Benefits Payable Sample Clauses
Benefits Payable. Subject to SECTIONS 9(b) and 9(c) below, if Executive experiences a Qualifying Termination, then the Company shall provide Executive all of the following severance benefits (“SEVERANCE BENEFITS”):
(i) The Company shall pay to Executive each of the following:
(A) The amounts specified in SECTION 8(a) and SECTION 8(b).
(B) Three times Executive’s Base Salary in effect upon the date of the Qualifying Termination or, if greater, three times Executive’s Base Salary in effect immediately prior to the occurrence of the Change of Control.
(C) Three times Executive’s highest annual cash bonus.
(D) Payment or reimbursement (at Executive’s option) for outplacement services of a scope and nature customary for executives holding comparable positions and provided by a nationally-recognized outplacement firm of Executive’s selection, for a period of up to two years commencing on the date of Executive’s Qualifying Termination. Notwithstanding the foregoing, the aggregate amount of such reimbursement shall not exceed 25% of Executive’s Base Salary as of the date of the Qualifying Termination.
(E) All other compensation and benefits to which Executive has a vested right on the date of the Qualifying Termination, except to the extent Executive elects to receive payment of such compensation at a later date.
(ii) Except as otherwise provided in this SECTION 9(a)(ii), the Company shall continue Executive’s group health plan coverage (at the same cost to Executive and at the same coverage level in effect on the date of the Qualifying Termination) for 36 months from the date of the Qualifying Termination (the “CONTINUATION PERIOD”). The maximum required period under COBRA shall run concurrently with the Continuation Period. If Executive becomes eligible for any other substantially similar group health coverage during the Continuation Period, then the continued group health plan coverage provided by the Company pursuant to this SECTION 9(a)(ii) shall terminate, to the extent COBRA permits such termination.
(iii) Subject to the terms and conditions of the 2003 Incentive Plan (or the applicable predecessor or successor plan) and subject to the terms and conditions of the underlying stock option agreement and/or restricted stock agreement, each stock option and restricted stock award that is unvested on Executive’s termination date shall fully vest on Executive’s termination date. Further, each stock option that Executive holds on Executive’s termination date shall remain exercisable...
Benefits Payable. Notwithstanding anything in this Agreement to the contrary, Employee shall be entitled to the termination benefits set forth below, if this Agreement is terminated by a "Triggering Event." The benefits set forth below shall be in addition to any other benefits which may have accrued to Employee during the term of employment; provided, however, the provisions regarding direct severance pay shall be exclusive and shall replace any other rights of Employee to direct severance payments as set forth in Section 5.
Benefits Payable. Subject to the terms of this Section 10(a), in the event of the occurrence of a “Change in Control” (defined below), and, within the twenty-four (24) month period beginning on such Change in Control, Executive’s employment shall be involuntarily terminated for any reason other than for death or cause or Executive terminates Executive’s employment due to (i) suffering a material reduction in authority, duties, responsibilities or reporting level; (ii) suffering a reduction in Base Salary and annual incentive compensation at target by ten percent (10%) or more, (iii) being required to relocate from the regular assigned work place by more than fifty (50) miles from Executive’s regular assigned work place, or (iv) Good Reason subject to any applicable limitation under Section 20, the Company shall pay to Executive, within thirty (30) days after such termination of employment following such Change in Control that gives rise to the payment due hereunder, a lump sum payment, in cash, equal to (A) plus (B) where (A) is three (3) times the sum of (x) Executive’s annual Base Salary as in effect immediately prior to the Change in Control and (y) Executive’s Average Annual Bonus (defined below) and (B) is any benefit that may be payable under the annual incentive plan described in Section 5 based on performance achieved (in the current measurement period of such plan in which Executive’s employment with the Company terminates following a Change in Control) as of the date on which Executive’s employment with the Company terminates following a Change in Control multiplied by a fraction the numerator of which is the number of days on which days Executive was employed by the Company in the current measurement period and the denominator of which is the total number of days in the current measurement period. Also, Executive shall be entitled to such benefits as may be available pursuant to the terms of any benefit or similar plans, policies or programs (described in Section 6) in which Executive was participating at the time of such termination of Executive’s employment as described in the immediately preceding sentence; provided, however, during the affected portion of the remaining Term of this Agreement, the Company shall reimburse the Executive for premiums or other costs for COBRA Coverage; and provided, further, that the premiums or costs of COBRA Coverage shall be:
(i) incurred within the remaining Term of this Agreement;
(ii) supported by appropriate documentation i...
Benefits Payable. The amount of monthly benefits payable by the Company to the Executive during a total long term disability of the Executive shall be 66-2/3% of the amount, if any, by which the actual monthly salary he was receiving immediately prior to the commencement of his disability exceeds his maximum monthly salary as heretofore defined, provided, however, that if such actual monthly salary exceeds $12,500, then the amount of such benefits payable by the Company to the Executive shall be limited to 66-2/3% of the amount by which $12,500 exceeds his maximum monthly salary.
