Death or Disability of the Executive. (a) The employment of the Executive hereunder (and the Employment Period) shall terminate upon (i) the death of the Executive and (ii) at the option of the Company, upon not less than fifteen (15) days’ prior written notice to the Executive or the Executive’s personal representative or guardian, if the Executive suffers a “Total Disability” (as defined in Section 4.2(b) hereof). Upon termination for death or Total Disability, subject to reduction by any benefits paid or payable to the Executive, the Executive’s beneficiaries or estate under any Company-sponsored disability benefit plan program or policy for the period following such date of termination, (A) the Company shall pay to the Executive, guardian or personal representative, as the case may be, the Executive’s current Base Salary for the remainder of the Employment Period in effect immediately prior to the date of termination and (B) subject further to the sole discretion of the Board or the Compensation Committee, the Company may also pay to the Executive, guardian or personal representative, as the case may be, a prorated share of the Annual Bonus pursuant to Section 3.2 hereof (based on the period of actual employment) that the Executive would have been entitled to had the Executive worked the full year during which the termination occurred, provided that bonus targets are met for the year of such termination. Any bonus shall be payable as soon as reasonably practicable following the determination thereof, but in no event later than May 15 of the following year, and in accordance with the Company’s normal payroll practices and procedures.
Death or Disability of the Executive. (a) The employment of the Executive hereunder (and the Employment Period) shall terminate upon (i) the death of the Executive or, (ii) at the option of GNC, upon not less than fifteen (15) days’ prior written notice to the Executive or the Executive’s personal representative or guardian, if the Executive suffers a Total Disability (as defined in Section 4.2(c)).
Death or Disability of the Executive. Executive's employment shall automatically terminate upon the death of the Executive and, at the option of the Company as determined by the Board of Directors, upon the Disability (as hereinafter defined) of Executive. "
Death or Disability of the Executive. If the Executive dies prior to the close of business on March 5, 2000, or if the Executive ceases to be a regular full-time employee of the Company prior to such time by reason of a Disability, then the Board of Directors of Holdings shall have the authority, exercisable in its sole and absolute discretion, to approve the payment to the Executive (or to the Executive's estate, in the event of the Executive's death) of all or any portion of the Long-Term Incentive Award payment which the Executive would have received on March 6, 2000, pursuant to Paragraph 2 if the Executive had satisfied the conditions set forth in Paragraph 2 for the receipt of such payment; but the Executive shall have no right to receive any amount pursuant to this Paragraph 3 unless a discretionary payment is so approved by the Board of Directors of Holdings. If a discretionary payment pursuant to this Paragraph 3 is approved by the Board of Directors of Holdings, then such payment shall be made at such time as the Board of Directors of Holdings may specify. For purposes of this agreement, "Disability" means a physical or mental illness or incapacity of the Executive which has resulted in a determination that the Executive is entitled to receive benefits (a) under a long-term disability insurance policy maintained by the Company for the Executive or (b) if no such insurance policy is then in existence, under the federal social security disability insurance program.
Death or Disability of the Executive. (a) The employment of the Executive hereunder (and the Employment Period) shall terminate upon (i) the death of the Executive and (ii) at the option of the Company, upon not less than fifteen (15) days’ prior written notice to the Executive or the Executive’s personal representative or guardian, if the Executive suffers a “Total Disability” (as defined in Section 4.2(b) hereof). Upon termination for death or Total Disability, the Company shall pay to the Executive, guardian or personal representative, as the case may be, a prorated share of the Annual Bonus pursuant to Section 3.2(b) hereof (based on the period of actual employment) that the Executive would have been entitled to had the Executive worked the full year during which the termination occurred, which bonus shall be based on actual performance of the Company for the year of such termination. Any bonus shall be payable as soon as reasonably practicable following the determination thereof, but in no event later than April 15 of the following year (unless administratively impracticable to do so because the Company’s results for the applicable year had not yet been finalized), and in accordance with the Company’s normal payroll practices and procedures.
