Common use of Upon an Involuntary Termination Clause in Contracts

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salary. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive a severance benefit under this Agreement equal to the then current Monthly Base Salary as if Employee's employment (which shall cease on greater of a) the amount that Employee would have received under this Agreement from the date of such Involuntary Termination) had continued for termination through the full end of the Term of this Agreement. If Agreement if Employee had continued to be employed during such Involuntary Termination occurs within two years after a Change of Controlperiod, as defined computed assuming that Employee received his Annual Base Salary and an annual bonus equal to the bonus target specified on Exhibit A for each year during such period (in Employer's Change of Control Severance Planeach case prorated for any partial year), Employee shall receive a minimum of twenty-four (24or b) months the sum of the then current Monthly Employee's Annual Base Salary. Salary and the annual bonus target specified on Exhibit A. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, Employer and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx xxx or lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, after execution of a Waiver and Release Agreement, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum an amount equal to the sum of twenty-four two years annual base salary payable as follows: one year's annual base salary shall be paid within thirty (2430) months days of the then current Monthly Base Salarytermination date; the remaining one year's annual base salary shall be paid at the end of the twelve (12) month period following the termination date. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their its affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary following as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such : One Million Three Hundred Thousand ($1,300,000) Dollars per calendar year (to be prorated in the calendar year in which the Involuntary Termination occurs within two years after a Change if such termination occurs on any date other than January 1st), payable annually, monthly, or bi- weekly at the option of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salary. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and and, subject to Employee complying with his continuing obligations (including non-competition obligations), the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx or lodge any claim, demand demand, or cause of action actixx against Employer based on Involuntary Termination for any sums for Involuntary Termination monies other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand demand, or cause of action. The Plan or Employee's award agreement under the Plan shall provide that upon Involuntary Termination of the employment relationship by either Employer or Employee, the entirety of Employee's full value grant referenced in Section 2.3 shall vest immediately upon such termination of the employment relationship and Employer shall at that time buy-out Employee's vested interest in the Plan as specified in Plan or Employee's award agreement under the Plan.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive one hundred twenty-five percent (125%) of the then current Monthly Base Salary as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If Agreement and a bonus provided in Exhibit "A" for the year of termination only prorated for the actual number of months worked in the calendar year in which such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salarytermination occurs. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary compensation specified in Section 2.1, as well as unpaid Bonuses described on Exhibit "A", as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Agreement Upon an Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance PlanTermination, Employee shall receive also be entitled to all vested benefits and rights under other Enron benefits, incentive, and/or compensation plans to which Employee may be entitled through her termination and pursuant to plan documents and all other benefits that Employee may be entitled to under any other compensation plans. In the event of Involuntary Termination, the compensation specified in Section 2.1 that will be paid to Employee will be paid on a minimum of twentysemi-four (24) months monthly basis; the unpaid Bonuses described in Exhibit "A" will be paid annually and the amounts under the compensation plans will be paid in accordance with the terms and provisions of the then current Monthly Base Salaryrespective compensation plans. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action."

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary Salary, benefits and allowance continuation as if Employee's set forth in Exhibit "A" for a period of she months or until Employee has secured employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in with another Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salary. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, its Enterprises or their affiliatesentities of the Employer, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx or lodge any claim, demand or cause of action against Employer for any sums for Involuntary involuntary Termination other than those sums specified in this tin's Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the greater of a) 12 months of the then current Monthly Base Salary or b) the then current Monthly Base Salary as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salary. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.any

