Severance Consideration. If this Agreement is executed and timely returned and is not revoked by Xxxxxxx pursuant to Section 6 before October 9, 2015 (the “Effective Date”), then Xxxxxxx shall be entitled to receive the following from Gain (collectively, the “Severance Consideration”), subject to all federal, state, city, foreign and other applicable taxes and withholdings as may be required pursuant to any law or governmental regulation or ruling and all other customary deductions made with respect to Gain’s employees generally:
(a) pay for accrued but unused PTO benefits as of the Termination Date totaling Sixteen Thousand Five Hundred Six Dollars and Seven Cents ($16,506.07);
(b) a lump-sum cash payment of Two Hundred Thousand Dollars ($200,000), which shall be paid to Xxxxxxx at the time bonus payments are made to executives of Gain during 2016, which is currently anticipated to take place in March 2016;
(c) severance in an amount equal to Sixty-Two Thousand Five Hundred Dollars ($62,500) (the “Severance”), which is equivalent to three (3) months of Xxxxxxx’x base salary as in effect as of the Termination Date, which shall be paid to him in accordance with Gain’s normal payroll practices in equal installments through December 31, 2015, and which shall commence as soon as administratively practicable following the Effective Date;
(d) notwithstanding any provision to the contrary in any applicable grant agreement or Gain’s 2010 Omnibus Incentive Compensation Plan (or a successor plan), all shares subject to Gain equity grants (including, without limitation, stock options, stock units and stock awards) that would vest solely on Xxxxxxx’x continued employment with Gain during the period from the Effective Date through March 31, 2016 shall immediately vest in full and/or become immediately exercisable or payable as soon as practicable after the Effective Date;
(e) to the extent permitted under applicable law, Gain will provide continued health benefits to Xxxxxxx at the same premium rates charged to other then-current employees of Gain, or, at its option, waive that portion of the cost for COBRA continuation coverage that is in excess of what then-current employees of Gain pay for health benefits under Gain’s benefit plans for the period from the Termination Date through December 31, 2015 (the “Benefits”); and
(f) his base salary accrued and unpaid as of the date of the Termination Date.
Severance Consideration. In consideration of the covenants and promises contained in this Agreement, and as full and final compensation to Executive for all services as an employee of Receptos, Executive shall receive from Receptos (less appropriate deductions and withholdings) the severance payments set forth in Section 6 of Executive’s Amended and Restated Employment Agreement dated September 17, 2013 (as amended to date) (the “Amended Employment Agreement”).
Severance Consideration. In consideration of the covenants and promises contained in this Agreement, and as full and final compensation to Key Employee for all services as an employee of Acer, Key Employee shall receive from Acer (less appropriate deductions and withholdings) the severance payments set forth in Section 6 of Key Employee’s Employment Agreement dated [________ __, 20__] (the “Employment Agreement”). Key Employee shall be fully responsible for all COBRA continuation payments (if any), and such amounts will not be withheld from the Severance Consideration.
Severance Consideration. Employee acknowledges and agrees that the last day of Employee’s employment with the Company was ___________, 2___ (the “Separation Date”). If (a) Employee executes this Agreement on or after the Separation Date and returns it to the Company, care of [NAME] [ADDRESS] [E-MAIL] so that it is received by [NAME] no later than 11:59 p.m., Houston, Texas time on [DATE], (b) does not exercise his revocation rights pursuant to Section 11 below, and (c) abides by Employee’s continuing obligations under the Employment Agreement (including the terms of Sections 8, 9, and 11 thereof), then the Company will provide Employee the Severance Consideration, which Severance Consideration will be provided as set forth Section 6 of the Employment Agreement.
