Specific Consideration Clause Samples

Specific Consideration. In exchange for the releases provided hereunder and other good and valuable consideration, and upon the execution of this Agreement, Executive shall be paid the amounts and receive the benefits as provided under the Severance Agreement. Executive agrees that no further amount is or shall be due or claimed to be due from Company and/or from any other person or entity released in paragraph 4 below except for any payments and benefits due under the Severance Agreement and under any other written Company benefit plans, such as the Sysco Corporation Supplemental Executive Retirement Plan, the Sysco Corporation Executive Deferred Compensation Plan, any 401(k) plan, any pension plan and any similar plan, to the extent Executive is entitled to benefits under the respective terms thereof.

Specific Consideration. In exchange for the release provided hereunder and other good and valuable consideration, and upon the execution of this Release, Employee shall be paid in accordance with that certain Executive Severance Agreement between Employee and the Company (or the Company’s predecessor) dated , 2005 (“Severance Agreement”), which payment includes all amounts, if any, which are owed to Employee pursuant to any agreement, plan or policy of the Company arising from a “Change of Control” of the Company, as defined in the Severance Agreement, if such amount has not been previously paid to Employee. Employee agrees that no further amount is or shall be due or claimed to be due from the Company and/or from any other person or entity released in paragraph 3 below except for any post-termination payment amounts owed to Employee pursuant to employee benefit plans qualified under the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), pursuant to the applicable requirements of Part 6 of Subtitle B of Title I of ERISA and Section 4980B of the Internal Revenue Code of 1986, as amended (“COBRA”), or any payments to or rights of Employee hereunder or under the Employee’s Supplemental Executive Retirement Plan dated April 15, 2003, the Employee’s Supplemental Executive Retirement Plan dated December 31, 2004, the 1999 Phantom Stock Plan, the Euramax International, Inc. 2003 Equity Compensation Plan (the “Equity Plan”) (or underlying agreements), the Restricted Stock Agreement pursuant to the Equity Plan, the Euramax International, Inc. 2005 Retention Bonus Program or any shareholder agreement relating to Euramax International, Inc. to which Employee is a party or any rights Employee may have pursuant to any indemnification provided by Euramax International, Inc. (such payments or rights set forth in this paragraph, collectively, the “Surviving Obligations”)

Specific Consideration. In exchange for the release provided hereunder and other good and valuable consideration, and upon the execution of this Release, Employee shall be paid in accordance with that certain Executive Severance Agreement between Employee and the Company (or the Company's predecessor) dated March , 2005 ("Severance Agreement"), which payment includes all amounts, if any, which are owed to Employee pursuant to any agreement, plan or policy of the Company arising from a termination of the Employee, other than by reason of a Nonqualifying Termination, as defined in the Severance Agreement, if such amount has not been previously paid to Employee. Employee agrees that no further amount is or shall be due or claimed to be due from the Company and/or from any other person or entity released in paragraph 3 below except for any post-termination payment amounts owed to Employee pursuant to employee benefit plans qualified under the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), pursuant to the applicable requirements of Part 6 of Subtitle B of Title I of ERISA and Section 4980B of the Internal Revenue Code of 1986, as amended ("COBRA"), or any payments to or rights of Employee under the [Insert Company Retirement Plan and/or Equity Compensation Plan, if any (the "Equity Plan")], or any shareholder agreement relating to the Company to which Employee is a party.

Specific Consideration. In exchange for the releases provided hereunder and other good and valuable consideration, and upon the execution of this Agreement, Executive shall be paid the amounts and receive the benefits as set forth on Exhibit A hereto, and the Company is relieved from, and shall have no obligation to make, any payments required under Sections 3 or 5 of the Severance Agreement, except to the extent set forth in Exhibit A; provided, however, that Section 3(b) of the Severance Agreement shall remain in full force and effect and the reference to amounts due under Section 3(a) shall be deemed to refer to amounts due under Exhibit A hereto. Executive agrees that no further amount is or shall be due or claimed to be due from Company and/or from any other person or entity released in paragraph 4 below except for any payments and benefits set forth on Exhibit A.

Specific Consideration. In consultation with the HR Office, the Commission will determine its staffing based on its organizational differences and specific needs. While understanding that standards and precedents exist within the department, the Commission makes these decisions. The Commission has authority to require and provide specific training, within existing funding, personnel, and collective bargaining requirements, to its staff relating to specialization of medical regulation, licensing, staff development, or other needs as identified by the Commission.

Specific Consideration. The Executive Director acknowledges that the substantial remuneration established in Clause 6 already includes the consideration of the restrictive covenants regulated in this clause.