Termination Other than for Cause; Termination for Good Reason. If the Executive’s Termination Date occurs during the Agreement Term and is a result of the Executive’s termination of employment (i) by the Company for any reason other than Cause (and is not on account of the Executive’s death, disability, the Executive’s voluntary resignation, or the mutual agreement of the parties or otherwise as pursuant to paragraph 5(d)), or (ii) by the Executive for Good Reason, the Executive shall be entitled to the following payments and benefits:
Termination Other than for Cause; Termination for Good Reason. If Executive’s employment is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Company shall provide Executive the following benefits:
Termination Other than for Cause; Termination for Good Reason. (i) If the Company terminates Executive’s employment pursuant to Paragraph 7(b) above or Executive terminates his employment with the Company for Good Reason, in both cases prior to a Change in Control of the Company or at any time other than within the two (2) years immediately following a Change in Control, then in lieu of any benefits payable pursuant to the Company’s Executive Severance Policy (so long as the compensation and benefits payable hereunder equal or exceed those payable under said Policy) and in complete satisfaction and discharge of all of its obligations to Executive hereunder (other than obligations that arise under Paragraphs 9 or 10 hereof), the Company shall, while Executive is not in breach of the provisions of Paragraph 6 hereof; provided any such suspended payments and/or benefits shall resume once any such breach has been cured,
Termination Other than for Cause; Termination for Good Reason. (a) If Executive's employment is terminated (i) by the Company other than for Cause (as defined in this Section 6.1) or (ii) by executive for Good Reason (as defined in this Section 6.1) prior to the Termination Date, Executive shall receive a severance payment equal to two (2) times the sum of (i) the base Salary in effect immediately prior to the event giving rise to such termination and (ii) the Bonus earned, if any, for the fiscal year immediately preceding the fiscal year in which the event giving rise to such termination occurs. The severance payment shall be payable over a period of two (2) years in accordance with the ordinary payroll practices of the Company, but no less frequently than semi-monthly following such termination of employment. In addition, the Company shall pay to Executive (i) any earned but unpaid Bonus of Executive with respect to the fiscal year preceding this termination and (ii) any earned but unpaid Bonus of Executive with respect to the fiscal year in which his termination occurs, multiplied by a fraction, the numerator of which is the number of days during such fiscal year that Executive was employed by the Company, and the denominator of which is 365.
Termination Other than for Cause; Termination for Good Reason. In the event Executive’s employment is terminated by the Company in a Termination Other Than for Cause, or by Executive in a Termination for Good Reason, Executive will be paid as severance pay an amount equal to sixty percent (60%) of Executive’s Base Salary for the period commencing on the date that Executive’s employment is terminated and ending on the Termination Date, on the dates specified in Section 3.1 for payment of Executive’s then current Base Salary.
Termination Other than for Cause; Termination for Good Reason. If the Employee's employment is terminated by the Company other than for Cause, or if Employee shall terminate his employment for Good Reason, then Employee shall be entitled to receive, within thirty (30) days of termination, a lump sum payment equal to the sum of his annualized base salary in the year of termination and profit sharing bonus (as calculated below) for the greater of (i) the balance of the Initial Term, or (ii) for three (3) years, plus all accrued and unpaid benefits (including the awarding of any shares of restricted stock that have not yet been awarded under Paragraph 3(b) hereof) that Employee would have earned or accrued during such period had his employment not been so terminated (including years of service and participation for such period under the Executive Benefit Plan) to the extent permitted by law or under the terms of any qualified welfare or pension plan (collectively, the "Severance Payment"). The Employee's profit sharing bonus for purposes of this Paragraph 5(c) shall be calculated by applying the average of the two highest percentages used to calculate the amounts earned by Employee under the Incentive Plan in any of the five (5) immediately preceding years.
