Common use of Severance Obligations Clause in Contracts

Severance Obligations. (i) From the Buyout Closing and for the twelve (12) month period following the Buyout Closing Date, XX XXXX shall provide severance benefits substantially comparable to those which would be applicable using the formula set forth in the severance schedule attached hereto (the “Severance Schedule”), to any Transferred Manager Employee who is involuntarily terminated by XX XXXX under circumstances that would entitle the Transferred Manager Employee to severance benefits had his or her employment been terminated by a member of the Behringer Group immediately prior to the Buyout Closing (for example, XX XXXX shall be under no obligation to provide severance benefits to any Transferred Manager Employee who has been terminated for cause). If XX XXXX or any of its Affiliates seeks a release from any Transferred Manager Employee with respect to Claims of such Transferred Employee against XX XXXX or its Affiliates (an “Employee Release”), XX XXXX shall use commercially reasonable efforts to obtain a release, releasing (among other Persons) the Behringer Indemnified Parties (as defined in the Master Modification Agreement) of all Claims of such Transferred Manager Employee arising during his or her term of service (as an employee or otherwise) with the Behringer Group prior to the Buyout Closing on substantially similar terms as such Employee Release. (ii) XX XXXX shall reimburse the applicable member of the Behringer Group for any severance benefits paid up to the amount determined using the formula set forth in the Severance Schedule, to any Non-Hired Manager Specified Employee who has his or her employment terminated by the applicable member of the Behringer Group within ninety (90) days of the Buyout Closing Date.

Severance Obligations. (ia) From the Buyout Closing and for the twelve (12) month period following the Buyout Closing DateIt is not intended that any Xxxxxxx-Xxxxxx Employee, XX XXXX shall provide Former Xxxxxxx-Xxxxxx Employee, Xxxxx Employee or Former Xxxxx Employee will be entitled to termination or severance benefits substantially comparable solely as a result of the Distributions or any other transaction contemplated by this Agreement, the Separation Agreement or the Investment Agreement (other than payments or benefits with respect to those which would be applicable using employees who separate from service in connection with such transactions and are entitled to a termination or severance benefit on account of such separation). Xxxxxxx-Xxxxxx shall indemnify and hold harmless the formula set forth Xxxxx Parties in the severance schedule attached hereto (the “Severance Schedule”)event that any Xxxxx Employee or Former Xxxxx Employee obtains a final, to any Transferred Manager nonappealable judgment from a Governmental Entity declaring that such Xxxxx Employee who or Former Xxxxx Employee is involuntarily terminated by XX XXXX under circumstances that would entitle the Transferred Manager Employee entitled to severance benefits had his under an Xxxxxxx-Xxxxxx xxxxxxxxx plan or her employment been terminated by agreement solely as a member result of the Behringer Group immediately prior to Distributions or any other transaction contemplated by this Agreement, the Buyout Closing (Separation Agreement or the Investment Agreement; provided, however, that, for examplethe avoidance of doubt, XX XXXX Xxxxxxx-Xxxxxx shall be under no such obligation to provide severance benefits to any Transferred Manager Employee who has been terminated for cause). If XX XXXX or any of its Affiliates seeks a release from any Transferred Manager Employee with respect to Claims any Xxxxx Employee whose employment with the Xxxxx Group terminates after the Distributions Time. For purposes of this Section 2.02(a), Xxxxxxx-Xxxxxx shall determine in its sole discretion whether any judgment or determination by a Governmental Entity shall be appealed, shall notify Xxxxx in writing of such Transferred Employee against XX XXXX determination, and shall pay or reimburse each member of the Xxxxx Group for its Affiliates (an “Employee Release”reasonable expenses incurred in connection with any such appeal. If Xxxxxxx-Xxxxxx notifies Xxxxx in writing that a judgment or determination by a Governmental Entity shall not be appealed, such determination shall be deemed a final, nonappealable judgment from a Governmental Entity as set forth in this Section 2.02(a), XX XXXX shall use commercially reasonable efforts to obtain a release, releasing (among other Persons) the Behringer Indemnified Parties (as defined in the Master Modification Agreement) of all Claims of such Transferred Manager Employee arising during his or her term of service (as an employee or otherwise) with the Behringer Group prior to the Buyout Closing on substantially similar terms as such Employee Release. (iib) XX XXXX Except as otherwise provided in Section 4.02(a)(i), from and after the Distributions Time, the Xxxxx Parties shall reimburse the applicable member assume and be fully responsible for, and none of the Behringer Group for Xxxxxxx-Xxxxxx Parties nor any of their respective Affiliates shall have any liability or responsibility for, any termination or severance payment or benefit obligations with respect to Xxxxx Employees or Former Xxxxx Employees payable after the Distributions Time, including any severance benefits paid up to the amount determined using the formula set forth in the Severance Schedulepayments owed, but not yet paid, to any Non-Hired Manager Specified Employee who has his or her employment terminated by Former Xxxxx Employee. Except as expressly provided in Section 2.02(a), the applicable member Xxxxx Parties shall assume and be fully responsible for, and none of the Behringer Group within ninety Xxxxxxx-Xxxxxx Parties nor any of their respective Affiliates shall have any liability or responsibility for, obligations with respect to Xxxxx Employees under the Xxxxxxx-Xxxxxx Salaried Employees Special Severance Plan. (90c) days Xxxxxxx-Xxxxxx shall retain and be fully responsible for, and none of the Buyout Closing DateXxxxx Parties nor any of their respective Affiliates shall have any liability or responsibility for, any termination or severance payments or benefit obligations with respect to Xxxxxxx-Xxxxxx Employees or Former Xxxxxxx-Xxxxxx Employees payable after the Distributions Time, including any severance payments owed, but not yet paid, to any Former Xxxxxxx-Xxxxxx Employee.

