Common use of Future Cooperation Clause in Contracts

Future Cooperation. Following the end of the Term, as the Company in its sole discretion deems necessary to effectuate a smooth transition, or in connection with any and all claims, disputes, negotiations, investigation, lawsuits or administrative proceedings involving the Company, Employee agrees to make himself available, upon reasonable notice from the Company, and without the necessity of subpoena, to provide information or documents, provide declarations or statements to the Company, meet with attorneys or other representatives of the Company, prepare for and give depositions or testimony, render consulting services and/or otherwise cooperate in the investigation, defense or prosecution of any or all such matters. Separate from any compensation provided pursuant to any other provision of this Agreement, the Company agrees that if the provision of such services is more than minimal in nature, it shall promptly compensate Employee at the rate of $500 per hour, and will reimburse Employee for reasonable out of pocket expenses. Any reimbursement payable pursuant to this Section 5.15 shall be paid as soon as administratively feasible upon request, but in all cases, such reimbursement shall be paid no later than March 15 of the year following the year in which the expense is incurred. This Section 5.15 shall survive the termination of this Agreement. In order to ensure that Employee’s termination of employment pursuant to Article III constitutes a Separation from Service, the services to be performed by Employee pursuant to this Section 5.15 shall not be more than insignificant services for the Company as provided under Treasury Regulation § 1.409A-1(h)(ii).

Appears in 6 contracts

Samples: Employment Agreement (IPC the Hospitalist Company, Inc.), Employment Agreement (IPC the Hospitalist Company, Inc.), Employment Agreement (IPC the Hospitalist Company, Inc.)

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Future Cooperation. Following the end of the Term, as the Company in its sole discretion deems necessary to effectuate a smooth transition, or in connection with any and all claims, disputes, negotiations, investigation, lawsuits or administrative proceedings involving the Company, Employee agrees to make himself available, upon reasonable notice from the Company, and without the necessity of subpoena, to provide information or documents, provide declarations or statements to the Company, meet with attorneys or other representatives of the Company, prepare for and give depositions or testimony, render consulting services and/or otherwise cooperate in the investigation, defense or prosecution of any or all such matters. Separate from any compensation provided pursuant to any other provision of this Agreement, the Company agrees that if the provision of such services is more than minimal in nature, it shall promptly compensate Employee at the rate of $500 per hour, and will reimburse Employee for reasonable out of pocket expenses. Any reimbursement payable pursuant to this Section 5.15 4.15 shall be paid as soon as administratively feasible upon request, but in all cases, such reimbursement shall be paid no later than March 15 of the year following the year in which the expense is incurred. This Section 5.15 4.15 shall survive the termination of this Agreement. In order to ensure that Employee’s termination of employment pursuant to Article III constitutes a Separation from Service, the services to be performed by Employee pursuant to this Section 5.15 4.15 shall not be more than insignificant services for the Company as provided under Treasury Regulation § Section 1.409A-1(h)(ii).

Appears in 3 contracts

Samples: Employment Agreement (IPC the Hospitalist Company, Inc.), Employment Agreement (IPC the Hospitalist Company, Inc.), Employment Agreement (IPC the Hospitalist Company, Inc.)

Future Cooperation. Following the end of the Term, as the Company in its sole discretion deems necessary to effectuate a smooth transition, or in connection with any and all claims, disputes, negotiations, investigation, lawsuits or administrative proceedings involving the Company, Employee agrees to make himself available, upon reasonable notice from the Company, and without the necessity of subpoena, to provide information or documents, provide declarations or statements to the Company, meet with attorneys or other representatives of the Company, prepare for and give depositions or testimony, render consulting services and/or otherwise cooperate in the investigation, defense or prosecution of any or all such matters. Separate from any compensation provided pursuant to any other provision of this Agreement, the Company agrees that if the provision of such services is more than minimal in nature, it shall promptly compensate Employee at the rate of $500 per hour, and will reimburse Employee for reasonable out of pocket expenses. Any reimbursement payable pursuant to this Section 5.15 shall be paid as soon as administratively feasible upon request, but in all cases, such reimbursement shall be paid no later than March 15 of the year following the year in which the expense is incurred. This Section 5.15 shall survive the termination of this Agreement. In order to ensure that Employee’s termination of employment pursuant to Article III constitutes a Separation from Service, the services to be performed by Employee pursuant to this Section 5.15 shall not be more than insignificant services for the Company as provided under Treasury Regulation § Section 1.409A-1(h)(ii).

