Common use of Severance Pay Arrangement Clause in Contracts

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination (hereinafter such pay shall be referred to as “Severance Pay”). The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of the release referenced in Section B below that Executive executes. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x other employees whose employment was not terminated in such year. Xxxxxx further agrees that, if Executive, upon a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination (hereinafter such pay shall be referred to as “Severance Pay”). The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of the release referenced in Section B below that Executive executes. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x other employees whose employment was not terminated in such year. Xxxxxx further agrees that, if Executive, upon a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination.,

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will Asxxxx xill pay Executive 12 months of Executive’s base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this Agreement). The Severance Pay will be Payment (subject to required withholding and withholding) will be made by Xxxxxx to Asxxxx xo Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of Executive executes the release referenced in Section B below that Executive executesbelow. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx the Company shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x the Company’s other employees whose employment was has not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health and dental insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Executive agrees to notify Asxxxx xromptly upon obtaining such other employment. At the end of 12 months, Executive, at his or her option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and Asxxxx’x xtandard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination. The amounts payable under this Section 1 shall constitute “Severance Pay” under this Agreement.

Severance Pay Arrangement. If a Termination “Termination” of Executive’s employment occurs (i) at any time between the Effective Date and the third anniversary of the Effective Date; and (ii) after the third anniversary of the Effective Date, following a “Change of Control” (as “Termination” and “Change of Control” are defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment), Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this agreement). The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of Executive executes the release referenced in Section B below that Executive executesbelow. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx the Company shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x the Company’s other employees whose employment was not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health and dental insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. The Executive agrees to notify Xxxxxx promptly upon obtaining such other employment. At the end of 12 months, Executive, at his option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and the Company’s standard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) “Termination” of ExecutiveEmployee’s employment occurs at any time during Executive’s employmentin the two years following a “Change of Control” (as these terms are defined in Section 2 below), Xxxxxx will pay Executive Employee 12 months of ExecutiveEmployee’s base salary as of the date of Termination (hereinafter such pay shall be referred to as “Severance Pay”).” Severance Pay shall be subject to any required withholding of federal, state, local and foreign taxes pursuant to any applicable law or regulation. The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive Employee monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of the release referenced in Section B below herein that Executive Employee executes. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that Executive If Employee participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive Severance Pay will also include a pro rata portion of that the target bonus for the year of the Termination in an amount equal to the amount of the target bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x other employees whose employment was not terminated in such year. Xxxxxx further agrees thatIn addition, if ExecutiveEmployee, upon a Termination (as defined in Section 2 below) the end of Executive’s employment occurs at any time during Executive’s his employment with Xxxxxx, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive Employee was participating immediately prior to the end of ExecutiveEmployee’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of reimburse Employee the entire monthly premium for those COBRA-covered medical, medical and dental and vision benefit plans for a period of 12 months after the last day of ExecutiveEmployee’s employment with Xxxxxx. Notwithstanding the above, if Executive Employee obtains other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive Employee is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive Employee ceases upon ExecutiveEmployee’s eligibility for such equal benefits. Notwithstanding anything herein to the contrary, if Executive Employee is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive Employee pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following ExecutiveEmployee’s date of Termination.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s 's employment occurs at any time during Executive’s 's employment, Xxxxxx Axxxxx will pay Executive 12 months of Executive’s 's base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this Agreement). The Severance Pay will be Payment (subject to required withholding and withholding) will be made by Xxxxxx Axxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of Executive executes the release referenced in Section B below that Executive executesbelow. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx the Company shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s 's employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x the Company's other employees whose employment was has not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health and dental insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Executive agrees to notify Axxxxx promptly upon obtaining such other employment. At the end of 12 months, Executive, at his or her option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and Axxxxx'x standard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “"specified employee” " within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the (“"Code”") and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s 's date of Termination. The amounts payable under this Section 1 shall constitute "Severance Pay" under this Agreement.