Common use of Additional Separation Benefits Clause in Contracts

Additional Separation Benefits. Subject to the provisions of Section 7 below and in consideration of Employee’s execution of this Agreement and his full and timely performance of all his promises and obligations in this Agreement, Employer agrees to provide Employee the following additional severance benefits upon the execution of this Agreement by Employee and the expiration of the seven (7) day revocation period described in Section 7 below. a. Except as otherwise provided in Section 7 below, which shall supersede anything stated herein to the contrary, a severance payment in the amount of Three Hundred Fifty Thousand and No/1000 Dollars ($350,000.00), less applicable payroll taxes payable as follows: (1) Seventy-Five Thousand and No/100 Dollars ($75,000.00), less applicable payroll taxes, upon expiration of the seven (7) day recission period described in Section 7 below; (2) One Hundred Thousand and No/100 Dollars ($100,000.00), less applicable payroll taxes, on or before January 3, 2003; and (3) One Hundred Seventy-Five Thousand and No/100 Dollars ($175,000.00), less applicable payroll taxes, on or before January 5, 2004. b. Employee will be entitled to participate in the 2002 Executive Incentive Compensation Plan (“EICP) with no pro-rata adjustment for retiring prior to December 31, 2002. In addition, if the earnings threshold is met for the 2002 EICP, Employee will receive a payout at the “Target” level for the goal “Overall performance evaluation by the President,” weighted at 30 percent of Employee’s 2002 EICP. Employee will also be entitled to participate in the 2000-2002 Long-Term Incentive Plan (“LTIP”), 2001-2003 LTIP and the 2002-2004 LTIP with no pro-rata adjustment for retiring prior to December 31, 2002; provided, however, that if there is a payout for the HEI officers under the 2001-2003 LTIP and the 2002-2004 LTIP, Employee will be eligible for a 24/36 payout and a 12/36 payout, respectively. Effective upon the date of Employee’s retirement, all outstanding non-qualified stock option (“NQSO”) grants already made to Employee (1999, 2000, 2001 and 2002 grants) will become fully exercisable, notwithstanding that the option may not be otherwise fully exercisable under Section 3.1 (a) of Employee’s Non-qualified Stock Option Agreement. In addition, upon Employee’s exercise of each NQSO stock option, Employee will be entitled to receive all dividend equivalent awards on Employee’s outstanding NQSO grants up to and including dividend equivalent awards made on November 12, 2002. c. As a retiree of HEI, Employee will be eligible to receive retirement benefits generally available to other HEI retirees under The Postretirement Welfare Benefits Plan for Employees of Hawaiian Electric Company, Inc. and Participating Employers. d. In consideration of Employer’s agreement to provide severance payments described in paragraph 2.a above, Employee agrees that such payments shall constitute voluntary prepayment of unemployment compensation benefits and/or workers’ compensation benefits under Hawaii Revised Statutes Section 386-52 if Employee is awarded any unemployment or workers’ compensation benefits attributable to his employment or termination of employment with Employer. Employee further agrees to meet in Honolulu, Hawaii, with legal counsel representing American Savings Bank (“ASB”) in the American Savings Bank, F.S.B. ▇. ▇▇▇▇▇ ▇▇▇▇▇▇, Inc. litigation to prepare for his testimony in that litigation and to be available during the trial, including mediation or arbitration, of the case to testify in good faith on behalf of ASB. The parties estimate that Employee’s preparation time should not exceed one (1) day and that his time testifying should not exceed one (1) day, although Employee’s availability to testify may require more than one (1) day if the Court is not able to assign a specific day in advance for Employee’s testimony.