Severance Consideration a. As consideration for the release set forth herein, and provided that Employee does not revoke this Agreement within the revocation period referred to at Section 5(b)(iii) herein, (i) ClearSign waives its right to repurchase 16,875 shares of common stock subject to an option granted to Employee on April 23, 2016 (the “Repurchase Right”) and (ii) ClearSign extends the term of all options held by Employee through the close of business on December 31, 2020 (the “Severance Consideration”). The waiver of the Repurchase Right is a one-time waiver, is made for the purpose of providing consideration for this Agreement, is limited to the Repurchase Right expressly waived herein and should not be construed as an indication that ClearSign, in the event Employee revokes this Agreement, would be willing to agree to any future waiver related to the Severance Consideration. This Section 4a. sets forth the entire agreement between ClearSign and Employee with respect to the Severance Consideration and supersedes all prior agreements and understandings, oral or written, with respect to the Severance Consideration. 9205680.1/46895-00001 Page 1 of 11 Employer Initials Employee Initials
b. No other benefits will be made available to Employee after the Separation Date except as provided herein, or by applicable law.
c. Employee is solely responsible for the payment of, and therefore promises to pay, any taxes, penalties, or other costs assessed that are associated with the Severance Consideration. The Released Parties, as defined in Section 5 herein, have no duty with respect to such taxes, penalties or other costs.
d. Employee will be paid his wages through the Separation Date, less applicable withholdings and deductions, through ClearSign’s ordinary semi-monthly payroll system.
e. Employee’s outstanding stock option agreements (the “Award Agreements”) are as summarized on Exhibit A. With the exception of the extension of the term of the options to December 31, 2020, nothing herein shall limit or modify Employee’s or ClearSign’s respective rights and obligations under the Award Agreements set forth in Exhibit A, which shall each remain in force unless any such Award Agreement expires or is terminated in accordance with its terms.
Severance Consideration. In connection with Xx. Xxxxxxx’x termination, MEMC and Xx. Xxxxxxx have agreed to settle all matters relating to Xx. Xxxxxxx’x employment relationship with MEMC and the termination of such relationship. In exchange for Xx. Xxxxxxx’x promises and obligations herein, the parties agree as follows:
Severance Consideration. In return for the general release and waiver of claims in Paragraph 4 and the other provisions of this Agreement, the Company has agreed to provide Employee the following consideration, to which s/he otherwise is not entitled: Severance payment equivalent to [INSERT] months' salary based upon Employee's annual base salary as of the Termination Date (less all applicable deductions), payable in a lump sum within fifteen (15) business days of the effective date, or the date of full execution of this Agreement, whichever is later.
Severance Consideration. Subject to and conditioned upon Employee’s satisfaction of all other terms and conditions of this Agreement, Employee has elected to receive, and Employer has agreed to provide, severance consideration as follows:
Severance Consideration. In connection with Xx. Xxxxxxxxx’x resignation and termination of employment, SunEdison, SSL and Xx. Xxxxxxxxx have agreed to settle all matters relating to Xx. Xxxxxxxxx’x employment relationship with SSL and the termination of such relationship. In exchange for Xx. Xxxxxxxxx’x promises and obligations herein, the parties agree as follows:
Severance Consideration. In consideration for Employee’s performance of the covenants and obligations hereunder, Employer will provide Employee with (a) a lump sum payment in the amount of $750,000, less applicable taxes and withholdings and (b) reimbursement for the monthly premium cost incurred by Employee to maintain health coverage for Employee (and Employee’s spouse and eligible dependents) for up to 18 months from the Separation Date under Employer’s group health plan for purposes of the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), to the extent Employee participated in such plan as of the Separation Date and properly elects such continued coverage under COBRA (the “Severance Payments”). The payment described in clause (a) of the immediately preceding sentence will be paid in a lump sum within fifteen business days after the Effective Date, and the reimbursements described in clause (b) shall be paid on a monthly basis and shall cease upon Employee becoming eligible to participate in a health plan through another employer. Employee acknowledges that Employee has no entitlement to the Severance Payments except as consideration in exchange for the performance of the terms and conditions set forth herein.