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination (hereinafter such pay shall be referred to as “Severance Pay”). The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of the release referenced in Section B below that Executive executes. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x other employees whose employment was not terminated in such year. Xxxxxx further agrees that, if Executive, upon a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered elected medical, dental and vision benefit plans for a period of 12 months after the last day of ExecutiveEmployee’s employment with Xxxxxx. Notwithstanding the above, if Executive Employee obtains other employment (prior to the end of the 12 month COBRA reimbursement subsidized period) under which Executive Employee is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive subsidize Employee’s COBRA premiums ceases upon ExecutiveEmployee’s eligibility for such equal benefits. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this Agreement). The Severance Pay will be Payment (subject to required withholding and withholding) will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on of Xxxxxx starting with the first regular payroll date after the effective date of the release referenced in Section B below that Executive executesTermination. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx the Company shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x the Company’s other employees whose employment was has not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health and dental insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Executive agrees to notify Xxxxxx promptly upon obtaining such other employment. At the end of 12 months, Executive, at his or her option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and Xxxxxx’x standard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination. The amounts payable under this Section 1 shall constitute “Severance Pay” under this Agreement.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s 's employment occurs at any time during Executive’s 's employment, Xxxxxx will pay Executive 12 months of Executive’s 's base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this agreement). The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of Executive executes the release referenced in Section B below that Executive executesbelow. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s 's employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x Xxxxxx'x other employees whose employment was not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health and dental insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. The Executive agrees to notify Xxxxxx promptly upon obtaining such other employment. At the end of 12 months, Executive, at his option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and Xxxxxx'x standard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s 's date of Termination.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this agreement). The Severance Pay will be subject to required withholding and will be made by Xxxxxx to Executive monthly over the course of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of Executive executes the release referenced in Section B below that Executive executesbelow. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x other employees whose employment was not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health and dental insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. The Executive agrees to notify Xxxxxx promptly upon obtaining such other employment. At the end of 12 months, Executive, at his option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and Xxxxxx’x standard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination as Severance Pay (hereinafter as such pay shall be referred to as “Severance Pay”term is defined in this Agreement). The Severance Pay will be Payment (subject to required withholding and withholding) will be made by Xxxxxx to Executive monthly over the course in a lump sum within 30 days of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of the release referenced in Section B below that Executive executesTermination. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx the Company shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x the Company’s other employees whose employment was has not terminated in such year. Xxxxxx further agrees thatIn addition, if Executivefor 12 months following the date of Termination, upon a Termination (Executive shall be entitled to continue to participate at the same level of coverage and Executive contribution in any health, dental, disability and life insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Executive agrees to notify Xxxxxx promptly upon obtaining such other employment. At the end of 12 months, Executive, at his or her option, may elect to obtain COBRA coverage in accordance with the terms and conditions of applicable law and Xxxxxx’x standard policy. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the (“Code”) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination. The amounts payable under this Section 1, to the extent modified under Section 2, shall constitute “Severance Pay” under this Agreement.