Common use of Severance Agreements Clause in Contracts

Severance Agreements. (a) In the event of the termination of employment of the Executive by Horizon for any reason whatsoever other than for Cause (as defined in Section 2 hereof) at any time in the twelve (12) month period after the occurrence of a Change of Control or in the event of the termination of employment of the Executive by the Executive with Good Reason (as defined in Section 3 hereof) at any time in the twelve (12) month period after the occurrence of a Change of Control: (i) Executive shall be entitled to severance pay in an amount equal to the Executive’s annual base salary then in effect on the date of termination of employment plus fifty percent (50%) of the maximum total dollar amount of the annual bonus potential for all kinds of bonuses (including, without limitation, any annual cash bonus and deferred incentive bonus) that the Executive was eligible to receive with respect to the fiscal year in which such termination of employment occurs and considering any deferred portion of such bonuses fully vested. Such severance amount shall be payable in a lump sum payment within ten (10) days after the date on which such termination of employment occurs. (ii) All stock options or other equity deferred awards granted by Horizon to the Executive, all contributions made by Horizon for the account of the Executive to any pension, thrift or any other benefit plan, and all other benefits or bonuses (including cash bonuses) which contain vesting or exercisability provisions conditioned upon or subject to the continued employment of the Executive, shall become fully vested immediately prior to such termination; provided, however, that, if any such amount, benefit, or payment cannot become fully vested pursuant to such plan or arrangement on account of limitations imposed by law, the Executive shall be entitled, to the extent permitted by law, to receive from Horizon an amount in cash payable within 30 days of the date of termination equal to the total amount of benefits or payments which the Executive will have to forfeit pursuant to such plan or arrangement on account of such termination of employment. In addition, with respect to stock options, in such event the Executive shall have thirty (30) days after such termination to exercise such stock options. The provisions of this Section 1(a)(ii) shall govern and control over the provisions of any agreement or plan evidencing such stock options or other equity deferred awards to the contrary. (iii) For a period of one (1) year following Executive’s termination, the provision to Executive (and Executive’s dependents, if applicable) of the same level of medical, dental, accident, disability and life insurance benefits upon substantially the same terms and conditions (including contributions required by Executive for such benefits) as existed immediately prior to Executive’s termination (or, if more favorable to Executive, as such benefits and terms and conditions existed immediately prior to the change in control); provided, that, if Executive cannot continue to participate in the Company plans providing such benefits, the Company shall pay Executive a cash payment in an amount equivalent, on an after-tax basis to the Executive, to the cost of such benefits. Notwithstanding the foregoing, in the event Executive becomes reemployed with another employer and becomes eligible to receive welfare benefits from such employer, the welfare benefits described herein shall be secondary to such benefits during the period of Executive’s eligibility, but only to the extent that the company reimburses Executive for any increased cost and provides any additional benefits necessary to give Executive the benefits provided hereunder. (b) No severance pay shall be payable to the Executive in the event of (i) the voluntary termination of employment by the Executive without Good Reason, (ii) the termination of employment of the Executive by Horizon with Cause or (iii) the termination of employment of the Executive due to death, disability or retirement. In such event, the Executive will only be eligible for severance benefits in accordance with Horizon’s established policies, if any, as then in effect.

Severance Agreements. (a) In the event of the termination of employment of the Executive by Horizon for any reason whatsoever other than for Cause (as defined in Section 2 hereof) at any time in the twelve (12) month period from and after the occurrence date of a Change of Control this Agreement or in the event of the termination of employment of the Executive by the Executive with Good Reason (as defined in Section 3 hereof) at any time in within the twelve (12) month period after the occurrence of a Change of Control: (i) Executive shall be entitled to severance pay in an amount equal to the Executive’s annual base salary then in effect on the date of termination of employment plus fifty percent (50%) of the maximum total dollar amount of the annual bonus potential for all kinds of bonuses (including, without limitation, any annual cash bonus and deferred incentive bonus) that the Executive was eligible to receive with respect to the fiscal year in which such termination of employment occurs and considering any deferred portion of such bonuses fully vested. Such severance amount shall be payable in a lump sum payment within ten (10) days after the date on which such termination of employment occurs. (ii) All In the event such termination occurs after a Change of Control, all stock options or other equity deferred awards granted by Horizon to the Executive, all contributions made by Horizon for the account of the Executive to any pension, thrift or any other benefit plan, and all other benefits or bonuses (including cash bonuses) which contain vesting or exercisability provisions conditioned upon or subject to the continued employment of the Executive, shall become fully vested immediately prior to such termination; provided, however, that, if any such amount, benefit, or payment cannot become fully vested pursuant to such plan or arrangement on account of limitations imposed by law, the Executive shall be entitled, to the extent permitted by law, to receive from Horizon an amount in cash payable within 30 days of the date of termination equal to the total amount of benefits or payments which the Executive will have to forfeit pursuant to such plan or arrangement on account of such termination of employment. In addition, with respect to any stock options, in such event the Executive shall have thirty (30) days after such termination to exercise such stock options. The provisions of this Section 1(a)(ii) shall govern and control over the then provisions of any agreement or plan evidencing such stock options or other equity deferred awards to the contrary. (iii) For a period of one (1) year following Executive’s termination, the provision to Executive (and Executive’s dependents, if applicable) of the same level of medical, dental, accident, disability and life insurance benefits upon substantially the same terms and conditions (including contributions required by Executive for such benefits) as existed immediately prior to Executive’s termination (or, if more favorable to Executive, as such benefits and terms and conditions existed immediately