Appears in 2 contracts

Samples: Employment Agreement (IPC the Hospitalist Company, Inc.), Employment Agreement (IPC the Hospitalist Company, Inc.)

Future Cooperation. Following the end of the Term, as the Company in its sole discretion deems necessary to effectuate a smooth transition, or in connection with any and all claims, disputes, negotiations, investigation, lawsuits or administrative proceedings involving the Company, Employee agrees to make himself available, upon reasonable notice from the Company, and without the necessity of subpoena, to provide information or documents, provide declarations or statements to the Company, meet with attorneys or other representatives of the Company, prepare for and give depositions or testimony, render consulting services and/or otherwise cooperate in the investigation, defense or prosecution of any or all such matters. Separate from any compensation provided pursuant to any other provision of this Agreement, the Company agrees that if the provision of such services is more than minimal in nature5% of the average level of services performed by Employee for the Company and its affiliated “service recipients” (within the meaning of Treasury regulation §1.409A-1(h)(3)) over the immediately preceding 36-month period, it the Company shall promptly compensate Employee at the rate of $500 per hour, and will reimburse Employee for reasonable out of pocket expenses. Any additional fees or reimbursement payable pursuant to this Section 5.15 shall be paid as soon as administratively feasible upon requestfeasible, but in all cases, such reimbursement shall be paid no later than March 15 of the year following the year in which the such fees are earned or such expense is incurred. This Section 5.15 shall survive the termination of this Agreement. In order to ensure that Employee’s termination Notwithstanding any other provision in this Agreement, in no event shall the level of employment pursuant to Article III constitutes a Separation from Service, the services to be performed provided by the Employee pursuant to this Section 5.15 shall not be exceed more than insignificant 20% of the average level of services performed by the Employee for the Company as provided under Treasury Regulation § 1.409A-1(h)(ii)and its affiliated “service recipients” over the immediately preceding 36-month period.

Appears in 2 contracts

Samples: Employment Agreement (IPC the Hospitalist Company, Inc.), Employment Agreement (IPC the Hospitalist Company, Inc.)

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Future Cooperation. Following the end of the Term, as the Company in its sole discretion deems necessary to effectuate a smooth transition, or in connection with any and all claims, disputes, negotiations, investigation, lawsuits or administrative proceedings involving the Company, Employee agrees to make himself available, upon reasonable notice from the Company, and without the necessity of subpoena, to provide information or documents, provide declarations or statements to the Company, meet with attorneys or other representatives of the Company, prepare for and give depositions or testimony, render consulting services and/or otherwise cooperate in the investigation, defense or prosecution of any or all such matters. Separate from any compensation provided pursuant to any other provision of this Agreement, the Company agrees that if the provision of such services is more than minimal in nature, it shall promptly compensate Employee at the rate of $500 per hour, and will reimburse Employee for reasonable out of pocket expenses. Any reimbursement payable pursuant to this Section 5.15 shall be paid as soon as administratively feasible upon request, but in all cases, such reimbursement shall be paid no later than March 15 of the year following the year in which the expense is incurred. This Section 5.15 shall survive the termination of this Agreement. In order to ensure that Employee’s 's termination of employment pursuant to Article III constitutes a Separation from Service, the services to be performed by Employee pursuant to this Section 5.15 shall not be more than insignificant services for the Company as provided under Treasury Regulation § Section 1.409A-1(h)(ii).

Appears in 1 contract

Samples: Employment Agreement (IPC the Hospitalist Company, Inc.)

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