Common use of INVOLUNTARY TERMINATION WITHOUT CAUSE OR DISABILITY Clause in Contracts

INVOLUNTARY TERMINATION WITHOUT CAUSE OR DISABILITY. In the event that, during the term of this Agreement, the Corporation or Employing Entity terminates the Employee's employment with the AirTouch Group for any reason other than Cause or Disability, and such termination does not occur within three years after a Change in Control, then, after executing the release of claims described in Section 7(e), the Employee shall be entitled to receive the following payments and benefits: (a) Severance (1-1/2 x payment). The Corporation shall pay to the Employee in a lump sum, not less than 31 days nor more than 120 days following the date of the employment termination, an amount equal to the following: (1) One and one-half times the Employee's Base Compensation in effect on the date of the employment termination; plus (2) 150% of the target Team Award under the AirTouch Communications Short-Term Incentive Plan, for the Employee's position as of the date of the termination. Any other provision of this Agreement or of the AirTouch Communications Short-Term Incentive Plan notwithstanding, after the amount described in this Subsection (a) has been paid to the Employee, the Employee shall have no further interest in such Short-Term Incentive Plan. (b) Eighteen Months of Life Insurance and Health Plan Coverage. The coverage described in this Subsection (b) shall be provided for a "Continuation Period" beginning on the date when the employment termination is effective and ending on the earlier of (1) the 18-month anniversary of the date when the employment termination is effective or (2) the date of the Employee's death. During the Continuation Period, the Employee (and, where applicable, the Employee's dependents) shall be entitled to continue participation in the basic and supplemental group term life insurance plan and in the health care plan for employees maintained by the Employing Entity as if the Employee were still an employee of the Employing Entity, but only if the Employee does not elect any

INVOLUNTARY TERMINATION WITHOUT CAUSE OR DISABILITY. In the event that, during the term of this Agreement, the Corporation or Employing Entity terminates the Employee's employment with the AirTouch Group for any reason other than Cause or Disability, and such termination does not occur within three years after relate to a Change in Control, then, after executing the release of claims described in Section 7(e), the Employee shall be entitled to receive the following payments and benefits: (a) Severance (1-1/2 x 1/2x payment). The Corporation shall pay to the Employee in a lump sum, not less than 31 days nor more than 120 days following the date of the employment termination, an amount equal to the following: (1) One and one-half times the Employee's Base Compensation in effect on the date of the employment termination; plus (2) 150% of the target Team Award under the AirTouch Communications Short-Term Incentive Plan, for the Employee's position as of the date of the termination. Any other provision of this Agreement or of the AirTouch Communications Short-Term Incentive Plan notwithstanding, after the amount described in this Subsection (a) has been paid to the Employee, the Employee shall have no not be entitled to any further interest in payment of Team Award under such Short-Term Incentive Plan. (b) Eighteen Months months of Life Insurance and Health Plan Coverage. The coverage described in this Subsection (b) shall be provided for a "Continuation Period" beginning on the date when the employment termination is effective and ending on the earlier of (1) the 18-month anniversary of the date when the employment termination is effective or (2) the date of the Employee's death. During the Continuation Period, the Employee (and, where applicable, the Employee's dependents) shall be entitled to continue participation in the basic and supplemental group term life insurance plan and in the health care plan for employees maintained by the Employing Entity as if the Employee were still an employee of the Employing Entity, but only if the Employee does not elect anyany continuation coverage under Part 6 of Title I of the Employee Retirement Income Security Act of 1974, as amended. Where applicable, the Employee's compensation for purposes of such plans shall be deemed to be equal to the Employee's compensation (as defined in such plans) in effect on the date of the employment termination. To the extent that the Corporation finds it undesirable to cover the Employee under the group life insurance and health plans of the AirTouch Group, the Corporation shall provide the Employee (at its own expense) with the same level of coverage under individual policies.