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, and Employee shall receive a minimum of twenty-four (24) months of continue to have his rights under the then current Monthly Base SalaryStockholders Agreement in accordance with the terms and provisions thereof. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, Employer or their its affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx xxx or lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive one hundred twenty-five percent (125%) of the then current Monthly Base Salary as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salary. Agreement Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive a severance benefit under this Agreement equal to (a) the then current Monthly Base Salary as if Employee's employment greater of (which shall cease on i) the amount that Employee would have received under this Agreement from the date of such Involuntary Termination) had continued for termination through the full end of the Term of this Agreement. If Agreement if Employee had continued to be employed during such Involuntary Termination occurs within period, computed assuming that Employee received his Annual Base Salary and an annual bonus equal to the bonus target specified on Exhibit A for each year during such period (in each case prorated for any partial year) or (ii) two years after a Change times the sum of Control, as defined in the Employee's Annual Base Salary and the annual bonus target specified on Exhibit A; plus (b) the value of unvested stock options and stock appreciation rights granted under Employer's Change of Control Severance 1992 Stock Plan, Employee shall receive a minimum or such other equity compensation plans established from time to time by Employer, based on the difference between the average closing price of twenty-four Employer's stock on the ten (2410) months trading days prior to, but not including, the date of termination and the then current Monthly Base Salarygrant price. Employee shall not be under any duty or obligation to oxxxxxxxxx xo seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, Employer and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx or lodge any claim, demand or cause of action against agaixxx Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive a severance benefit under this Agreement equal to the then current Monthly greater of a) the amount that Employee would have received under this Agreement from the date of termination through the end of the Term of this Agreement if Employee had continued to be employed during such period, computed assuming that Employee received his Annual Base Salary as and an annual bonus equal to the bonus target specified on Exhibit A for each year during such period (in each case prorated for any partial year), or b) the sum of the Employee's Annual Base Salary and the annual bonus target specified on Exhibit A. Further, in the event of Involuntary Termination, if Employee's employment (which eligibility for COBRA coverage expires, Employer shall cease on provide to Employee the date of such Involuntary Termination) had continued cost difference between COBRA coverage and a personal medical/dental policy paid by Employee for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four six (246) months of following the then current Monthly Base SalaryCOBRA coverage or until Employee's gainful employment, whichever comes first. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, Employer and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx or lodge any claim, demand or cause of action against agaixxx Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive the then current Monthly Base Salary compensation specified in Section 2.1 and an amount equal to thirty percent (30%) of the amount specified in Section 2.1 as if Employee's employment (which shall cease on the date of such Involuntary Termination) had continued for the full Term of this Agreement. If such Involuntary Termination occurs within two years after a Change of Control, as defined in Employer's Change of Control Severance Plan, Employee shall receive a minimum of twenty-four (24) months of the then current Monthly Base Salary. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx or lodge any claim, demand or cause of action against actiox xgainst Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.

Upon an Involuntary Termination. of the employment relationship by either Employer or Employee prior to the expiration of the Term, Employee shall be entitled, in consideration of Employee's continuing obligations hereunder after such termination (including, without limitation, Employee's non-competition obligations), to receive a severance benefit under this Agreement equal to (a) the then current Monthly Base Salary as if Employee's employment greater of (which shall cease on i) the amount that Employee would have received under this Agreement from the date of such Involuntary Termination) had continued for termination through the full end of the Term of this Agreement. If Agreement if Employee had continued to be employed during such Involuntary Termination occurs within period, computed assuming that Employee received his Annual Base Salary and an annual bonus equal to the bonus target specified on Exhibit A for each year during such period (in each case prorated for any partial year) or (ii) two years after a Change times the sum of Control, as defined in the Employee's Annual Base Salary and the annual bonus target specified on Exhibit A; plus (b) the value of unvested stock options and stock appreciation rights granted under Employer's Change of Control Severance 1992 Stock Plan, Employee shall receive a minimum or such other equity compensation plans established from time to time by Employer, based on the difference between the average closing price of twenty-four Employer's stock on the ten (2410) months trading days prior to, but not including, the date of termination and the then current Monthly Base Salaryxxxxx xxxxx. Employee shall not be under any duty or obligation to seek or accept other employment following Involuntary Termination and the amounts due Employee hereunder shall not be reduced or suspended if Employee accepts subsequent employment. Employee's rights under this Section 3.5 are Employee's sole and exclusive rights against Employer, Enron, or their affiliates, Employer and Employer's sole and exclusive liability to Employee under this Agreement, in contract, tort, or otherwise, for any Involuntary Termination of the employment relationship. Employee covenants not to sue xx xxx or lodge any claim, demand or cause of action against Employer for any sums for Involuntary Termination other than those sums specified in this Section 3.5. If Employee breaches this covenant, Employer shall be entitled to recover from Employee all sums expended by Employer (including costs and attorneys fees) in connection with such suit, claim, demand or cause of action.