allowance, as provided pursuant to Section 4(b), for a one year period after termination. Prior to, and as a precondition to the payment of the Severance Payment, the Executive shall deliver to each of the Companies a general release of each of the Companies, their subsidiaries and affiliates, and each of their officers, directors, employees, agents, successors and assigns (but excluding a release of each of the Companies' continuing obligations under this Agreement and/or pursuant to its continuing indemnification obligations to Executive under their charters, bylaws, resolutions of each of the Board of Directors and under applicable insurance policies), in a form acceptable to each of the Companies and provide a Director Resignation (as defined below), if applicable. The Severance Payment and bonus payment referred to in Section 7(a)(iii) shall be made no later than ten (10) business days following the delivery by the Executive of the release referred to above and the Director Resignation (if applicable), and if said release and the Director Resignation are not so delivered within sixty (60) days of the Executive's receipt of said release (which release shall be delivered promptly to Executive following his termination of employment), then the Executive shall not be entitled to receive any Severance Payment or other benefits described herein. In all other instances, including termination of the Executive's employment for Cause, termination pursuant to Sections 5(b) or 5(c) above, or if the Executive voluntarily leaves the employment of each of the Companies (other than for a reason set forth in Section 6(a) above), the Executive shall not be eligible or entitled to, and neither of the Companies shall be obligated to make, any payment following the Executive's termination, including the Severance Payment, except as otherwise provided in Section 5 or Section 7(b), and each of the Companies shall have no further obligations to the Executive including the obligation for a car allowance. Executive agrees that, upon the termination of his employment with each of the Companies, he shall immediately resign his positions, if any, as an officer and director of each of the Companies and each of its subsidiaries (the "Director Resignation").

Severance and Other Payments. (a) In the event the Executive's ’s employment is terminated by either of the Companies Company pursuant to Section 5(d) of this Agreement, which termination shall include the giving of notice not to extend the Term pursuant to Section 1(b), the Companies collectively agree Company agrees to pay to the Executive as aggregate compensation: (i) a lump-sum cash payment equal to the greater of the balance of his base salary due for the remaining term of his contract, or one (1) year of his then current annual base salary (the "“Severance Payment"”); (ii) monthly COBRA payments of any health-related benefits (medical, dental, and vision) as are then in effect for either the remaining term of his contract or a 12-month period, whichever is greater (but under no circumstances for longer than the period during which Executive is eligible for COBRA), following termination or until the Executive obtains or is eligible for coverage through a subsequent employer, whichever is earlier; and (iii) any a bonus payment that equal to the cash portion of the most recent bonus paid to Executive. If Executive may be entitled has never received a bonus prior to pursuant to any bonus plans as are then-in-effect; and (iv) a car (not living) allowance, as provided termination pursuant to Section 4(b5(d), for or if the most recent bonus amount is equal to zero (0), Executive shall not receive a one year period after terminationbonus payment under this Section 7(a). Prior to, and as a precondition to the payment of the Severance Payment, the Executive shall deliver to each of the Companies Company a general release of each of the CompaniesCompany, their its subsidiaries and affiliates, and each of their its officers, directors, employees, agents, successors and assigns (but excluding a release of each of the Companies' Company’s continuing obligations under this Agreement and/or pursuant to its continuing indemnification obligations to Executive under their its charters, bylaws, resolutions of each of the Board of Directors and under applicable insurance policies), in a form acceptable to each of the Companies Company and provide a Director Resignation (as defined below), if applicable. The Severance Payment and bonus payment referred to in Section 7(a)(iii7(a) (iii) shall be made no later than ten (10) business days following the delivery by the Executive of the release referred to above and the Director Resignation (if applicable), and if said release and the Director Resignation are not so delivered within sixty (60) days of the Executive's receipt of said release (which release shall be delivered promptly to Executive following his termination of the Executive’s employment), then the Executive shall not be entitled to receive any Severance Payment or other benefits described herein. In all other instances, including termination of the Executive's ’s employment for Cause, termination pursuant to Sections 5(b) or 5(c) above, or if the Executive voluntarily leaves the employment of each of the Companies Company (other than for a reason set forth in Section 6(a) above), the Executive shall not be eligible or entitled to, and neither of the Companies Company shall not be obligated to make, any payment following the Executive's ’s termination, including the Severance Payment, except as otherwise provided in Section 5 or Section 7(b), and each of the Companies Company shall have no further obligations to the Executive including the obligation for a car allowanceExecutive. Executive agrees that, upon the termination of his employment with each of the CompaniesCompany, he shall immediately resign his positions, if any, as an officer and director of each of the Companies Company and each of its subsidiaries (the "“Director Resignation"”).

