Employment Termination Contract Clauses (103)

Employment Termination. If (a) your employment with the Company terminates during the Performance Period for reasons other than death, Disability or Retirement as provided in Section C.4. below, (b) you violate Section D.6. (a), D.6. (b), D.7. (a) or D.7. (b) of this Award Agreement, or (c) your employment is terminated for Cause, then this Performance Share award will be immediately forfeited.

Employment Termination. 3.2 Certain Terminations. 3.3 Exclusive Remedy. 3.4 Resignation from All Positions.

Employment Termination. (a) Resignation. On the Separation Date, you will be deemed to resign your position as senior advisor and shall terminate employment with the Company. (b) Final Compensation. You will receive, on or as soon as reasonably practicable following the Separation Date, (i) your base salary for the final payroll period of your employment, through the Separation Date; (ii) compensation at the rate of your base salary for any unused vacation time in accordance with the Company's policies; and (iii) reimb...ursement for business expenses incurred by you but not yet paid to you as of the Separation Date, in accordance with the Company's reimbursements procedures and practices in effect from time to time; provided that you submit all expenses and supporting documentation required within sixty (60) days of the Separation Date. (c) Treatment of Equity Awards. Your termination of employment on the Separation Date will be treated as a "retirement" for purposes of the Equity Awards (to the extent applicable). Without limiting the foregoing, and in each case in accordance with the terms of the applicable Equity Documents, (i) the Equity Awards that are unvested performance stock units shall remain outstanding and eligible to be earned based on performance for the applicable performance period and, to the extent earned, shall vest on a prorated basis based on the portion of the performance period during which you were employed through the Separation Date and (ii) the Equity Awards that are vested stock options shall remain outstanding and eligible to be exercised until the one-year anniversary of the Separation Date (or, if earlier, the expiration date of such stock options) and, to the extent not exercised on or prior to such one-year anniversary (or such earlier date), shall be forfeited for no consideration payable to you. Any Equity Awards not described in preceding sentence, to the extent not vested as of the Separation Date, shall be forfeited on the Separation Date for no consideration payable to you. 2 (d) Employee Benefits. Except for any right you may have to continue participation in the Company's group health, dental and vision plans under applicable law, which will be communicated to you under separate cover, or as set forth in this Agreement, your active participation in all employee benefit plans and programs of the Company will terminate as of the Separation Date in accordance with the terms of those plans and programs. Following the end of any such continuation coverage period, you may participate in the Company's retiree health continuation program, a copy of which has been provided to you, or such other Company health, dental and vision insurance programs for which you are eligible in accordance with the terms of the applicable program. Nothing in this Agreement will affect any vested rights you may have under the Company's benefit plans and programs, including, for the avoidance of doubt, the Company's 401(k) Restoration Plan. (e) No Further Compensation. You acknowledge and agree that the payments and benefits described in Sections 2(b) and 2(d) are in complete satisfaction of any and all compensation or benefits due to you from the Company or any of its Affiliates, whether for services provided or otherwise, through the Separation Date, and that, except as expressly provided under this Agreement, no further compensation or benefits are owed or will be paid to you. For the avoidance of doubt, from and after the Separation Date, you will not be eligible to receive any severance payments and benefits under the Change of Control/Severance Agreement between you and the Company, dated March 23, 2017 (the "Change of Control Agreement"). (f) Release of Claims. In consideration of your continued service to the Company following the Separation Date as contemplated hereunder, the payments and benefits set forth in this Agreement and other good and valuable consideration, the receipt and sufficiency of which you hereby acknowledge, you agree to execute and return to the Company a release of claims in the form attached as Exhibit B to this Agreement (a "Release") within the time period specified therein (but in no event prior to the Separation Date). The execution and non-revocation of such Release is a condition to the receipt of the benefits provided under Section 3 of this Agreement. View More

Employment Termination. I understand that my employment with the Company will end on December 31, 2018, for reasons that have been explained to me. Per my December 15, 2016 Severance Agreement (the "Severance Agreement"), I understand that my employment with the Company is being terminated "without Cause" and as such, I will be entitled to receive certain severance benefits subject to my continuing compliance with certain post-termination obligations, as set forth in more detail in this Separation Agreement. In additio...n, and as set forth herein, the Company has agreed to pay me certain additional separation benefits to which I was not previously entitled as further consideration for my reaffirmation of the post-termination obligations in the Severance Agreement and in consideration of my promises set forth herein. View More