Severance and Change in Control Benefits Sample Clauses
Severance and Change in Control Benefits. The Committee has designated you a participant in the Company’s Executive Change in Control and Severance Plan (the “Policy”), attached as Exhibit A to this Agreement. As a participant in the Policy, you will be eligible to receive severance payments and benefits upon certain qualifying terminations of your Employment as set forth in Exhibit B to this Agreement (the “Participation Terms”), subject to the terms and conditions of the Policy. By signing this Agreement, you agree that this Agreement, the Policy, and the Participation Terms constitute the entire agreement between you and the Company regarding the subject matter of this paragraph and supersede in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied), and specifically supersede any severance and/or change of control provisions of any offer letter, employment agreement, or equity award agreement entered into between you and the Company. For the avoidance of doubt, all other terms of any equity awards granted to you by the Company will remain in effect.
Severance and Change in Control Benefits. If the Employee's employment is terminated by the Company for any reason other than Cause (as defined below) or if the Employee terminates his employment for Good Reason (as defined below), the Company shall provide Employee with the following: (a) A lump sum payment payable within 60 days following Employee's termination date equal to twelve (12) months of Employee's base salary in effect at the time of such termination, or immediately prior to the event that serves as the basis for termination for Good Reason;
Severance and Change in Control Benefits. You will be eligible to participate in the Company’s Executive Change in Control and Severance Plan (the “Policy”), attached as Attachment A to this Agreement based on your senior position within the Company. As a participant in the Policy, you will be eligible to receive severance payments and benefits upon certain qualifying terminations of your Employment as set forth in Attachment A of this Agreement (the “Participation Terms”), subject to the terms and conditions of the Policy. By signing this Agreement, you agree that this Agreement, the Policy (as it may be amended or terminated from time to time in accordance with its terms), and the Participation Terms constitute the entire agreement between you and the Company regarding the subject matter of this paragraph and supersede in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied).
Severance and Change in Control Benefits. You will be eligible to participate in the Company’s Executive Change in Control and Severance Plan (the “Policy”), attached as Attachment A to this Agreement based on your senior position within the Company. As a participant in the Policy, you will be eligible to receive severance payments and benefits upon certain qualifying terminations of your Employment as set forth in Attachment A of this Agreement (the “Participation Terms”), subject to the terms and conditions of the Policy. By signing this Agreement, you agree that this Agreement, the Policy (as it may be amended or terminated from time to time in accordance with its terms), and the Participation Terms constitute the entire agreement between you and the Company regarding the subject matter of this paragraph and supersede in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied). Pursuant and subject to the Policy and Participation Terms, if, during the period beginning on the date that is three (3) months prior to a Change in Control (as defined in Section 2.4 of the Policy) and ending on the date that is twelve (12) months following a Change in Control (the “Change in Control Period”), either (a) you terminate your Employment with the Company (or any parent or subsidiary of the Company) for Good Reason (as defined in Section 2.14 of the Policy, provided that Section 2.14(c) of the Policy also shall apply outside of a Change in Control Period), or (b) the Company (or any parent or subsidiary of the Company) terminates your Employment for a reason other than (x) Cause (as defined in Section 2.3 of the Policy), or (y) your death or Disability (as defined in Section 2.10 of the Policy) (in either case, an “Involuntary Termination”), you will become eligible to receive the following severance payments and benefits (subject to all of the terms and conditions of the Policy): • a lump sum payment equal to eighteen (18) months of Base Salary;
• a lump sum payment equal to one hundred and fifty percent (150%) of your target annual bonus for the year of termination; • any earned but unpaid bonus for the year prior to the year of termination;
(a) one hundred percent (100%) acceleration of unvested time-based equity awards (including performance-based awards for which the applicable goals were achieved prior to termination, but excluding performance-based awards for which the applicable goals have not been satisfied), and...
Severance and Change in Control Benefits. The Company’s Board of Directors or an authorized committee thereof has designated you a participant in the Company’s Executive Change in Control and Severance Plan (the “Policy”), attached as Attachment A to this Agreement. As a participant in the Policy, you will be eligible to receive severance payments and benefits upon certain qualifying terminations of your Employment as set forth in Attachment B to this Agreement (the “Participation Terms”), subject to the terms and conditions of the Policy. By signing this Agreement, you agree that this Agreement, the Policy, and the Participation Terms constitute the entire agreement between you and the Company regarding the subject matter of this paragraph and supersede in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied), and specifically supersede any severance and/or change of control provisions of any offer letter, employment agreement, or equity award agreement entered into between you and the Company. For the avoidance of doubt, all other terms of any equity awards granted to you by the Company will remain in effect.
Severance and Change in Control Benefits. You are entitled to participate in the Xxxx Elkay Water Solutions Corporation Executive Severance Plan, as in effect on the date of this Letter Agreement (the “Severance Plan”), and the Xxxx Elkay Water Solutions Corporation Executive Change in Control Plan, as in effect on the date of this Letter Agreement (the “Change in Control Plan”), upon the terms and conditions of such plans as in effect on the date of this Letter Agreement, except as otherwise provided below.
Severance and Change in Control Benefits. You remain eligible to participate in the Company’s Executive Change in Control and Severance Plan (the “CIC Policy”) and, as of the Effective Date, you continue to be a Participant per Attachment A to this Agreement. As a participant in the CIC Policy, you will be eligible to receive severance payments and benefits upon certain qualifying terminations of your Employment as set forth in Attachment A to this Agreement (the “Participation Terms”), subject to the terms and conditions of the Policy. By signing this Agreement, you agree that this Agreement, the CIC Policy (as it may be amended or terminated from time to time), and the Participation Terms constitute the entire agreement between you and the Company regarding the subject matter of this paragraph and supersede in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied).
Severance and Change in Control Benefits. 4.1 Term Limitation for Severance and Change in Control Benefits. The term for the Severance Benefits and Change in Control Benefits provided for in this Article IV herein shall commence on the Effective Date and shall continue until March 31, 2016 (the “Expiration Date”). If this Article IV is not amended or renewed by the Compensation Committee of the Company’s Board prior to the Expiration Date, this Article IV (including Executive’s right to receive the Severance Benefits and Change in Control Benefits contained herein), shall terminate 658451 v2/SD
4.2 Severance Benefits In Event of Involuntary Termination Without Cause Unrelated to Change in Control. If: (i) Executive’s employment terminates due to an Involuntarily Termination Without Cause (and other than as a result of Executive’s death or disability) at any time except during the Change in Control Period, (ii) such termination constitutes a “separation from service” (within the meaning of Treasury Regulation Section 1.409A-1(h)), (iii) Executive signs and allows to become effective a general release of all known and unknown claims in the form and substance acceptable to the Company within sixty (60) days after the Termination Date, and (iv) Executive fully complies with Executive’s continuing fiduciary, statutory and material contractual obligations to the Company (with a 30-day opportunity to cure after notice of any such non-compliance if Executive has not, unless such non-compliance is not capable of being cured); then the Company shall provide Executive with the following severance benefits (the “Severance Benefits”):
Severance and Change in Control Benefits. You will be entitled to severance and change in control benefits as set forth in Exhibit A attached hereto. By signing this employment letter, you agree that Exhibit A shall be the only agreement between you and the Company regarding any change in control or severance payments or benefits to be paid to you on account of a termination of employment, whether unrelated to, concurrent with, or following, a change in control. Accordingly, you hereby forfeit and waive any rights to any severance or change in control benefits set forth in any employment agreement, offer letter, and/or equity award agreement, except as set forth in Exhibit A.