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s 's employment occurs at any time during Executive’s 's employment, Xxxxxx except as provided herein, Asbury will pay Executive 12 months of Severance Pay based upon Executive’s base salary 's xxxx xalary as of the date of Termination Termination, as calculated below. Payment (hereinafter such pay shall be referred to as “Severance Pay”). The Severance Pay will be subject to required withholding and withholding) will be made by Xxxxxx Asbury to Executive monthly over the course of 12 months on the regular payroll dates beginning on of Asbxxx xxarting with the date of Termination. The amount of Exexxxxxx's Severance Pay will at no time be less than 18 months or greater than 36 months of Executive's base salary. If Executive's employment were terminated in the first regular payroll date after month following the effective date of the release referenced in Section B below that Employment Date, Executive executes. In addition to the payment would be eligible for 36 months of Severance Pay. Following the first month after the Employment Date and each successive month of employment that Executive completes, if a Termination (as defined in Section 2 below) up to 18, one month of severance pay eligibility will be removed. For example, after 6 completed months of employment, Executive would be eligible for 30 months of Severance Pay. After 18 months of employment, and for the duration of Executive’s employment occurs at any time during Executive’s 's employment with XxxxxxAsbury, to the extent that Executive will be eligible for 18 months of Severance Pxx. Xxr purposes of calculating Severance Pay eligibility, time spent by Executive on any type of approved or required leave of absence, vacation or holiday will count towards completed months of employment determinations. If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx shall pay Executive Severance Pay will also include a pro rata portion of that bonus payment in an amount equal to the bonus earned but not already paid for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired prorated through the date of Termination. Such bonus In addition, Executive shall be paid entitled for 12 months following the date of Termination to continue to participate at such the same level of coverage and Executive contribution in any health and dental plans, as may be amended from time as bonuses are paid under the bonus compensation plan to Xxxxxx’x other employees whose employment was not terminated in such year. Xxxxxx further agrees thattime, if Executive, upon a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Notwithstanding anything herein Executive agrees to notify Asbury promptly upon obtaining such other employment. At the contraryopxxxx xf Executive, if Executive is determined to COBRA coverage will be a “specified employee” within available, as provided by company policy, at the meaning of Section 409A termination of the Internal Revenue Code of 1986extended benefits provided above. However, nothing herein shall be construed to provide Executive Severance Pay eligibility should Executive be found to have engaged in conduct that would qualify as "cause" for termination, as amended that term is defined in Section 2 below, even if the (“Code”) conduct was discovered by the Company after Executive's "termination" and if one or more the commencement of Severance Pay. If such "cause" is found after any amount of Severance Pay has already been remitted to Executive, Executive agrees and understands that the payments or benefits Company expressly reserves the right to be received by Executive pursuant to this Agreement would be considered deferred compensation subject to Section 409A of the Codestop any future payments, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Terminationand recover any amounts already paid.

Severance Pay Arrangement. If a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment, Xxxxxx will pay Executive 12 months of Executive’s base salary as of the date of Termination (hereinafter such pay shall be referred to as “Severance Pay”). The Severance Pay will be Payment (subject to required withholding and withholding) will be made by Xxxxxx to Executive monthly over the course in a lump sum within 30 days of 12 months on the regular payroll dates beginning on the first regular payroll date after the effective date of the release referenced in Section B below that Executive executesTermination. In addition to the payment of Severance Pay, if a Termination (as defined in Section 2 below) of Executive’s employment occurs at any time during Executive’s employment with Xxxxxx, to the extent that If Executive participates in a bonus compensation plan at the date of Termination, Xxxxxx the Company shall pay Executive a pro rata portion of that bonus for the year of the Termination equal to the amount of the bonus that Executive would have received if Executive’s employment had not been terminated during such year, multiplied by the percentage of such year that has expired through the date of Termination. Such bonus shall be paid at such time as bonuses are paid under the bonus compensation plan to Xxxxxx’x the Company’s other employees whose employment was has not terminated in such year. Xxxxxx further agrees thatIn addition, if ExecutiveExecutive shall be entitled for 12 months following the date of Termination to continue to participate at the same level of coverage and Executive contribution in any health, upon a Termination (dental, disability and life insurance plans, as defined in Section 2 below) of Executive’s employment occurs at any may be amended from time during Executive’s employment with Xxxxxxto time, timely and properly elects COBRA for any medical, dental and vision benefit plans in which Executive was participating immediately prior to the end date of Executive’s employment with Xxxxxx, Xxxxxx shall continue to pay its portion of the monthly premium for those COBRA-covered medical, dental and vision benefit plans for a period of 12 months Termination. Such participation will terminate 30 days after the last day of Executive’s employment with Xxxxxx. Notwithstanding the above, if Executive obtains has obtained other employment (prior to the end of the 12 month COBRA reimbursement period) under which Executive is eligible to be covered by benefits equal to the benefits in his COBRA-elected plans, Xxxxxx’x obligation to reimburse Executive ceases upon Executive’s eligibility for such equal benefits. Executive agrees to notify Xxxxxx promptly upon obtaining such other employment. At the option of Executive, COBRA coverage will be available, as provided by company policy, at the termination of the extended benefits provided above. Notwithstanding anything herein to the contrary, if Executive is determined to be a “specified employee” within the meaning of Section 409A of the Internal Revenue Code of 1986, (as amended the (“Code”defined in Section 7 below) and if one or more of the payments or benefits to be received by Executive pursuant to this Agreement agreement would be considered deferred compensation subject to Section 409A of the Code, then no such payment shall be made or benefit provided until six (6) months following Executive’s date of Termination.