Severance Obligations. Following the Closing, if the employment of any of the employees listed on the Severance Obligations Schedule (i) From the Buyout Closing and for the twelve (12) month period following the Buyout Closing Datecollectively, XX XXXX shall provide severance benefits substantially comparable to those which would be applicable using the formula set forth in the severance schedule attached hereto (the “Severance ScheduleEmployees”), to ) with the Company or any Transferred Manager Employee who of its Subsidiaries is involuntarily terminated by XX XXXX under circumstances the Company in a manner that would entitle result in severance obligations being due and payable to such Severance Employee pursuant to applicable Law or any employment agreement between the Transferred Manager applicable Severance Employee to severance benefits had his and the Company or her employment been terminated by a member any of the Behringer Group immediately its Subsidiaries, in any case, on or prior to the Buyout Closing date that is sixty (60) days following the Closing, the Seller shall, within ten (10) Business Days of any written request by the Purchaser, reimburse the Company for examplethe out-of-pocket severance payments set forth opposite such Severance Employee’s name on the Severance Obligations Schedule that are made by the Company or any of its Subsidiaries (subject, XX XXXX in each case, to the terms, limitations and obligations set forth on such Severance Obligations Schedule) to such Severance Employee (which out-of-pocket severance payments, for the purposes of calculating the amount to be reimbursed by the Seller pursuant to this Section 10.05, shall be under no obligation to provide severance benefits to reduced by any Transferred Manager Employee who has been terminated for cause). If XX XXXX tax benefit of the deductions realizable by the Purchaser or any of its Affiliates seeks (assuming such benefits are realizable at a release from any Transferred Manager Employee 25% tax rate) with respect to Claims such severance payments. For the avoidance of such Transferred Employee against XX XXXX or its Affiliates (an “Employee Release”)doubt, XX XXXX shall use commercially reasonable efforts to obtain a release, releasing (among other Persons) the Behringer Indemnified Parties (as defined in the Master Modification Agreement) of all Claims of such Transferred Manager Employee arising during his or her term of service (as an employee or otherwise) with the Behringer Group prior to the Buyout Closing on substantially similar terms as such extent a Severance Employee Release. remains employed by the Company or any of its Subsidiaries beyond the date that is sixty (ii60) XX XXXX shall days following the Closing, the obligation of Seller to reimburse the applicable member of the Behringer Group for any severance benefits paid up Company pursuant to the amount determined using the formula set forth in the this Section 10.05 shall terminate with respect to such Severance Schedule, to any Non-Hired Manager Specified Employee who has his or her employment terminated by the applicable member of the Behringer Group within ninety (90) days of the Buyout Closing DateEmployee.