prior to the change Change in controlControl); provided, that, if Executive cannot continue to participate in the Company plans providing such benefits, the Company shall pay Executive a cash payment in an amount equivalent, on an after-tax basis to the Executive, to the cost of such benefits. Notwithstanding the foregoing, in the event Executive becomes reemployed with another employer and becomes eligible to receive welfare benefits from such employer, the welfare benefits described herein shall be secondary to such benefits during the period of Executive’s eligibility, but only to the extent that the company reimburses Executive for any increased cost and provides any additional benefits necessary to give Executive the benefits provided hereunder. (b) No severance pay shall be payable to the Executive in the event of (i) the voluntary termination of employment by the Executive without Good Reason, (ii) the termination of employment of the Executive by Horizon with Cause or (iii) the termination of employment of the Executive due to death, disability or retirement. In such event, the Executive will only be eligible for severance benefits in accordance with Horizon’s established policies, if any, as then in effect.

Severance Agreements. (a) In Youbet and Champion agree that effective upon the event execution and delivery of this Agreement, that certain Supplement to Employment Agreement, dated as of August 27, 2003, between TVG and Champion, shall terminate in each and every respect, with no further liability or obligation (including any contingent obligation) thereunder on the termination part of employment either party . Each of Youbet and Champion represents and warrants to TVG that no other Contract exists which provides that the Executive by Horizon for any reason whatsoever other than for Cause (as defined in Section 2 hereof) at any time in the twelve (12) month period after the occurrence existence of a Change of Control with respect to Youbet or in any of its subsidiaries would (with or without due notice or lapse of time or both) give rise to or accelerate any severance, retention, retirement, bonus or other payment or benefit to Champion other than the event issuance to Champion of options to purchase 750,000 shares of Youbet Common Stock at a per share exercise price equal to the fair market value of a share of Youbet Common Stock on the date of grant (which will be within 10 days of the termination of employment of the Executive by the Executive with Good Reason (as defined in Section 3 hereof) at any time in the twelve (12) month period after the occurrence date of a Change of Control: (i) Executive shall be entitled to severance pay in an amount equal to the Executive’s annual base salary then in effect on the date of termination of employment plus fifty percent (50%) of the maximum total dollar amount of the annual bonus potential for all kinds of bonuses (including, without limitation, any annual cash bonus and deferred incentive bonus) that the Executive was eligible to receive with respect to the fiscal year in which such termination of employment occurs and considering any deferred portion of such bonuses fully vested. Such severance amount shall be payable in a lump sum payment within ten (10) days after the date on which such termination of employment occurs. (ii) All stock options or other equity deferred awards granted by Horizon to the Executive, all contributions made by Horizon for the account of the Executive to any pension, thrift or any other benefit plan, and all other benefits or bonuses (including cash bonuses) which contain vesting or exercisability provisions conditioned upon or subject to the continued employment of the Executive, shall become fully vested immediately prior to such termination; provided, however, that, if any such amount, benefit, or payment cannot become fully vested pursuant to such plan or arrangement on account of limitations imposed by law, the Executive shall be entitled, to the extent permitted by law, to receive from Horizon an amount in cash payable within 30 days of the date of termination equal to the total amount of benefits or payments which the Executive will have to forfeit pursuant to such plan or arrangement on account of such termination of employment. In addition, with respect to stock options, in such event the Executive shall have thirty (30) days after such termination to exercise such stock options. The provisions of this Section 1(a)(ii) shall govern and control over the provisions of any agreement or plan evidencing such stock options or other equity deferred awards to the contrary. (iii) For a period of one (1) year following Executive’s termination, the provision to Executive (and Executive’s dependents, if applicable) of the same level of medical, dental, accident, disability and life insurance benefits upon substantially the same terms and conditions (including contributions required by Executive for such benefits) as existed immediately prior to Executive’s termination (or, if more favorable to Executive, as such benefits and terms and conditions existed immediately prior to the change in control); provided, that, if Executive cannot continue to participate in the Company plans providing such benefits, the Company shall pay Executive a cash payment in an amount equivalent, on an after-tax basis to the Executive, to the cost of such benefits. Notwithstanding the foregoing, in the event Executive becomes reemployed with another employer and becomes eligible to receive welfare benefits from such employer, the welfare benefits described herein shall be secondary to such benefits during the period of Executive’s eligibility, but only to the extent that the company reimburses Executive for any increased cost and provides any additional benefits necessary to give Executive the benefits provided hereunder. (b) No severance pay shall be payable Youbet represents and warrants to the Executive in the event of TVG that (i) the voluntary termination of employment by the Executive without Good ReasonExhibits B, C, and D contain true and complete copies each Amended Supplement, (ii) the termination Exhibits E and F contain true and complete copies of employment of the Executive by Horizon with Cause or each Amended Severance Agreement, and (iii) each Amended Supplement and Amended Severance Agreement (A) has been duly authorized by all necessary corporate action on the termination part of employment Youbet, (B) has been duly executed and delivered by Youbet, and (C) upon execution and delivery of this Agreement, will be a valid and binding obligation of Youbet, enforceable against Youbet (and, to the Executive due to deathknowledge of Youbet, disability or retirement. In such event, the Executive will only be eligible for severance benefits each Group 1 Executive) in accordance with Horizon’s established policiesits terms. Youbet further represents and warrants to TVG that, if anyexcept for the Amended Supplements and Amended Severance Agreements, as then in effectno other Contract exists which provides that the existence of a Change of Control of Youbet or any of its subsidiaries would (with or without due notice or lapse of time or both) give rise to or accelerate any severance, retention, retirement, bonus or other payment or benefit to any Group 1 Executive.