Termination Other than for Cause; Termination for Good Reason i) If the Company terminates Executive's employment pursuant to Paragraph 8(b) above or Executive terminates his employment with the Company for Good Reason in both cases prior to a Change in Control of the Company or at any time other than within the two (2) years immediately following a Change in Control, then in lieu of any benefits payable pursuant to the Company's Executive Severance Policy (so long as the compensation and benefits payable hereunder equal or exceed those payable under said Policy) and in complete satisfaction and discharge of all of its obligations to Executive hereunder (other than obligations that arise under Paragraphs 10 or 11 hereof), the Company shall, while Executive is not in breach of the provisions of Paragraph 7 hereof; provided any such suspended payments and/or benefits shall resume once any such breach has been cured, (A) continue Executive's then base salary, without increase, for the remainder of the Term of this Agreement but in no event for a period of less than two years following such termination of employment (such greater of the remainder of the Term or two (2) years shall be referred to as the "Severance Period"), (B) continue Executive's incentive award compensation under the terms of the Company's MIP for each fiscal year ending with or within the Severance Period, such MIP awards to be equal, in each case, to 100% of Executive's Individual Target Award existing at the time of his termination of employment, (C) provide Executive with lifetime (x) coverage under the Company's Executive Medical Plan and financial counseling program and (y) office space and secretarial support services as may be suitable and adequate for Executive's needs, (D) continue Executive's participation in the Deferred Compensation Administration Plan II, and Executive's automobile allowance for the Severance Period, (E) subject to the express special forfeiture and repayment provisions of the respective plans (or the terms and conditions applicable thereto), continue the accrual and vesting of Executive's rights, benefits and existing awards for the Severance Period for purposes of the EBRP and ESBP (with Executive's benefits, for purposes of those two plans only, calculated on the basis of Executive receiving (x) Approved Retirement (as defined in the EBRP) commencing on the expiration of this Agreement and, (y) with respect to the EBRP, a benefit calculated at the maximum level of 60% of Average Final Compensation (as defined in the EB...
Termination Other than for Cause; Termination for Good Reason. Non-Renewal of the Term. lf either (i) during the Term, (A) the Company terminates the Executive’s employment, for any reason other than for Cause, death or Disability, or (B) the Executive terminates his employment for Good Reason, or (ii) the Executive terminates his employment at the end of the Term and the Company has previously given notice to the Executive that the Term will not be extended, then the Company shall pay the amounts and provide the benefits, subject to and in accordance with Section 5(e) hereof, in each case as set forth in paragraphs A through F below.
Termination Other than for Cause; Termination for Good Reason. Subject to Section 5 below, if Executive’s employment is subject to a Termination other than during a Covered Period, then, in addition to the Minimum Benefits, the Company shall provide Executive the following benefits: (i) On the first regularly-scheduled payroll date following the 45th day following the Termination Date, Executive shall commence receiving the Severance Amount (less any amount described in Section 4(c)(ii)), with such amount to be paid in 24 substantially equal monthly installments, with each successive payment being due on the monthly anniversary of the Termination Date, or the next regularly scheduled payroll dates following such dates. (ii) To the extent any portion of the Severance Amount exceeds the “safe harbor” amount described in Treasury Regulation Section 1.409A-1(b)(9)(iii)(A), Executive shall receive such portion of the Severance Amount that exceeds the “safe harbor” amount in a single lump sum payment payable on the first regularly-scheduled payroll date following the 45th day following the Termination Date. (iii) Executive (and Executive’s dependents, as may be applicable) shall be entitled to the benefits described in Section 4(e). (iv) Any equity awards granted to Executive by the Company that are subject to vesting, performance, or target requirements shall be treated as having satisfied all service-based vesting requirements, and performance–based vesting requirements shall be based upon actual Company performance for the applicable periods and settled thereafter as if Executive had continued service through the end of the applicable performance period (without proration for duration of employment), and with such vesting to be no less than as otherwise provided in the applicable plan and award agreements. (v) Any Company contributions made pursuant to the Deferred Compensation Plan that are subject to vesting requirements shall be treated as having satisfied such vesting requirements. (d)
