Payments and Other Consideration Clause Samples

Payments and Other Consideration a. In consideration of Executive's entering into and compliance with all terms of this Agreement, Rackspace agrees to pay to Executive a lump sum of $350,000.00 as severance, less applicable federal and state withholdings and ordinary payroll deductions. Executive will also receive a payment for unused earned time off (ETO). In addition, Rackspace will pay Executive the additional sum of $11,050.00 in a lump sum, less applicable federal and state withholdings and ordinary payroll deductions, which represents the estimated amount Executive may be required to pay for election of benefits under the Consolidated Omnibus Budget Reconciliation Act (COBRA) through April 15, 2012. Rackspace shall deliver the payments specified herein to Executive within thirty (30) days after the Separation Date. Executive understands that COBRA election and payments are his choice and responsibility. b. As further consideration for this Agreement, Rackspace will pay Executive what he would have earned as a bonus for the first quarter of calendar year 2011 (the “Q1 Bonus”) had he remained employed with Rackspace. This amount will be determined and paid in accordance with the terms of the non-equity incentive plan which is in effect on March 4, 2011. c. As further consideration for this Agreement, Rackspace agrees that Executive will have the right to retain all stock options that have vested and are exercisable as of April 15, 2011, under the terms of the stock option agreements entered into pursuant to the applicable stock option awards (the “Vested Options”). d. Executive will have the right to exercise his unexercised Vested Options in accordance with said stock option agreements until January 15, 2012, and Executive's right to exercise the Vested Options shall not terminate as a result of him not being a Service Provider through January 15, 2012. All other non-vested options under the stock option agreements shall terminate as of the Separation Date. The stock option agreements are hereby amended to incorporate the foregoing agreement. Executive acknowledges and understands that the extension of his exercise period may have tax and other legal implications with regard to these options, and that Executive is hereby strongly advised to seek independent legal and tax advice and counsel regarding such consequences. e. Executive acknowledges and agrees that the payments to be made hereunder shall be accepted by Executive as, and shall be considered as, payments in consideration for...

Payments and Other Consideration. 13.1 As consideration for GENTA JAGO's preliminary development efforts for the Prototype Formulation performed prior to the execution of this Agreement as referred to in Section 2.1 above, KRYPTON undertakes to pay to GENTA JAGO an initial *, payable upon execution of this Agreement. --------------- * Confidential treatment requested. The redacted material has been separately filed with the Commission. 13.2 As consideration for the License granted by GENTA JAGO to KRYPTON under this Agreement and in consideration of certain major development steps achieved hereunder, KRYPTON undertakes to pay to GENTA JAGO *. (a) upon KRYPTON's receipt of GENTA JAGO's notice referred to in Section 7.1 above; and (b) and (c) for the Final Product; and (d) for the Final Product. 13.3 The Parties agree that an * as set forth in Section 14.4 below. 13.4 Unless otherwise agreed by the Parties in writing, all payments under this Article 13. shall be made in United States Dollars and to such place or account as GENTA JAGO reasonably requests from time to time in writing.

Payments and Other Consideration. The Executive will be entitled to receive the accrued payments and benefits contemplated by Section 6.5 of the Letter Agreement in accordance with the terms of the Letter Agreement (the “Accrued Obligations”). In addition, subject to Executive’s compliance with the terms and conditions of the Letter Agreement, Executive is also entitled to receive: (a) in full satisfaction of any bonus amount contemplated in Section 6.6(b) of the Letter Agreement, payment of an amount equal to $479,167.00, to be paid in a lump sum on the first payday that occurs after the Effective Date specified in the Release (as defined in Section 3 hereof); provided, that, the Company shall have the right to seek the repayment of any amount paid pursuant to this Section 2(a) if Executive fails to comply with the provisions of Sections 8 or 9 of the Letter Agreement; (b) an aggregate cash amount equal to $1,150,000 in respect of severance pay, representing payment of 24 months of Executive’s current monthly base salary. Such aggregate amount will be divided into equal monthly portions and payable in accordance with the Company’s regular pay practices commencing on the first payday that occurs following the six-month anniversary of the Termination Date (the “Deferred Payment Date”), with such payments continuing for a period of 24 months from the Deferred Payment Date. If at any time Executive fails to comply with Sections 8 or 9 of the Letter Agreement, any remaining installments payable pursuant to this Section 2(b) shall cease; (c) long term incentives of $90,000 for Fiscal Year 2013, plus $180,000 for Fiscal Year 2014 earned under Sections 4.4 and 4.5 of the Letter Agreement, which shall be paid in a lump sum on the first payday that occurs after the Effective Date of the Release; provided, that, the Company shall have the right to seek the repayment of any amount paid pursuant to this Section 2(c) if Executive fails to comply with the provisions of Sections 7 or 8 of this Separation Agreement; (d) the vesting of 13,333 shares of Volt common stock for Fiscal Year 2013, and the vesting of 26,667 shares of Volt common stock for Fiscal Year 2014 earned under Sections 4.4 and 4.5 of the Letter Agreement, which shares shall become vested in full on the Effective Date of the Release, provided that the Release becomes effective and is not revoked; (e) in respect of the medical benefits, and consistent with Section 6.6 of the Letter Agreement, the Company will provide Executive with such med...