Death or Disability of the Executive. (a) The employment of the Executive hereunder (and the Employment Period) shall terminate upon (i) the death of the Executive, and (ii) at the option of the Company, upon not less than fifteen (15) days’ prior written notice to the Executive or his personal representative or guardian, if the Executive suffers a “Total Disability” (as defined in Section 4.2(b) below). Upon termination for death or Total Disability, the Company shall pay to the Executive, guardian or personal representative, as the case may be (reduced by any benefits paid or payable to the Executive, his beneficiaries or estate under any Company-sponsored disability benefit plan program or policy for the period following such date of termination), (i) the Executive’s current Base Salary for the remainder of the Employment Period (without giving effect to any further extensions pursuant to Section 2.2 hereof) and (ii) subject to the discretion of the Compensation Committee, a prorated share of the Annual Bonus pursuant to Section 3.2 hereof (based on the period of actual employment) that the Executive would have been entitled to had he worked the full year during which the termination occurred, provided that bonus targets are met for the year of such termination. The bonus shall be payable in full within forty-five (45) days following the determination of the amount thereof and in accordance with the Company’s normal payroll practices and procedures.
Death or Disability of the Executive. (a) The employment of the Executive hereunder (and the Employment Period) shall terminate upon (i) the death of the Executive, and (ii) at the option of the Company, upon not less than fifteen (15) days' prior written notice to the Executive or his personal representative or guardian, if the Executive suffers a "Total Disability" (as defined in SECTION 4.2(B) below). Upon termination for death or Total Disability, the Company shall pay to the Executive, guardian or personal representative, as the case may be (reduced by any benefits paid or payable to the Executive, his beneficiaries or estate under any Company-sponsored disability benefit plan; provided, however, that no such reduction shall be made for any benefits paid upon the Executive's death under the Company's life insurance policy), (i) the Executive's current Base Salary for the remainder of the Employment Period (without giving effect to any further extensions pursuant to SECTION 2.2 hereof) and (ii) a prorated share of the Annual Bonus pursuant to SECTION 3.2 hereof (based on the period of actual employment) that the Executive would have been entitled to had he worked the full year during which the termination occurred, provided that bonus targets are met for the year of such termination. The bonus shall be payable in full within forty-five (45) days following the determination of the amount thereof and in accordance with the Company's normal payroll practices and procedures.
Death or Disability of the Executive. (i) The employment of the Executive hereunder (and the Employment Period) shall terminate (A) upon the death of the Executive, and (B) at the option of the Company, upon not less than thirty (30) days prior written notice to the Executive or his personal representative or guardian, if the Executive suffers a “Total Disability” (as defined in Section 5(c)(ii) below). Upon termination for death or Total Disability, the Company shall pay to the Executive’s guardian or personal representative, as the case may be, in addition to any insurance or disability benefits to which he may be entitled hereunder, the “Accrued Rights” (as defined in Section 5(h) hereof). Notwithstanding the foregoing, to the extent that the payment of any amount under this Section 5(c) on account of the Executive’s Total Disability is deemed to constitute deferred compensation for purposes of Section 409A of the Code, and such Total Disability does not constitute a “disability” under Section 409A(a)(2)(C) of the Code, then payment of such amount shall be deferred and made on the first business day following the expiration of the six (6) month period following the Executive’s Separation from Service (as defined in Section 6(j)).
Death or Disability of the Executive. In the event that the Executive, during the period while employed under this Agreement, shall die or, as a result of the Executive’s incapacity due to injury or physical or mental illness, the Executive shall have been unable to perform the Executive’s duties with the Company for a period of three consecutive months, or for four months out of any six consecutive months, the Company may terminate this Agreement and be relieved of all further obligations hereunder, other than the payment of any accrued and unpaid Base Salary through the date of termination and any expenses for which the Executive is entitled to be reimbursed pursuant to Section 5. Termination of employment under this Section 13 by reason of disability shall not terminate the Executive’s obligations under Section 8, 9 and 14.
Death or Disability of the Executive. (a) The employment of the Executive hereunder (and the Employment Period) shall terminate upon (i) the death of the Executive and (ii) at the option of the Company, upon not less than 15 days’ prior written notice to the Executive or the Executive’s personal representative or guardian, if the Executive suffers a “Total Disability” (as defined in Section 4.2(b) hereof). Upon termination for death or Total Disability, the Company shall pay to the Executive, guardian or personal representative, as the case may be, continued Base Salary at its then current level for the lesser of (x) six months or (y) until the expiration of the then-remaining Term (as it may then have been extended but without regard to possible future extensions), and a prorated share of the Annual Bonus pursuant to Section 3.2(a) hereof (based on the Employment Period of actual employment during the fiscal year in which termination occurs) to which the Executive would have been entitled, if any, had the Executive worked the full year during which the termination occurred (the “Prorated Bonus”). The continued Base Salary and Prorated Bonus pursuant to this Section 4.2(a) shall be paid in accordance with the Company’s normal payroll practices and procedures in the same manner and at the same time as though the Executive remained employed by the Company.
