Common use of Death; Disability Clause in Contracts

Death; Disability. The Executive's employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive continuing for a period of one hundred eighty (180) days. Upon any such termination of the Executive's employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive or his estate under any applicable disability or life insurance policy is less than the amount the Executive would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive officers of the Company, pro-rated on the basis of the number of days of the Executive's actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the Executive's group health insurance policy. As used herein, the term "permanent disability" or "permanently disabled" means the inability of the Executive, by reason of injury, illness or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive of the termination of his employment hereunder due to permanent disability.

Death; Disability. The Executive's ’s employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive continuing for a period of one hundred eighty (180) days. Upon any such termination of the Executive's ’s employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary Base Salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive or his estate under any applicable disability or life insurance policy is less than the amount the Executive would otherwise receive as Base Salary hereunder, (ii) Bonus bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive officers of the Company, pro-rated on the basis of the number of days of the Executive's ’s actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's ’s expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the Executive's Company’s group health insurance policy. As used herein, the term "“permanent disability" ” or "“permanently disabled" ” means the inability of the Executive, by reason of injury, illness or other similar cause, after reasonable accommodation by the Company, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive of the termination of his employment hereunder due to permanent disability. Should a dispute occur concerning the Executive’s mental or physical capacity as described in this Section 6(c), a doctor selected by the Executive and a doctor selected by the Company shall be entitled to examine the Executive. If the opinion of the Company’s doctor and the Executive’s doctor conflict, the Company’s doctor and the Executive’s doctor shall together agree upon a third doctor, whose opinion shall be binding. This Section 6(c) shall survive the termination of this Agreement for any reason.

Death; Disability. The Executive's ’s employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive continuing for a period of one hundred eighty (180) days. Upon any such termination of the Executive's ’s employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive or his estate under any applicable disability or life insurance policy is less than the amount the Executive would otherwise receive as Base Salary hereunder, (ii) Bonus bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive officers of the Company, pro-rated on the basis of the number of days of the Executive's ’s actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's ’s expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the Executive's ’s group health insurance policy. As used herein, the term "“permanent disability" ” or "“permanently disabled" ” means the inability of the Executive, by reason of injury, illness or other similar cause, after reasonable accommodation by the Company, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive of the termination of his employment hereunder due to permanent disability. The provisions of the Technology Development Incentive Plan shall apply to matters related to any technical incentive compensation being received at the time of disability or death of the executive.

Death; Disability. The ExecutiveEmployee's employment under this Agreement ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive Employee continuing for a period of one hundred eighty (180) days. Upon any such termination of the ExecutiveEmployee's employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive Employee (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive Employee or his estate under any applicable disability or life insurance policy is less than the amount the Executive Employee would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive Employee officers of the Company, pro-rated on the basis of the number of days of the ExecutiveEmployee's actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the ExecutiveEmployee's group health insurance policy. As used herein, the term "permanent disability" or "permanently disabled" means the inability of the ExecutiveEmployee, by reason of injury, illness or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive Employee of the termination of his employment hereunder due to permanent disability.

Death; Disability. The Executive's Employee’s employment under this ----------------- Agreement may hereunder shall terminate upon his death or “Disability” (as hereinafter defined). Upon any such termination, the Employee (or, in the event of his death, his estate) (i) shall receive any accrued or vested compensation, including salary, commission, bonus(es), through the “Date of Termination” (as hereinafter defined), (ii) shall be terminated by reimbursed for unpaid and approved business expenses (in accordance with the Company’s normal business expense reimbursement procedures) through such Date of Termination. The Employee (and in the event of his death, his estate) shall not be entitled to any other amounts or benefits from the Company upon or otherwise, except payments pursuant to any Company life insurance program/policy then in effect. For purposes of this Agreement, “Disability” shall mean the earlier of death or permanent disability (as defined below) inability of the Executive continuing Employee to perform his duties on account of a physical or mental illness for a period of one hundred eighty sixty (18060) daysconsecutive days or ninety (90) days in any six (6) month period. Upon any such termination If, during the Term, the Employee’s employment is terminated by reason of the Executive's employmentEmployee becoming Disabled, all obligations of the Company under this Agreement shall thereupon immediately terminate other than pay to the Employee (or his estate as applicable) any obligations with respect to (i) earned but unpaid salary accrued or vested compensation including salary, commission, bonus(es), through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to Termination and the Executive Employee (or his estateestate as applicable) shall be reimbursed for unpaid and approved business expenses (in accordance with the Company’s normal business expense reimbursement procedures) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive or his estate under any applicable disability or life insurance policy is less than the amount the Executive would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive officers of the Company, pro-rated on the basis of the number of days of the Executive's actual employment hereunder during such calendar year through the Date of Termination. Notwithstanding anything contained herein to the contrary, and (iii) during any period of Disability, the Company shall not be obligated to pay any compensation or other amounts to the Employee except as expressly provided by the Programs then in effect. In addition, in the case event of permanent disabilitythe Employee’s death, continuation the Company shall pay to the Employee’s estate his Base Salary (at the Company's expense rate in effect at the time of health insurance benefits his death) for the greater of (medical and dentalI) until the first anniversary six month period following the Employee’s death or (II) the remainder of the Date of Termination to the extent permitted under the Executive's group health insurance policy. As used herein, the term "permanent disability" or "permanently disabled" means the inability Term of the ExecutiveAgreement, by reason of injury, illness or other similar cause, not to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive of the termination of his employment hereunder due to permanent disabilityexceed one year.

