Transition Period; Services; Compensation. Between the Transition Date and the Separation Date (the “Transition Period”), Executive shall remain employed by the Company in the role of non-executive Senior Advisor to the Company and shall provide transition services as and when reasonably requested by the Company’s Chief Executive Officer. Additionally, from and after the date hereof, Executive acknowledges and agrees that she will adhere to any agreement between Executive and the Company governing or otherwise concerning communications to internal and external stakeholders regarding the transition of Executive’s role (as contemplated hereby). During the Transition Period, the Parties acknowledge and agree that Executive’s level of services with the Company shall in no event decrease below 20% of the average level of services provided by Executive during the immediately preceding 36-month period, such that Executive does not experience a “separation from service” for purposes of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the Treasury regulations and other guidance issued thereunder (collectively, “Section 409A”). The Parties acknowledge and agree that Executive will experience a separation from service (as defined in Section 409A) on the Separation Date (the “Separation”).
Transition Period; Services; Compensation. Between May 4, 2023 and the Separation Date (the “Transition Period”), Executive shall remain employed by the Company in the role of non-executive Special Advisor to the C.F.O. to the Company and shall provide transition services as and when reasonably requested by the Company’s Senior Vice President, Chief Financial Officer, Controller and Treasurer. During the Transition Period, Executive shall devote his full business time to the Company. Unless earlier terminated in accordance with the terms hereof, Executive’s employment with the Company shall terminate on or about March 1, 2024 (Executive’s actual date of termination, the “Separation Date”). During the Transition Period, the Parties acknowledge and agree that Executive’s level of services with the Company shall in no event decrease below 20% of the average level of services provided by Executive during the immediately preceding 36-month period, such that Executive does not experience a “separation from service” for purposes of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the Treasury regulations and other guidance issued thereunder (collectively, “Section 409A”). The Parties acknowledge and agree that Executive will experience a separation from service (as defined in Section 409A) on the Separation Date.
