Common use of Retention Benefits Clause in Contracts

Retention Benefits. In addition to the economic benefits that you are eligible to receive under either the Executive Severance Benefit Plan or the Change of Control Agreement, as applicable, and as an incentive for you to remain employed by NitroMed until the earlier of (i) July 15, 2008, (ii) termination of your employment in the sole discretion of NitroMed (the actual date of separation being deemed the “Separation Date”) or (iii) termination under the Change of Control Agreement (including, without limitation, a “Good Reason” termination pursuant to Section 1.4 thereof), NitroMed is also offering to provide you with the following Retention Benefits: A. A payment equal to fifty percent (50%) of your annualized base salary for a six month period. B. Eligibility to receive up to one hundred (100%) of your target 2008 bonus, pro-rated for six (6) months, which such bonus would be paid to you solely at the discretion of NitroMed’s Board of Directors. (1) Such sums shall be paid in a lump-sum (less applicable state and federal taxes) within ten (10) days of the earlier of any of the events identified above. In order to receive the Retention Benefits set forth in this Section, you must remain employed by NitroMed as set forth in this Section, and you further must at (1) By way of example, if your annualized salary is $200,000.00, your retention payment would be $50,000.00, and if your annualized bonus target is $80,000.00, the pro-rated bonus for which you would be eligible is $40,000.00, all less applicable state and federal taxes. that time execute an agreement which will contain, among other provisions, a complete release of all claims against NitroMed.