Common use of Timing of Severance Payments and Benefits Clause in Contracts

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth in Sections 5(a)(B), (C), (D), (E), and (F) and Sections 5(d)(A), (B), (C) and (D), shall be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five (45) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B) and (D) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) shall be made, provided, or commenced, as applicable, on the forty-fifth (45th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of Termination. Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the payments described in Sections 5(a) through (d) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment and shall be in lieu of any other such payments under any plan, program, policy or other arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(d) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth in Sections 5(a)(B), (C), (D), (E), and (F) and Sections 5(d)(A), (B), (C) and (D), shall be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five (45) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B) and (D) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) shall be made, provided, or commenced, as applicable, on the forty-fifth (45th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of Termination. Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the payments described in Sections 5(a) through (d) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment and shall be in lieu of any other such payments under any plan, program, policy or other arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(d(d) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth in Sections 5(a)(B), (C), ) and (D), (E), and (F) and Sections 5(d)(A), (B), and (C) and (D), shall be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five (45) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B) and (D) and Section 5(d)(B) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) and Section 5(d)(A) shall be made, provided, or commenced, as applicable, on the forty-fifth (45th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) and Section 5(d)(A) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of Termination. Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the The payments described in Sections 5(a) through (d) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment and shall be in lieu of any other such payments under any plan, program, policy or other arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(d) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth Section 3(b)(ii) if paid in connection with the Executive’s termination of employment, in Sections 5(a)(B), (C), (D), (E), and (F) and Sections 5(d)(A5(c)(A), (B), (C) and (D), shall shall, except in the case of a Termination based on death, be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five (45) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B5(c)(B) and (D) (except, under Sections 5(a)(F) and 5(c)(D), respecting the RSUs and other equity awards subject to Section 409A of the Internal Revenue Code, as amended, (“Code”)) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Section 3(b)(ii) if paid in connection with Executive’s termination of employment, in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C), and under Sections 5(a)(F) and 5(c)(D), respecting the RSUs and other equity awards subject to Section 409A of the Code shall be made, provided, or commenced, as applicable, on the forty-fifth (45th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Section 3(b)(ii) if paid in connection with Executive’s termination of employment, Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of TerminationTermination (or any earlier date of the Executive’s death) (including with the first such payment of amounts payable via installments a lump sum make-up payment, for amounts that otherwise would have been paid during such six (6) month period but for such required delay under Section 409A(a)(2)(B)(i), for the period from the Date of Termination to the date of payment). Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the payments described in Sections 5(a) through (d) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment and shall be in lieu of any other such payments under any plan, program, policy or other arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise, and such payments shall not be offset by any future employment or other compensation for services. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(d) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth in Sections 5(a)(B), (C), (D), (E), and (F) and Sections 5(d)(A), (B), (C) and (D5(a)(B)-(D), shall be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five sixty (4560) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B) and (D5(a)(B)-(D) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C5(a)(B)-(D) shall be made, provided, or commenced, as applicable, on the forty-fifth sixtieth (45th60th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C5(a)(B)-(D) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of TerminationTermination unless such payments can be made, provided, or commence on the 60th day after the Date of Termination without violating Section 409A (as defined below). Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the The payments described in Sections 5(a) through (d5(a)(B)-(D) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment as described in Section 5(a), and shall be in lieu of any other such payments under any severance plan, program, policy or other severance arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(dSection 5(b) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth in Sections 5(a)(B), (C), (D), (E), and (F) and Sections 5(d)(A), (B), (C) and (D5(a)(B)-(D), shall be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five (45) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B) and (D5(a)(B)-(D) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C5(a)(B)-(D) shall be made, provided, or commenced, as applicable, on the forty-fifth (45th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A) and (C5(a)(B)-(D) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of TerminationTermination unless such payments can be made, provided, or commence on the 45th day after the Date of Termination without violating Section 409A (as defined below). Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the The payments described in Sections 5(a) through (d5(a)(B)-(D) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment as described in Section 5(a), and shall be in lieu of any other such payments under any severance plan, program, policy or other severance arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(dSection 5(b) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.

Timing of Severance Payments and Benefits. The Company’s obligations to make the payments, or otherwise perform, as set forth in Sections 5(a)(B), (C), (D), (E), and (F) and Sections 5(d)(A5(c)(A), (B), (C) and (D), shall shall, except in the case of a Termination based on death, be conditioned upon: (i) the Executive’s continued compliance with his obligations under Section 6 and (ii) the Executive’s execution, delivery and non-revocation of a valid and enforceable general release of claims against the Company and its affiliates in the form attached hereto as Exhibit A (the “Release”) within forty-five (45) days after the Executive’s Date of Termination. The payments and benefits described in Sections 5(a)(A), (D), and (F) and Sections 5(d)(B5(c)(B) and (D) shall be made, provided, or commenced, as applicable, promptly after the Date of Termination, provided that that, except in the case of 5(a)(A), the Executive has executed and delivered the Release, and the Release has become irrevocable by such date. If no stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A5(c)(A) and (C) shall be made, provided, or commenced, as applicable, on the forty-fifth (45th) day after the Date of Termination. If stock of the Company is publicly traded on an established securities market or otherwise on the Date of Termination, the payments and benefits described in Sections 5(a)(B), (C), and (E) and Sections 5(d)(A5(c)(A) and (C) shall be made, provided, or commenced, as applicable, upon the day following the day that is six (6) months after the Date of Termination. Except for any payments made pursuant to the Company’s Senior Executive Bonus Pool Program, the payments described in Sections 5(a) through (dc) shall constitute the exclusive payments in the nature of severance or termination pay which shall be due to the Executive upon a termination of employment and shall be in lieu of any other such payments under any plan, program, policy or other arrangement of the Company or any affiliate. The Executive shall have no obligation to mitigate any amounts payable or arrangements made under any provision of this Agreement, whether by seeking employment or otherwise. If the Executive dies during the period between the Date of Termination and the date on which the payments and benefits described in Sections 5(a) and 5(dthrough 5(c) are due to be paid, all such payments and benefits shall be paid to the personal representative of the Executive’s estate.