Payments Upon Termination Without Cause or Resignation for Good Reason Sample Clauses

Payments Upon Termination Without Cause or Resignation for Good Reason. In the event that the Executive’s employment is terminated by the Company without Cause or the Executive resigns for Good Reason, then the Company shall pay or provide to the Executive or the Executive’s estate: (i) the Accrued Obligations; (ii) salary continuation during nine (9) month severance period beginning on the Termination Date (or such later date as required by Section 4.5) in accordance with the Company’s normal payroll practices; and (iii) subject to Executive’s election to receive and continuing eligibility for COBRA continuation coverage, the Company shall pay, on an after-tax basis, for up to nine (9) months of COBRA continuation premiums for group health and dental coverage.

Payments Upon Termination Without Cause or Resignation for Good Reason. If the Company terminates the Employee's employment without Cause or the Employee resigns for Good Reason, then in each case the Employee shall be entitled to receive a lump sum equal to (i) 2.99 times her Base Salary plus (ii) any incentive bonus compensation and any other accrued benefits due Employee in accordance with Paragraph 3.2 on a pro rata basis through date of termination as determined in accordance with Paragraph 6.1 provided, however, that if the payments under this Paragraph 6.2, either alone or together with other payments which the Employee has the right to receive from the Company, would constitute a "parachute payment" (as defined in Section 280G of the Internal Revenue Code of 1986, as amended (the "Code")), such severance payment shall be reduced to the largest amount as will result in no portion of the severance payment under this Paragraph 6.2 being subject to the excise tax imposed by Section 4999 of the Code.

Payments Upon Termination Without Cause or Resignation for Good Reason. If the Company terminates the Employee's employment without Cause or the Employee resigns for Good Reason, then in each case the Employee shall be entitled to receive a lump sum amount equal to (a) his then Base Salary and bonus and incentive pay for the remaining time period under this Agreement, but not less than 24 months, and any other accrued and unpaid benefits due Employee in accordance with Section 3.3 (including incentive bonus compensation) as of the date of termination plus reimbursement of expenses through the date of termination in accordance with Section 3.3(b).

Payments Upon Termination Without Cause or Resignation for Good Reason. (a) In the event the Executive’s employment is terminated prior to the third anniversary of the Effective Date (i) by the Company without “Cause,” or (ii) by the Executive for “Good Reason,” then the following provisions shall apply: (i) The Company shall continue to pay the Executive the Base Salary to which the Executive would have been entitled pursuant to Section 3.1 hereof (at the Base Salary rate during the year of termination) had the Executive remained in the employ of the Company, until the later of the first anniversary of the date of termination or the third anniversary of the Effective Date (the “Termination Payment Period”), with all such amounts payable in accordance with the Company’s payroll system in the same manner and at the same time as though the Executive remained employed by the Company. (ii) The Company shall pay to the Executive the bonus pursuant to Section 3.2(a) hereof that the Executive would have been entitled to had he worked the full year during which the termination occurred. The bonus shall be payable in full within forty-five days following the determination of the amount thereof and in accordance with the Company’s normal payroll practices and procedures. (iii) Unless prohibited by law or, with respect to any insured benefit, the terms of the applicable insurance contract, the Executive shall continue to participate in, and be covered under, the Company’s group life, disability, sickness, accident and health insurance programs on the same basis as other executives of the Company through the first to occur of (x) the first anniversary of the Executive’s termination, or (y) the end of the Termination Payment Period. In addition, the Company shall continue to provide the Executive with the insurance described in Section 3.4(b) of this Agreement during such period. (b) In the event the Executive’s employment is terminated following the third anniversary of the Effective Date (i) by the Company without “Cause,” or (ii) by the Executive for “Good Reason,” then the following provisions shall apply: (i) The Company shall continue to pay the Executive the Base Salary to which the Executive would have been entitled pursuant to Section 3.1 hereof (at the Base Salary rate during the year of termination) had the Executive remained in the employ of the Company, until the later of the first anniversary of the date of termination or the expiration of the Employment Period without giving effect to any further extensions pursuant to Secti...