Death; Disability. The Executive's Employee’s employment under this ----------------- Agreement may hereunder shall terminate upon his death or “Disability” (as hereinafter defined). Upon any such termination, the Employee (or, in the event of his death, his estate) (i) shall receive any accrued or vested compensation, including salary, commission, bonus(es), through the “Date of Termination” (as hereinafter defined), and (ii) shall be terminated by reimbursed for unpaid and approved business expenses (in accordance with the Company’s normal business expense reimbursement procedures) through such Date of Termination. The Employee (and in the event of his death, his estate) shall not be entitled to any other amounts or benefits from the Company upon or otherwise, except payments pursuant to any Company life insurance program/policy then in effect. For purposes of this Agreement, “Disability” shall mean the earlier of death or permanent disability (as defined below) inability of the Executive continuing Employee to perform his duties on account of a physical or mental illness for a period of one hundred eighty sixty (18060) daysconsecutive days or ninety (90) days in any six (6) month period. Upon any such termination If, during the Term, the Employee’s employment is terminated by reason of the Executive's employmentEmployee becoming Disabled, all obligations of the Company under this Agreement shall thereupon immediately terminate other than pay to the Employee (or his estate as applicable) any obligations with respect to (i) earned but unpaid salary accrued or vested compensation including salary, commission, bonus(es), through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to Termination and the Executive Employee (or his estateestate as applicable) shall be reimbursed for unpaid and approved business expenses (in accordance with the Company’s normal business expense reimbursement procedures) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive or his estate under any applicable disability or life insurance policy is less than the amount the Executive would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive officers of the Company, pro-rated on the basis of the number of days of the Executive's actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination . Notwithstanding anything contained herein to the extent permitted under the Executive's group health insurance policy. As used hereincontrary, during any period of Disability, the term "permanent disability" or "permanently disabled" means the inability of the Executive, by reason of injury, illness Company shall not be obligated to pay any compensation or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice amounts to the Executive of Employee except as expressly provided by the termination of his employment hereunder due to permanent disability.Programs then in effect. EXECUTION DRAFT

Death; Disability. The ExecutiveEmployee's employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive Employee continuing for a period of one hundred eighty (180) days. Upon any such termination of the ExecutiveEmployee's employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive Employee (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive Employee or his estate under any applicable disability or life insurance policy is less than the amount the Executive Employee would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive Employee officers of the Company, pro-rated on the basis of the number of days of the ExecutiveEmployee's actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the ExecutiveEmployee's group health insurance policy. As used herein, the term "permanent disability" or "permanently disabled" means the inability of the ExecutiveEmployee, by reason of injury, illness or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive Employee of the termination of his employment hereunder due to permanent disability.

Death; Disability. The Executive's Employee’s employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive Employee continuing for a period of one hundred eighty (180) days. Upon any such termination of the Executive's Employee’s employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive Employee (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive Employee or his estate under any applicable disability or life insurance policy is less than the amount the Executive Employee would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive Employee officers of the Company, pro-rated on the basis of the number of days of the Executive's Employee’s actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's ’s expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the Executive's Employee’s group health insurance policy. As used herein, the term "“permanent disability" ” or "“permanently disabled" ” means the inability of the ExecutiveEmployee, by reason of injury, illness or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive Employee of the termination of his employment hereunder due to permanent disability.

Death; Disability. The Executive's ’s employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive continuing for a period of one hundred eighty (180) days. Upon any such termination of the Executive's ’s employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive or his estate under any applicable disability or life insurance policy is less than the amount the Executive would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive officers of the Company, pro-rated on the basis of the number of days of the Executive's ’s actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's ’s expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the Executive's ’s group health insurance policy. As used herein, the term "“permanent disability" ” or "“permanently disabled" ” means the inability of the Executive, by reason of injury, illness or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive of the termination of his employment hereunder due to permanent disability. The provisions of the Technology Development Incentive Plan shall apply to matters related to any technical incentive compensation being received at the time of disability or death of the executive.

Death; Disability. The ExecutiveEmployee's employment under this ----------------- Agreement may be terminated by the Company upon the earlier of death or permanent disability (as defined below) of the Executive Employee continuing for a period of one hundred eighty (180) days. Upon any such termination of the ExecutiveEmployee's employment, all obligations of the Company under this Agreement shall thereupon immediately terminate other than any obligations with respect to (i) earned but unpaid salary through the Date of Termination; provided that Base Salary -------- payments as provided by Section 4(a) shall continue to be made to the Executive Employee (or his estate) through the Term (as extended by any Renewal Term) but only if and to the extent payments to the Executive Employee or his estate under any applicable disability or life insurance policy is less than the amount the Executive Employee would otherwise receive as Base Salary hereunder, (ii) Bonus payments with respect to the calendar year within which such termination occurred on the basis of and to the extent contemplated in any bonus plan then in effect with respect to senior executive Employee officers of the Company, pro-rated on the basis of the number of days of the ExecutiveEmployee's actual employment hereunder during such calendar year through the Date of Termination, and (iii) in the case of permanent disability, continuation at the Company's expense of health insurance benefits (medical and dental) until the first anniversary of the Date of Termination to the extent permitted under the ExecutiveEmployee's group health insurance policy. As used herein, the term "permanent disability" or "permanently disabled" means the inability of the ExecutiveEmployee, by reason of injury, illness or other similar cause, to perform a major part of his duties and responsibilities in connection with the conduct of the business and affairs of the Company. The Company shall provide written notice to the Executive Employee of the termination of his employment hereunder due to permanent disability.