Termination by the Company and Compensation. In the event ----------------------------------------------- that the Company elects to terminate Executive's employment prior to the expiration of a three (3) year initial term, or renewal term, of this Agreement for any reason other than termination for Cause as expressly provided for in Paragraph 11(d), or if the Company chooses not to renew this Agreement at the expiration of any term hereunder, then, and in that event, the Company shall pay to Executive, on the Termination Date, the following compensation: (i) a lump sum payment equal to two (2) times Executive's then current Base Salary, (ii) any bonus to which Executive would have been eligible to receive for the year in which termination occurs, (iii) a lump sum payment equal to six (6) months automobile allowance, and (iv) shall continue the payment of premiums for hospitalization and major medical insurance for the lesser period of either twelve (12) months or the date on which Executive secures full time employment that affords equivalent medical coverage. In the event of a termination for Cause pursuant to paragraph 11(d), this Agreement shall be wholly terminated and Executive shall not be entitled to any further compensation or any other benefits provided for herein, and shall not be entitled to severance pay. However, any of the provisions of this Agreement relating to activities and conduct after the termination of the employment relationship between the Company and Executive shall remain in full force and effect, and be enforceable.
Termination by the Company and Compensation. In the event that during the Term (as defined in Section 12 hereof) of this Agreement the Company elects to terminate Employee’s employment for any reason other than termination for Cause as defined in Paragraph 2(a) below and such termination constitutes a Separation from Service (as defined below), then, and in that event, the Company shall pay to Employee, on the termination date, the following compensation: (i) a lump sum payment equal to 6 months salary, (ii) a pro-rata percentage of any bonus which Employee would have been eligible to receive for the year in which termination occurs, and (iii) Company shall continue the payment of premiums for hospitalization and major medical insurance until the earliest to occur of the first anniversary of the termination date, the date on which Employee secures full time employment that affords equivalent medical coverage, or the date on which Employee ceases to be entitled to continuation coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”). In the event of a termination for Cause (as defined in Paragraph 2(a) below), Employee shall not be entitled to any of the above compensation or any other benefits provided for herein, and shall not be entitled to severance pay. For purposes of this Agreement, “Separation from Service” means Employee’s separation from service (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations and other guidance promulgated thereunder) with the group of employers that includes the Company and each of its “Affiliates.” For this purpose, “Affiliate” means any incorporated or unincorporated trade or business or other entity or person, other than the Company, that along with the Company is considered a single employer under Code Section 414(b) or Code Section 414(c), but (i) in applying Code Section 1563(a)(1), (2), and (3) for the purposes of determining a controlled group of corporations under Code Section 414(b), the phrase “at least 50 percent” shall be used instead of the phrase “at least 80 percent” in each place the phrase “at least 80 percent” appears in Code Section 1563(a)(1), (2), and (3), and (ii) in applying Treasury Regulation Section 1.414(c)-2 for the purposes of determining trades or businesses (whether or not incorporated) that are under common control for the purposes of Code section 414(c), the phrase “at least 50 percent” shall be used instead of the phrase “at least 80 percent” in each ...
