Common use of Separation Package Clause in Contracts

Separation Package. In consideration of and in return for the promises and covenants undertaken by the Employee and the general release herein, and when the Effective Date has occurred (and provided Employee reaffirms this Agreement, as set forth below, on the Effective Date), the Company shall provide to or for the Employee the following separation package (“Separation Package”). i. Alignment Healthcare, Inc. (the “Parent”) shall provide for the vesting of the Accelerated Shares (as defined in Section 2.c below). Employee hereby accepts the acceleration of the Accelerated Shares in substitution for any cash severance payment to which he may be entitled under the EA unless otherwise provided herein. ii. The Company shall pay Employee a pro rata amount of the Bonus, if any, which would have been payable to Employee for calendar year 2023, determined after the end of calendar year 2023 and equal to the amount which would have been payable to Employee if Employee’s employment had not been terminated during 2023, multiplied by the fraction, the numerator of which is the number of whole months the Employee was employed by Employer during such calendar year and the denominator of which is twelve (12). Such Bonus shall be paid at the same time(s) at which other senior executives of the Company receive such bonuses (such payment times will occur before March 15, 2024 with respect to 75% of the achieved amount of such Bonus and in or around October 2024 for the achieved amount of the remaining 25% of such Bonus which is based on the aggregate STAR rating received by the health plans maintained by the Company and its affiliates for the 2025 rating year). iii. Employee acknowledges and agrees that as of the Effective Date, except for the payments described in Sections 2.a and 2.b.ii, and the vesting of the Accelerated Shares in Sections 2.b.i, 2.c.i, and 2.c.ii, the Company will have paid Employee all wages earned and accrued but unused vacation pay, if any, payable through such date, and no additional compensation or benefit is due to Employee as of the Effective Date. iv. If the Employee elects COBRA benefits, the Company shall pay the Employee’s share of the premium for such COBRA benefits for a twelve (12) month period beginning November 1, 2023, unless the Employee sooner becomes eligible to receive health benefits through new employment; it being understood that (x) the Employee is required to notify the Company promptly if Employee begins new employment during such period and to repay promptly any excess benefits contributions made by the Company; and (y) after the Company’s payment or reimbursement obligation ends, the Employee may continue benefits coverage for the remainder of the COBRA period, if any, provided Employee pays the full cost of such continuation of coverage. Employee shall receive additional information regarding COBRA under separate cover, and Employee shall be solely responsible for electing COBRA coverage, if any, by properly returning the COBRA election form.

Appears in 1 contract

Sources: Separation Agreement (Alignment Healthcare, Inc.)

Separation Package. In consideration of and in return for the promises and covenants undertaken by the Employee and the general release herein, and when the Effective Date has occurred (and provided Employee reaffirms this Agreement, as set forth below, on the Effective Date), the Company shall provide to or for the Employee the following separation package (“Separation Package”). i. Alignment Healthcare, Inc. (the “Parent”) shall provide for the vesting of the Accelerated Shares RSUs (as defined in Section 2.c 2(b) below). Employee hereby accepts the acceleration of the Accelerated Shares RSUs in substitution for any cash severance payment to which he may be entitled under the EA unless otherwise provided hereinEA. ii. The Company shall pay Employee a pro rata amount of the Bonusbonus, if any, which would have been payable to Employee for calendar year 2023, determined after the end of calendar year 2023 and equal to the amount which would have been payable to Employee if Employee’s employment had not been terminated during 2023, multiplied by the fraction, the numerator of which is the number of whole months the Employee was employed by Employer during such calendar year and the denominator of which is twelve (12). Such Bonus bonus shall be paid at the same time(s) at which other senior executives of the Company receive such bonuses (such payment times will occur before March 15, 2024 with respect to 75% of the achieved amount of such Bonus and in or around October 2024 for the achieved amount of the remaining 25% of such Bonus which is based on the aggregate STAR rating received by the health plans maintained by the Company and its affiliates for the 2025 rating year)bonuses. iii. The Company shall pay Employee the remaining portion of the Bonus for the 2022 calendar year performance period (“Second Bonus Payment”) on or about the same date that other senior executives of the Company receive the Second Bonus Payment. iv. Employee acknowledges and agrees that as of the Effective Date, except for the vesting and bonus payments described in Sections 2.a and 2.b.ii, and the vesting of the Accelerated Shares in Sections 2.b.i, 2.c.i, and 2.c.iiSection 2(a)(i) though (iii) above, the Company will have paid Employee all wages earned and accrued but unused vacation pay, if any, payable through such dateearned, and no additional compensation or benefit is due to Employee as of the Effective Date. iv. v. If the Employee elects COBRA benefits, the Company shall pay the Employee’s share of the premium for such COBRA benefits for a twelve (12) month period beginning November September 1, 2023, unless the Employee sooner becomes eligible to receive health benefits through new employment; it being understood that (x) the Employee is required to notify the Company promptly immediately if Employee begins new employment during such period and to repay promptly any excess benefits contributions made by the Company; and (y) after the Company’s payment or reimbursement obligation ends, the Employee may continue benefits coverage for the remainder of the COBRA period, if any, provided Employee pays the full cost of such continuation of coverage. Employee shall receive additional information regarding COBRA under separate cover, and Employee shall be solely responsible for electing COBRA coverage, if any, by properly returning the COBRA election form.

Appears in 1 contract

Sources: Separation Agreement (Alignment Healthcare, Inc.)