Subject to Xx Sample Clauses

Subject to Xx. Xxxxxxxx'x execution of this Agreement, VITEX shall pay Xx. Xxxxxxxx severance equivalent to one year's salary at his current rate of pay, a total of $198,919.00 (the "Severance Payment"), less applicable withholding taxes and deductions. The Severance Payment will be made in two (2) equal installments, paid six months apart, less applicable withholding taxes and deductions. The first such payment will be made on or before October 20, 1999. (i) Xx. Xxxxxxxx expressly acknowledges that he will not be entitled to any annual bonus payment pursuant to (P)3.2 of the Employment Agreement.

Subject to Xx. Xxxxxxxxxx’x execution and non-revocation of the Release, the Severance Payments (other than Guaranteed Payments, which are not subject to this condition) shall be paid or commence being paid within 60 days after Xx. Xxxxxxxxxx’x separation from service but not earlier than the date on which the Release becomes effective and not in contravention of any delay required by Section 13(f). If, however, the period during which Xx. Xxxxxxxxxx has discretion to execute and/or revoke the Release straddles two calendar years, the Severance Payments (other than Guaranteed Payments, which are not subject to this condition) shall not be paid or commence being paid, as applicable, before the beginning of the second of the two calendar years, regardless of within which calendar year Xx. Xxxxxxxxxx actually delivers the executed Release to the Company. Consistent with Section 409A, Xx. Xxxxxxxxxx may not, directly or indirectly, designate the calendar year of payment.

Subject to Xx. Xxxxxxxx’x rights set forth herein, Xx. Xxxxxxxx’x employment by the Company is employment “at will” for an indefinite term, and may be terminated at any time at the option of Xx. Xxxxxxxx or the Company with or without cause or notice, for any reason or no reason at all.

Subject to Xx. Xxxxxxxx Xxxxxx’x input and determination, upon consummation of the Transaction, PCS or Transaction Sub shall offer to employ current employees of the Company as “at-will” employees of PCS or Transaction Sub, in their current capacities, and at their current pay, including participation in the PCS benefit package (generally available to the employees of PCS) for the twelve (12) months following Closing.

Subject to Xx. Xxxxxxxx executing the general release of claims attached hereto as Annex A (the “Release”), and any applicable revocation period expiring, within 60 days following the date hereof, a lump amount equal to US$1,784,787 (representing Xx. Xxxxxxxx’x 2010 annual bonus and all severance amounts payable to Xx. Xxxxxxxx), such amount to be payable within ten days following the expiration of the revocation period with respect to the executed Release;

Subject to Xx. Xxxxxx’x compliance with the terms and conditions of this Agreement, Whirlpool agrees that the third tranche of the career stock grant made to Xx. Xxxxxx on July 1, 1995 and the third tranche of the career stock grant made to Xx. Xxxxxx on June 19, 2007 shall not be forfeited on the date of Xx. Xxxxxx’x retirement from Whirlpool, but shall continue to accrue dividend equivalents in accordance with the terms of the grant, until vesting on September 10, 2017 and distribution as soon thereafter as reasonably possible. Nothing in this agreement will affect the terms applicable to the vested tranches of Xx. Xxxxxx’x career stock awards or any of his other awards, each of which shall continue to be governed by the terms of the plan and, if applicable, agreement, under which it was issued.

Subject to Xx. Xxxxxx'x adherence to the responsibilities and obligations under this Agreement, the Company agrees to pay Xx. Xxxxxx a base compensation at the bi-weekly rate of seven thousand five hundred dollars ($7,500.00), less all lawful holdings and deductions, which if annualized would equal one hundred ninety-five thousand dollars ($195,000.00). Xx. Xxxxxx will be eligible for such increases in base compensation, and to participate in the Company's annual bonus compensation program up to fifty percent (50%) of his annual base salary (approximately $97,500.00). Xx. Xxxxxx will also receive a signing bonus in the amount of thirty-five thousand ($35,000.00) payable within thirty (30) days of the effective date of this Agreement.

Subject to Xx. Xxxx’x full execution (without revocation) of this Agreement, the Employer shall provide Xx. Xxxx with (i) the payments described in Section 8(d)(i) and (ii) of the Employment Agreement, which will be paid in the manner described therein, and (ii) a gross lump sum payment of $25,000, which will be paid within thirty (30) days of the full execution (without revocation) of this Agreement. For the avoidance of doubt, no payment under this Paragraph 2 will be made until after the seven day Revocation Period, as defined in Paragraph 13 of this Agreement has expired without Xx. Xxxx revoking her acceptance of this Agreement. No payment will be made if Xx. Xxxx revokes her acceptance of this Agreement during the Revocation Period. Xx. Xxxx acknowledges and agrees that, other than the payment of Accrued Obligations and the amounts described in this Section 2 of the Agreement, she is not entitled to any other wages, bonuses, compensation, equity or benefits under the Employment Agreement, or otherwise. The amounts payable under this Section 2 shall be subject to all applicable payroll and withholding taxes.

Subject to Xx. Xxx’x completing the Term and paragraph 8.8, and provided he has not: (a) been terminated for cause; or (b) resigned his appointment as a Professor after being terminated without cause, Xx. Xxx will be entitled to a one (1) year leave of absence from his duties as President and Professor (the “Leave of Absence”) in order to support his career renewal and professional development according to a plan of mutual benefit to Xx. Xxx and UBC. He will report to the Board chair about activities during the leave of absence. For the period of the leave, UBC will pay Xx. Xxx his salary in effect as President as well as the benefits defined in paragraphs 9.1 and 9.2.

Subject to Xx. Xxxxxxxxxxx'x complying with all her obligations under this Agreement, upon the end of the Term, but not sooner than March 31, 2003, any stock options previously granted to Xx. Xxxxxxxxxxx shall become fully vested and shall become exercisable by Xx. Xxxxxxxxxxx in accord with the applicable option grant agreement and the Plans.