Severance and Other Payments. (a) In the event the Executive's employment is terminated by either of the Companies pursuant to Section 5(d) of this Agreement, which termination shall include the giving of notice not to extend the Term pursuant to Section 1(b), the Companies collectively agree to pay to the Executive as aggregate compensation: (i) a lump-sum cash payment equal to his her then current annual base salary (the "Severance Payment"); (ii) monthly COBRA payments of any health-related benefits (medical, dental, and vision) as are then in effect for either a 12-month period following termination or until the Executive obtains or is eligible for coverage through a subsequent employer, whichever is earlier; (iii) any bonus payment that Executive may be entitled to pursuant to any bonus plans as are then-in-effect; and (iv) a car (not living) allowance, as provided pursuant to Section 4(b), for a one year period after termination. Prior to, and as a precondition to the payment of the Severance Payment, the Executive shall deliver to each of the Companies a general release of each of the Companies, their subsidiaries and affiliates, and each of their officers, directors, employees, agents, successors and assigns (but excluding a release of each of the Companies' continuing obligations under this Agreement and/or pursuant to its continuing indemnification obligations to Executive under their charters, bylaws, resolutions of each of the Board of Directors and under applicable insurance policies), in a form acceptable to each of the Companies and provide a Director Resignation (as defined below), if applicable. The Severance Payment and bonus payment referred to in Section 7(a)(iii) shall be made no later than ten (10) business days following the delivery by the Executive of the release referred to above and the Director Resignation (if applicable), and if said release and the Director Resignation are not so delivered within sixty (60) days of the termination of the Executive's receipt of said release (which release shall be delivered promptly to Executive following his termination of employment), then the Executive shall not be entitled to receive any Severance Payment or other benefits described herein. In all other instances, including termination of the Executive's employment for Cause, termination pursuant to Sections 5(b) or 5(c) above, or if the Executive voluntarily leaves the employment of each of the Companies (other than for a reason set forth in Section 6(a) above), the Executive shall not be eligible or entitled to, and neither of the Companies shall be obligated to make, any payment following the Executive's termination, including the Severance Payment, except as otherwise provided in Section 5 or Section 7(b), and each of the Companies shall have no further obligations to the Executive including the obligation for a car allowance. Executive agrees that, upon the termination of his her employment with each of the Companies, he she shall immediately resign his her positions, if any, as an officer and director of each of the Companies and each of its subsidiaries (the "Director Resignation").

