Termination Due to Executive’s Death. The Executive’s employment under this Agreement shall automatically terminate upon the death of the Executive.
Termination Due to Executive’s Death. This Agreement will terminate immediately upon Executive’s death and the Company shall not have any further liability or obligation to Executive, Executive’s executors, heirs, assigns or any other person claiming under or through Executive’s estate, except that Executive’s estate shall receive any Accrued Obligations. In addition, Executive’s estate shall be entitled to accelerated vesting of the portion of the Grant and Options that would have otherwise vested during the twelve (12) months period following such termination.
Termination Due to Executive’s Death. This Agreement will terminate automatically on the date the Executive dies. As of that date, and subject to Section 5.04[6], the Company will make the following payments to the person the Executive designates on the attached Beneficiary designation form or, with respect to any Equity Incentive, the beneficiary the Executive designates under the Stock Incentive Plan under which the award was issued (“Beneficiary”):
Termination Due to Executive’s Death. This Agreement will terminate automatically on the date the Executive dies. If all requirements of this Agreement are met (including those described in Section 7.00), as of the Executive’s date of death, and subject to Section 5.04[5], the Company will make the following payments to the beneficiary the Executive designates on a form acceptable to the Company. If the Executive has not made an effective beneficiary designation (or has revoked all beneficiary designations), these payments will be made to the Executive’s surviving spouse or, if the Executive dies without a surviving spouse, to the Executive’s estate.
Termination Due to Executive’s Death. If the Executive’s employment is terminated by reason of the Executive’s death, this Agreement shall terminate without further obligations to the Executive’s legal representatives under this Agreement, other than all of the following:
(a) The Company shall pay to the Executive’s legal representative in a lump sum in cash within 30 days after the Date of Termination the aggregate of:
(1) Executive’s Annual Base Salary through the Date of Termination to the extent not previously paid; and
(2) a Bonus, in a single lump sum in cash, equal to the Bonus, if any, that the Compensation Committee projects, reasonably and in good faith, that Executive would have received for the then-current fiscal year, computed by using the average of the Executive’s last five (5) years of bonus payments (which shall include those years in which no bonus was earned or for which bonuses may have been suspended), prorated through the Date of Termination.
(b) The Company shall pay, or commence to be paid, as applicable, to the Executive’s legal representative any compensation previously deferred by the Executive and any other non-qualified benefit plan balances to the extent not previously paid, in accordance with the terms of deferral or the other non-qualified plan, as applicable.
(c) Except as otherwise prohibited in the applicable option/incentive plans, all stock option and restricted stock awards that were outstanding immediately prior to the Date of Termination shall become fully and immediately exercisable and/or vested, as the case may be, with no further restrictions on sale or transferability other than those mandated by law, and each stock option (including already vested stock options) shall remain exercisable by Executive’s legal representative for 12 months following the Date of Termination (but in no event beyond the latest date upon which the stock option could have expired by its original terms);
(d) For one year after the Date of Termination, or such longer period as may be provided by the terms of the appropriate plan, program, practice or policy, the Company shall continue to provide those benefits to the Executive’s family that would have been provided to them in accordance with the welfare plans, programs, practices and policies described in Section 4.5 of this Agreement if the Executive’s employment had not been terminated. To the extent any of the foregoing benefits are not exempt from the requirements of Section 409A of the Internal Revenue Code, the amount ...
Termination Due to Executive’s Death. If Executive’s employment is terminated due to Executive’s death pursuant to Section 3.1(d), above, Executive shall have no further rights against the Company hereunder, except for the right to receive (i) Accrued Benefits; (ii) Health Insurance Continuation (defined below); and (iii) a share of any bonus attributable to the fiscal year of the Company during which the effective date of termination occurs determined as follows: the product of (x) the average bonuses paid or payable, including any amounts that were deferred in respect of the three (3) fiscal years immediately preceding the fiscal year in which the effective date of termination occurs and (y) a fraction, the numerator of which is the number of days completed in the fiscal year in which the effective date of termination occurs through the effective date of termination and the denominator of which is three hundred sixty-five (365) (the “Historic Pro Rata Bonus”). The Pro Rata Bonus or the Historic Pro Rata Bonus shall be paid at the same time as any such bonuses are paid to other similarly situated executives of the Company. Upon termination due to the Executive’s death, Executive shall also be entitled to a severance payment equal to fifty percent (50%) of Executive’s Base Salary payable for one (1) year following the effective date of termination pursuant to normal payroll practices. Furthermore, under this Section 3.2(b), if Executive’s termination is due to Executive’s death, all Company stock options granted to Executive shall immediately vest upon the date of Executive’s death.