Severance Agreements. (a) In the event of the termination of employment of the Executive by Horizon for any reason whatsoever other than for without Cause (as defined in Section 2 hereof) at any time in the twelve (12) month period after the occurrence of a Change of Control or in the event of the termination of employment of the Executive by the Executive with Good Reason (as defined in Section 3 hereof) at any time in the twelve (12) month period after the occurrence of a Change of Control:, (i) a. Executive shall be entitled to severance pay in an amount equal to the Executive’s annual base salary then in effect on the date of termination of employment plus fifty percent (50%) of the maximum total dollar amount of the annual bonus potential for all kinds of bonuses (including, without limitation, any annual cash bonus and deferred incentive bonus) that the Executive was eligible to receive with respect to the fiscal year in which such termination of employment occurs and considering any deferred portion of such bonuses fully vestedoccurs. Such severance amount shall be payable in a lump sum twelve (12) equal monthly installments payable on the first regular payroll payment within ten (10) days date of Horizon in the calendar month after the date on month in which such termination of employment occurs. (ii) All b. In the event such termination occurs after a Change of Control, all stock options or other equity deferred awards granted by Horizon the Company to the Executive, all contributions made by Horizon the Company for the account of the Executive to any pension, thrift or any other benefit plan, and all other benefits or bonuses (including cash bonuses) which contain vesting or exercisability provisions conditioned upon or subject to the continued employment of the Executive, shall become fully vested immediately prior to such terminationvested; provided, however, that, if any such amount, benefit, or payment cannot become fully vested pursuant to such plan or arrangement on account of limitations imposed by law, the Executive shall be entitled, to the extent permitted by law, to receive from Horizon the Company an amount in cash payable within 30 days of the date of termination equal to the total amount of benefits or payments which the Executive will have to forfeit pursuant to such plan or arrangement on account of such termination of employment. In addition, with respect to stock options, in such event . c. The Company shall continue the participation of the Executive shall have thirty (30) days after such termination on the same basis as extended to exercise such stock options. The provisions senior executive officers of this Section 1(a)(ii) shall govern the Company from time to time in all life, accident, disability, medical, dental and control over all other health plans maintained by the provisions of any agreement or plan evidencing such stock options or other equity deferred awards to the contrary. (iii) For Company for its senior executives for a period of one (1) year following Executive’s termination, commencing with the provision to Executive (and Executive’s dependents, if applicable) of calendar month after the same level of medical, dental, accident, disability and life insurance benefits upon substantially the same terms and conditions (including contributions required by Executive for month in which such benefits) as existed immediately prior to Executive’s termination (or, if more favorable to Executive, as such benefits and terms and conditions existed immediately prior to the change in control); provided, that, if Executive cannot continue to participate in the Company plans providing such benefits, the Company shall pay Executive a cash payment in an amount equivalent, on an after-tax basis to the Executive, to the cost of such benefitsoccurs. Notwithstanding the foregoing, in the event Executive becomes reemployed with another employer and becomes eligible to receive welfare benefits from such employer, the welfare benefits described herein shall be secondary to such benefits during the period of Executive’s eligibility, but only to the extent that the company reimburses Executive for any increased cost and provides any additional benefits necessary to give Executive the benefits provided hereunder. (b) No severance pay shall be payable to the Executive in the event of (ia) the voluntary termination of employment by the Executive without Good Reason, (iib) the termination of employment of the Executive by Horizon with Cause or (iiic) the termination of employment of the Executive due to death, disability or retirement. In such event, the Executive will only be eligible for severance benefits in accordance with Horizon’s established policies, if any, as then in effect.