Severance and Other Payments. (a) In the event the Executive's employment is terminated by either of the Companies pursuant to Section 5(d) of this Agreement, which termination shall include the giving of notice not to extend the Term pursuant to Section 1(b), the Companies collectively agree to pay to the Executive as aggregate compensation: (i) a lump-sum cash payment equal to his then current annual base salary (the "Severance Payment"); (ii) monthly COBRA payments of any health-related benefits (medical, dental, and vision) as are then in effect for either a 12-month period following termination or until the Executive obtains or is eligible for coverage through a subsequent employer, whichever is earlier; (iii) any bonus payment that Executive may be entitled to pursuant to any bonus plans as are then-in-effect; and (iv) a car (not living) allowance, as provided pursuant to Section 4(b), for a one year period after termination. Prior to, and as a precondition to the payment of the Severance Payment, the Executive shall deliver to each of the Companies a general release of each of the Companies, their subsidiaries and affiliates, and each of their officers, directors, employees, agents, successors and assigns (but excluding a release of each of the Companies' continuing obligations under this Agreement and/or pursuant to its continuing indemnification obligations to Executive under their charters, bylaws, resolutions of each of the Board of Directors and under applicable insurance policies), in a form acceptable to each of the Companies and provide a Director Resignation (as defined below), if applicable. The Severance Payment and bonus payment referred to in Section 7(a)(iii) shall be made no later than ten (10) business days following the delivery by the Executive of the release referred to above and the Director Resignation (if applicable), and if said release and the Director Resignation are not so delivered within sixty (60) days of the Executive's receipt of said release (which release shall be delivered promptly to Executive following his termination of employment), then the Executive shall not be entitled to receive any Severance Payment or other benefits described herein. In all other instances, including termination of the Executive's employment for Cause, termination pursuant to Sections 5(b) or 5(c) above, or if the Executive voluntarily leaves the employment of each of the Companies (other than for a reason set forth in Section 6(a) above), the Executive shall not be eligible or entitled to, and neither of the Companies shall be obligated to make, any payment following the Executive's termination, including the Severance Payment, except as otherwise provided in Section 5 or Section 7(b), and each of the Companies shall have no further obligations to the Executive including the obligation for a car allowance. Executive agrees that, upon the termination of his employment with each of the Companies, he shall immediately resign his positions, if any, as an officer and director of each of the Companies and each of its subsidiaries (the "Director Resignation").

Severance and Other Payments. (a) In the event the Executive's ’s employment is terminated by either of the Companies Company pursuant to Section 5(d) of this Agreement, which termination shall include the giving of thirty (30) days prior written notice not to extend the Term pursuant to Section 1(b), the Companies collectively agree Company agrees to pay to the Executive as aggregate compensation: (i) a lump-sum cash payment equal to one (1) year of his then current annual base salary (the "“Severance Payment"”); (ii) monthly COBRA payments of any health-related benefits (medical, dental, and vision) as are then in effect for either a 12-month period following termination or until the Executive obtains or is eligible for coverage through a subsequent employer, whichever is earlier; (iii) any bonus payment that Executive may be entitled to pursuant to any bonus plans as are then-in-effect; , and (iv) a car (not living) allowance, as provided all expenses incurred by Executive and payable pursuant to Section 4(b), for a one year period after termination8 of this Agreement. Prior to, and as a precondition to the payment of the Severance Payment, the Executive shall deliver to each of the Companies Company a general release of each of the CompaniesCompany, their its subsidiaries and affiliates, and each of their its officers, directors, employees, agents, successors and assigns (but excluding a release of each of the Companies' Company’s continuing obligations under this Agreement and/or pursuant to its continuing indemnification obligations to Executive under their its charters, bylaws, resolutions of each of the Board of Directors and under applicable insurance policies), in a form acceptable to each of the Companies Company and provide a Director Resignation (as defined below), if applicable. The Severance Payment referred to in Section 7(a)(i) and bonus payment referred to in Section 7(a)(iii) shall be made no later than ten (10) business days following the delivery by the Executive of the release referred to above and the Director Resignation (if applicable), and provided that if the bonus payment cannot be calculated at that time, it will be paid within ten (10) business days of the date the calculation is known. If said release and the Director Resignation are not so delivered within sixty (60) days of the Executive's receipt of said release (which release shall be delivered promptly to Executive following his termination of the Executive’s employment), then the Executive shall not be entitled to receive any Severance Payment or other benefits described herein. In all other instances, including termination of the Executive's ’s employment for Cause, termination pursuant to Sections 5(b) or 5(c) above, or if the Executive voluntarily leaves the employment of each of the Companies Company (other than for a reason set forth in Section 6(a) above), the Executive shall not be eligible or entitled to, and neither of the Companies Company shall not be obligated to make, any payment following the Executive's ’s termination, including the Severance Payment, except as otherwise provided in Section 5 or Section 7(b), and each of the Companies Company shall have no further obligations to the Executive including the obligation for a car allowanceExecutive. Executive agrees that, upon the termination of his employment with each of the CompaniesCompany, he shall immediately resign his positions, if any, as an officer and director of each of the Companies Company and each of its subsidiaries (the "“Director Resignation"”).