KERP Agreement definition
Examples of KERP Agreement in a sentence
Relating to the CIC Agreement, the KERP Agreement, the Vacation Pay, and the Aerospace Lease Agreement.
To the maximum extent permitted by law, the KERP Agreement and KERP Amendment are governed by and to be construed in accordance with the laws of the State of Delaware, without regard to conflicts of law principles thereof.
In case any provision in the KERP Agreement or KERP Amendment is or is found to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions are not in any way affected or impaired thereby.
Under the terms your Key Employee Retention Bonus letter agreement with the Company dated September 1, 2017 (the “KERP Agreement”), upon your voluntary termination of employment prior to December 31, 2018 you are required to repay to the Company (i) the first installment of $437,500 previously paid to you under the KERP Agreement, and (ii) an additional penalty amount of $437,500.
Failure by either party to exercise, or any delay in exercising any right or remedy provided under the KERP Agreement or KERP Amendment or by law does not constitute a waiver of that or any other right or remedy nor will it prevent or restrict any further exercise of that or any other right or remedy.
You may not assign your rights under the KERP Agreement and this KERP Amendment other than assignment of rights upon your death.
In connection with entering into this Agreement and for the good and valuable consideration set forth herein, including the waiver of the KERP Agreement repayment obligation under Section 2 hereof, you hereby reaffirm your obligations under the Confidentiality, Non-Interference, and Invention Assignment Agreement with the Company dated August 8, 2016 (the “Non-Interference Agreement”), which shall continue in full force and effect in accordance with its terms except as provided below in this paragraph 3.
Subject to the terms and conditions of the KERP Agreement and this KERP Amendment, your right to retain the Retention Bonus and the Additional Retention Bonus will be subject to your continued employment through the end of the Retention Period as amended in this KERP Amendment.
Amounts payable under the KERP Agreement and KERP Amendment are subject to withholding for any federal, state and local income and employment taxes as required to be withheld pursuant to any applicable law or regulation.
The Company hereby waives its rights to such payments under the KERP Agreement, subject to your timely execution, delivery and non-revocation of the Release of Claims attached hereto as Exhibit A.