Common use of Termination Upon Death or Total Disability Clause in Contracts

Termination Upon Death or Total Disability. Executive’s employment hereunder shall terminate automatically upon Executive’s death and the Corporation may terminate Executive’s employment on account of Executive’s Total Disability. In the event of termination pursuant to the preceding sentence, the Corporation shall pay to Executive, or any person designated by Executive in writing or, if no such person is designated, to his estate, (a) the Base Salary and Bonus which has been earned but unpaid, (b) reimbursement for unreimbursed business expenses properly incurred by Executive (which shall be subject to and paid in accordance with the Corporation’s expenses reimbursement policy), and (c) such employee benefits (including equity compensation), if any, to which Executive may be entitled under the Corporation’s Employee Benefit Plans and programs as of the Termination Date; provided that, in no event shall Executive be entitled to any payments in the nature of severance or termination payments except as specifically provided herein ((a) – (c) collectively, the “Accrued Amounts”). As used herein, the term “Total Disability” shall mean that Executive is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or which has lasted, or can be expected to last, for a continuous period of not less than one year.