Benefits Payable. Any benefits becoming payable under the Plan to a Participant or Beneficiary shall be paid from the Fund and charged against the Account maintained with respect to the benefits of such Participant. No payment shall be made from the Fund to or with respect to a Participant to the extent that such payment would exceed the balance then remaining credited in the Account maintained with respect to such Participant.
Benefits Payable. In accordance with Section 12(c) of the Employment Agreement, but subject to (a) increase under Section 13 (b) of the Employment Agreement should a Change of Control (as defined in Section 13(c) of the Employment Agreement) occur within three (3) months of your termination, the ongoing obligations of which the Company hereby confirms, and (b) this Agreement not having been revoked under Section 12(f) of this Agreement, you will be entitled to receive, on the expiration of the Revocation Period (as defined in Section 12(f) of this Agreement), the following compensation, less all applicable withholdings and taxes (collectively, “Employment Agreement Severance”): (i) your Base Salary, and accrued but unpaid vacation time through the Separation Date; (ii) severance pay consisting of six (6) months of Base Salary (payable over six (6) months according to the Company’s then regular payroll schedule; (iii) payment by the Company of the first six (6) months of premium for any COBRA coverage you elect through the Company, if any; and (iv) reimbursement from the Company for expenses accrued and payable under Section 6 of the Employment Agreement. As additional consideration for this Agreement, the Company also agrees to accelerate the vesting your stock options granted September 28, 2016 so that they will be fully vested as of November 14, 2017, provided, however, that such stock options will not be exercisable if this Agreement has been revoked by you under Section 12(f) of this Agreement. Such accelerations of vesting and the Employment Agreement Severance are referred to collectively herein as the “Severance Consideration”). You and the Company agree that there are no other vested accrued benefits to which you are currently entitled under any agreement between you and the Company, or any applicable Company plans, programs, policies or arrangements. In order to be eligible to receive the Severance Consideration, a properly executed Agreement must be received by ▇▇▇▇▇ ▇▇▇▇▇▇, Senior Vice President, Human Resources, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, 913.234.3387 (facsimile), on or before December 7, 2017 and Employee must not revoke this Agreement as set out in Section 12(f) of this Agreement. Payment of the Employment Agreement Severance will be made in equal installments on the Company’s regularly scheduled payroll periods, and shall be made after the expiration of the Revocation Period (as defined in Section 12(f) of this Agreement)....
Benefits Payable. Benefits payable to eligible survivors shall cease:
Benefits Payable. Benefits payable to the Executive, or to the Executive's Beneficiaries shall be determined based on the terms of the Plan and the terms of this Agreement. Any benefit payable is subject to the vesting provisions of Section 3 of this Agreement.
Benefits Payable. In exchange for this Agreement, the Company will provide me with: Separation Pay of 65 weeks' base pay, calculated at an annual rate of $450,000 (reduced for all applicable withholding taxes). This Separation Pay will be made in the form of salary continuation payments and will be paid on regular company paydays. Payments will commence the first payday as soon as administratively possible after this Agreement has been fully executed and received by the Corporate Human Resources Department and the 7 day revocation period described below has expired without my having revoked my acceptance. However, for purposes of this paragraph, any payments to me made by Charter or a subsidiary at the rate set out above for periods of time after January 28, 2005 but before I sign this Agreement will be credited against the 65 weeks of Separation Pay outlined above, even if those payments are made before I sign this Agreement, or before the 7 day revocation period has expired and the payments are scheduled to commence hereunder. The first Separation Payment may exceed a full pay period, as it will cover the period from my Separation Date (which is defined below) through the date of the first payment. Subsequent payments, if any, will cover full pay periods or a partial pay period to cover the unpaid balance. The period of time from my Separation Date through the date of my last Separation Payment will be called the Severance Period and will start on January 31, 2005 and end on April 28, 2006. The total amount to be paid pursuant to this paragraph, including payments made to me by Charter or a subsidiary before I sign and deliver this Agreement and/or before expiration of the 7 day revocation period for periods of time after January 28, 2005, shall not exceed the gross amount of $562,500.25 in the aggregate. If I wish to continue medical, dental, prescription or vision benefits coverage after my Separation Date, I must elect COBRA coverage and make timely payments in accordance with the terms outlined in the COBRA notice, which the Company will issue to me. I will receive a one-time payment of $10,347.00 (net after deduction of taxes and other required withholdings), which I may use to cover the COBRA payments or for any other purpose. I may keep this payment regardless of whether I elect COBRA coverage. This payment will satisfy Charter's obligations under this paragraph (a) (ii). My flexible spending account will continue during the Severance Period to the extent authorize...
Benefits Payable. The Plan shall not be required to determine the existence of any Other Agreement or amount of benefits payable under any Other Agreement except this Agreement. The payment of benefits under this Agreement shall be affected by the benefits payable under any and all Other Agreements only to the extent that the Plan is furnished with information relative to such Other Agreements by the Member or any other insurance company or organization or person.