Termination by the Company Without Cause or by the Executive After June 30, 2028 Sample Clauses

Termination by the Company Without Cause or by the Executive After June 30, 2028. If the Executive’s employment is terminated by the Company without Cause as provided in Section 5(d) or by the Executive any time after June 30, 2028, then the Company shall, through the Date of Termination, pay the Executive’s Accrued Benefit. Except as provided in Section 7, if (i) the Executive’s employment is terminated by the Company without Cause as provided in Section 5(d), (ii) the Executive signs a separation agreement in a form provided by the Company, including a general release of claims (the “Release”), and the Release becomes effective within the time frame set forth in the Release but in no event later than sixty (60) days after the Date of Termination, and (iii) the Executive complies with the Confidentiality Agreement, then: A. The Company shall pay the Executive (i) an amount equal to one (1) year of the Executive’s Base Salary plus (ii) an amount equal amount of the Executive’s Annual Cash Bonus prorated for the number of months employed by the Company up through the Date of Termination (the “Severance Amount”). B. Effective as of the later of (i) the Date of Termination or (ii) the effective date of the Release (the “Accelerated Vesting Date”), and notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, (a) all stock options and other stock-based awards subject solely to time-based vesting held by the Executive (the “Time-Based Equity Awards”) shall immediately accelerate and become fully vested and exercisable or nonforfeitable, provided that any termination or forfeiture of the unvested portion of such Time-Based Equity Awards that would otherwise occur on the Date of Termination in the absence of this Agreement will be delayed until the effective date of the Release and will only occur if the vesting pursuant to this subsection does not occur due to the absence of the Release becoming fully effective within the time period set forth therein and no additional vesting of the Time-Based Equity Awards shall occur during the period between the Date of Termination and the Accelerated Vesting Date; and (b) all vested stock options held by the Executive shall be exercisable until the earlier of (1) twenty-four (24) months following the Date of Termination and (2) the original expiration date of the applicable stock option. C. The Executive’s coverage under the Company’s group health plans shall continue to and including the end of the month in which the Date of Termination occurs. The Execu...