Payments Upon Termination Without Cause or Resignation for Good Reason. If the Company terminates employment without Cause or Employee resigns for Good Reason, then in either case Employee shall be entitled to receive bi-weekly severance payments for a period of one (1) year from the date of termination at Employee’s base salary level, with all benefits and taxes handled in the same manner as described in clause 25.3 above, plus any bonus compensation and any other accrued benefits then due you on a pro rata basis through date of termination, less any payments made as payment in lieu under clause 21.

Payments Upon Termination Without Cause or Resignation for Good Reason. In the event that the Executive’s employment is terminated by the Company without Cause or the Executive resigns for Good Reason, then the Company shall pay or provide to the Executive or the Executive’s estate: (i) the Accrued Obligations; (ii) continued payment of a severance amount for the 2 year severance period equal to the product of (x) two times Base Salary plus Annual Bonus for the prior fiscal year (if the Termination Date occurs prior to the last day of the 2014 fiscal year, the Annual Bonus shall be the Annual Bonus Target (i.e., 150% of Annual Base Salary)) divided by (y) the number of payroll periods during the two year severance period beginning on the Termination Date (or such later date as required by Section 4.5) in accordance with the Company’s normal payroll practices; and (iii) payment of a prorated Annual Bonus for the fiscal year in which the Termination Date occurs based on actual performance in accordance with the Bonus Program (without the exercise of any negative discretion) and payable on the November 30 following the end of such fiscal year, with such proration to be equal to the fraction the numerator of which is equal to the number of days the Executive worked from the beginning of the Company’s then current fiscal year through the Termination Date and the denominator of which is three hundred sixty-five (365).

Payments Upon Termination Without Cause or Resignation for Good Reason. In the event that Prabhu's employment with Safeway is terminated by Safeway without Cause pursuant to paragraph 15(b), above, or by Prabhu as the result of a resignation for Good Reason pursuant to paragraph 15(c), above, then Prabhu shall be entitled to receive: (i) payment of one year of his base salary in effect as of the date of such termination without Cause or resignation for Good Reason, said payments to be made in accordance with the normal payroll cycle of Safeway and subject to any required tax withholdings and deductions; (ii) accelerated vesting of any restricted stock granted to him in accordance with paragraph 9, above; and (iii) remaining unpaid retention bonuses pursuant to paragraph 6, above. For such time that Prabhu is entitled to receive continued salary payments pursuant to paragraph 15(d)(i), above, he will also be eligible for continued vesting of stock options granted to him pursuant to paragraph 9 of this Agreement and continued participation in any Safeway employee benefit plans in which he participated prior to the date of his termination or resignation, with the exception that he shall not be eligible for continued participation in the Long-Term Disability Plan. In the event that Prabhu breaches any of the covenants set forth in paragraphs 16(a) through 16(c), below, Safeway shall have no further obligation to provide, and Prabhu shall have no further right to receive, any payments or benefits pursuant to this paragraph 15(d).

Payments Upon Termination Without Cause or Resignation for Good Reason. In the event that Employee’s employment with Employer is terminated by Employer without Cause pursuant to Section 7.4, above, or by Employee as the result of a resignation for Good Reason pursuant to Section 7.5, above, then Employee shall be entitled to receive payment of one (1) year of Employee’s base salary in effect as of the date of such termination without Cause or resignation for Good Reason, said payments to be made in accordance with the normal payroll cycle of Employer and subject to any required tax withholdings and deductions. In the event that Employee breaches any of the covenants set forth in Article 2, above, Employer shall have no further obligation to provide, and Employee shall have no further right to receive, any payments or benefits pursuant to this Section 7.6.

Payments Upon Termination Without Cause or Resignation for Good Reason. If the Company terminates Executive's employment pursuant to this Agreement without Cause or Executive resigns for Good Reason, then in each case Executive shall be entitled to receive (a) his accrued and unpaid Base Salary and any other accrued and unpaid benefits due Executive in accordance with Section 3.2 as of the date of termination plus reimbursement of expenses through the date of termination in accordance with Section 3.2(b), (b) the post termination benefits pursuant to Section 3.2(e), and (c) the enhanced SRP benefit pursuant to Section 3.3.