Payments and Other Consideration. If Employee (i) executes and does not revoke this Agreement during the revocation period described in Section 22, and (ii) continues to comply with the terms and conditions of this Agreement, and Sections 3, 4, 5, 6 and 7 of the Severance Pay Agreement, then:

Payments and Other Consideration. If Employee (I) executes and does not revoke this Agreement during the revocation period described in Section 20, (II) continues to comply with the terms and conditions of this Agreement, and Sections 3, 4, 5, 6 and 7 of the Employment Agreement, and (III) within 30 days following the Separation Date, delivers to the Company a fully executed and effective copy of the Supplemental Release of All Claims attached hereto as Exhibit B, with all periods for revocation therein having expired, then:

Payments and Other Consideration. If ▇▇▇▇▇ (a) executes this Agreement within 53 calendar days following the Termination Date and does not revoke it during the revocation period described in Section 10 hereof (the date on which such revocation period expires, the “Release Effective Date”) and (b) continues to comply with the terms and conditions of this Agreement, then the Company will make the following payments to ▇▇▇▇▇ (the “Payments”): (i) An amount in cash equal to $400,000, payable in substantially equal installments pursuant to the Company’s standard pay periods and practices, commencing on the Company’s first regularly scheduled payroll date following the Release Effective Date and ending on the first regularly scheduled payroll date following the first anniversary of the Termination Date; (ii) A lump sum cash payment equal to $220,000, payable on the first payroll date following the sixtieth (60th) day following the Termination Date; (iii) $7,921, in full satisfaction of any rights ▇▇▇▇▇ has or has had to the grant of performance-based restricted stock units made to him on February 28, 2012, payable on the date on which the first payment in Section 2(i) is made; and (iv) If ▇▇▇▇▇ elects continuation coverage under the Company’s medical plan pursuant to Part 6 of Subtitle B of Title I of the Employee Retirement Income Security Act of 1974, as amended (“COBRA”), the Company will reimburse ▇▇▇▇▇ for his COBRA payments until the earlier of (x) his eligibility for any such coverage under another employer’s or any other medical plan or (y) the date that is twelve (12) months following the Termination Date. The Company will make any such reimbursement within thirty (30) days following receipt of evidence from ▇▇▇▇▇ of the payment of the COBRA premium, which evidence shall be provided by ▇▇▇▇▇ within thirty (30) days of his payment of such COBRA premium; provided, however, that any amounts due during the 60-day period following the Termination Date shall not be paid during such 60-day period but instead shall be paid on the first regularly scheduled payroll date after such 60-day period. ▇▇▇▇▇ agrees that the period of coverage under such plan shall count against such plan’s obligation to provide continuation coverage pursuant to COBRA.

Payments and Other Consideration. Provided that: (1) Executive executes and delivers this Agreement to the Company at ▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ and does not revoke this Agreement within seven (7) days after the date on which it is signed by Executive, (2) Executive does not voluntarily resign her employment with the Company or is not terminated for “Cause” (as such term is defined in the Allergan plc 2017 Executive Severance Plan (the “Severance Plan”) so long as the basis for such “Cause” is not known to the Company as of the date hereof prior to the Termination Date and (3) Executive executes and delivers the “Second Release Agreement” attached hereto as Exhibit A (which must be signed after the Termination Date) within twenty-one (21) days of the Termination Date and does not revoke the Second Release Agreement within seven (7) days after the date on which it is signed by Executive; then in consideration for Executive’s execution of this Agreement and the Second Release Agreement, Executive will receive the payments and other consideration set forth in this paragraph 2 (collectively “the Payments”): (a) A severance payment pursuant to the terms of the Severance Plan equal to the sum of (i) 1.5 times Executive’s current base salary (1.5 x $800,000 = $1,200,000) and (ii) 1.5 times Executive’s current annual target bonus (1.5 x $825,000 = $1,237,500), in an amount totaling, $2,437,500, minus applicable tax withholdings, to be paid in a lump sum cash amount within thirty (30) days following the Termination Date, or up to fifteen (15) days later if necessary to accommodate a later effective date of the Second Release Agreement; provided that if there is an agreement providing for a “Change in Control”, as defined in the Severance Plan, approved by the board of directors of the Company and entered into on or before December 31, 2018 (“2018 Change in Control Event”), the payments set forth in (i) and (ii) above shall be supplemented by an additional payment of one (1) times Executive’s base salary ($800,000) and target bonus ($825,000), with such additional payment of $1,625,000 to be paid in a lump sum cash amount within thirty (30) days following such Change in Control, if and only if such Change of Control occurs. (b) In accordance with and subject to the terms of the Severance Plan, should Executive elect to continue coverage under COBRA, health and welfare benefit plan participation shall be continued by the Company for twenty-four (24) months (the “Benefit Continuation Period”) ...

Payments and Other Consideration. In partial consideration of the licenses, releases and other rights granted to RADVISION and its Affiliates under this Agreement, RADVISION shall pay to AVUK four million United States dollars ($4,000,000). Such payment shall be made before June 30, 2007 by electronic funds transfer to the account specified below. AVUK Account Information: Bank: [***] Address: [***] Company: Avistar Systems (UK) Limited. Address: [***] Swiss Code: [***]

Payments and Other Consideration. (a) Upon the execution of this Agreement PLAN NAME shall pay to BTE the sum of $X. PLAN NAME shall also pay the sum of $X on the anniversary of the License agreement for 2 years subsequent to the current year, provided the Agreement is still in effect as of the date a payment is due. (b) On a quarterly basis PLAN NAME shall pay to BTE the sum of $X, based on BTE Operations delivered in each market and determined by the methodology outlined in Schedule II. (c) The parties further acknowledge that PLAN NAME will become a member of the BTE Leadership Council and, in that capacity, will participate in the Council’s quarterly meetings and share its experience with the implementation of BTE programs with other BTE Participants. (d) PLAN NAME shall not use the Licensed Property on behalf of organizations other than itself and its customers.