Termination Due to Executive’s Death. This Agreement will terminate immediately upon the Executive's death and the Company shall not have any further liability or obligation to the Executive, the Executive’s executors, heirs, assigns or any other person claiming under or through the Executive’s estate, except as set forth in this paragraph 5(i). The Company shall pay any accrued but unpaid salary or bonuses through the date of termination to Executive’s estate. If the Executive's employment is terminated by the Company for Executive’s death in accordance with this section, the Executive’s estate shall continue to receive the Executive’s base salary and bonus, and the Company shall continue medical and dental benefits for the Executive’s family, by paying the premium for health insurance continuation coverage under COBRA for the Executive’s eligible family to the extent the Executive’s estate elects COBRA coverage (or continue to contribute the employer portion of the premium normally paid by the Company for its current employees), for the Severance Period. The Severance Period shall consist of one hundred eighty (180) days from the date on which employment actually terminates pursuant to this paragraph 5(i). Notwithstanding the foregoing, the Executive’s estate and the Executive’s family shall only become eligible for the compensation and benefits of a Severance Period if the Executive is terminated for death in accordance with this Section at any time after Six (6) months from the date the Executive commenced employment under this Agreement. The sum, if any, payable to the Executive’s estate in respect of the Severance Period shall be payable in equal monthly installments on the Fifteenth (15th) day of each month in the Severance Period. Furthermore, the obligations imposed on Executive with respect to assignment of rights to inventions or developments in this Agreement or any other agreement executed by the parties shall continue, notwithstanding the termination of the employment relationship between the parties. The salary, bonus (if any) and health insurance benefits to be provided under this paragraph 5(i) are sometimes hereinafter referred to as "Termination Compensation." The Executive’s estate and the Executive’s family shall not be entitled to any Termination Compensation unless the Executive’s estate executes and delivers to the Company after a notice of termination a release in form and substance reasonably satisfactory to the Company by which the Executive’s estate releases the Com...
Termination Due to Executive’s Death. In the event that the Executive dies during the term of this Agreement, this Agreement shall terminate as of the date of the Executive’s death. A termination due to the Executive’s death shall be treated for all severance purposes as a Termination “Without Cause,” and the Executive’s estate shall entitled to receive all of the Severance Compensation identified in Section 5(e) , provided that it complies with any applicable terms and conditions set forth in Section 5(e). The Executive’s estate shall also be entitled to receive any accrued but unpaid salary and bonuses, any accrued but unpaid vacation, and to be reimbursed for any reimbursable expenses that have not been reimbursed prior to such termination.
Termination Due to Executive’s Death. Executive’s employment under this Agreement will terminate immediately upon the Executive’s death, and the Company shall not have any further liability or obligation to the Executive, his executors, heirs, assigns or any other person claiming under or through his estate, except that the Executive’s estate shall receive any accrued but unpaid salary or bonuses, and the Company shall provide severance pay to the Executive’s estate in an amount equal to one-half of his then-current annual Total Cash Compensation (i.e., six months of severance). Any severance pay shall be payable in accordance with the Company’s normal payroll schedule, as if the Executive’s employment had continued during the six (6) months subsequent to the Executive’s death.
Termination Due to Executive’s Death. Executive’s employment under this Agreement will terminate immediately upon the Executive's death, and the Company shall not have any further liability or obligation to the Executive, his executors, heirs, assigns or any other person claiming under or through his estate, except that the Executive’s estate shall receive any Accrued Current Compensation, and the Company shall provide severance pay to the Executive’s estate in an amount equal to one-half of his then-current annual Total Cash Compensation. For purposes of determining severance pursuant to this Section 5(g), the Total Cash Compensation shall be calculated based on the Executive’s current Base Salary as of the effective date of his death, and the full Target Annual Bonus for the relevant year. Any severance pay shall be paid in a lump sum within ninety (90) days after the Executive’s death. If the Executive’s employment is terminated upon his death, the vesting period shall be accelerated for all of Executive’s Award Shares awarded to Executive pursuant to any Plan, such that any then-unvested Award Shares awarded to Executive shall become fully vested effective as of his date of death and shall be exercisable thereafter in accordance with the terms of the applicable award agreement. At the Company’s discretion, the Company shall have the option to provide for payment of the cash severance pay called for under this Section 5(g) by means of a life insurance policy owned by the Company on the Executive’s life, and the Executive agrees to take all steps reasonably necessary to fulfill any underwriting requirements in order for the Company to obtain such life insurance policy. Any death benefit payment from such policy to the Executive’s estate or designated beneficiary shall offset, and not be paid in duplication of, the cash severance amount described in this Section 5(g).
