Continued Payments. Subject to the effectiveness of the Release, the Company shall continue to pay the Executive’s Base Salary during the eighteen (18) month period following the Transition Date, at the current annual rate of $540,000 payable in accordance with the Company’s payroll schedule (with such payments to commence on the first Company payroll date which occurs on or following the 61st day following the Transition Date (the “Payment Commencement Date”) and with any payments which would otherwise have been payable during such 61 day period being paid on the Payment Commencement Date. In addition (also subject to the effectiveness of the Release), the Company shall pay to the Executive an amount equal to one and one half times her Target Bonus (as defined in the Employment Agreement) based upon the average percentage of achievement of target objectives for the prior three (3) years, which amount shall be payable in eighteen (18) equal monthly payments (commencing on the Payment Commencement Date and with any payments which would otherwise have been payable during such 61 day period being paid on the Payment Commencement Date). For the avoidance of doubt, the aggregate gross amount payable pursuant to the preceding sentence is agreed to be $420,390. In addition, the Company will continue to reimburse the Executive for her international calling plan charges in accordance with past practice, through January, 2017.
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Sources: Retirement and Consulting Agreement, Retirement and Consulting Agreement (Cempra, Inc.)