Common use of Earned and Accrued Bonus Clause in Contracts

Earned and Accrued Bonus. For purposes of this Agreement, with respect to “Earned and Accrued Bonus” payments to be made to the Executive in connection with the termination of his employment, Annual Bonus payments and other cash bonus payments and Equity Compensation awards shall be deemed to be “earned and accrued” (a) if the Executive is employed with the Company as of the date of the last day of the period for which a bonus payment shall be made or for which Equity Compensation is vested, if the Executive is employed with the Company as of the date such vested award or vesting is scheduled to occur; and (b) to the extent that the criteria or performance goals for determining the amount of such payment or award are objective and measurable criteria, and such objective and measurable criteria have been satisfied or achieved. Earned and Accrued Bonus specifically includes, without limitation, any bonus payments payable to Executive under any approved bonus plan or arrangement and any Equity Compensation that is awarded and vested. A pro rated portion of any Annual Bonus for the year in which termination occurs based on the Target Level for the year in which the termination occurs and the portion of the year that has elapsed as of the date of termination shall be deemed to be “earned and accrued” in the event of any termination of the Executive’s employment, other than termination by the Company for “Cause” (as defined below) or resignation by the Executive without “Good Reason” (as defined below).