Common use of Unconditional Payments Clause in Contracts

Unconditional Payments. a. On the Separation Date, the Company will provide the Executive with a payment, at the Executive’s Base Salary rate, for the time the Executive worked prior to the Separation Date during the Company’s regular pay period containing the Separation Date, less applicable statutory deductions, and authorized withholdings (e.g., for income tax and FICA). b. At least two days before the Separation Date, the Company will pay the Executive the separation fee of $180,000, pursuant to the Executive Agreement (the “Separation Fee”). c. The Company will pay the Executive all his earned, accrued, and unpaid benefits as of the Separation Date, if any, under the Company’s employee benefit plans, including any such benefits under the Company’s pension, disability, and life insurance plans, policies, and programs. Payment for such benefits, if any, will be made according to the terms of the applicable employee benefit plan or, if an earlier date is required by applicable law, than by that earlier date. d. The Company shall provide the Executive with continued health insurance coverage, including medical, dental, and vision benefits, under the same plan(s) and at the same level of coverage as in effect for the Executive immediately prior to the Separation Date (the “Health Insurance Coverage”). Such Health Insurance Coverage shall continue through March 27, 2027 (the “Continuation Period”). During the Continuation Period, the Company shall pay the full cost of the premiums for the Health Insurance Coverage on behalf of the Executive and, if applicable, the Executive’s eligible dependents, subject to the same terms, conditions, and employee contribution requirements (if any) as applied to similarly situated active employees of the Company as of the Separation Date. The Executive shall be responsible for any employee portion of the premium or other costs that would have been applicable had the Executive remained employed, which shall be paid in accordance with the Company’s standard procedures. After this date, the Company will send the Executive, under separate cover, information about his rights to elect medical, dental and vision insurance continuation coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”). Notwithstanding the foregoing, the continuation of Health Insurance Coverage is subject to the terms and conditions of the applicable insurance policies and plan documents, and nothing herein shall be construed to extend coverage beyond the period permitted by such policies, plans, or applicable law. Nothing in this Agreement is intended to impair any of the Executive’s rights described in this Section 2. In addition, and provided that the Executive agrees to and accepts the terms of this Separation Agreement and does not revoke his acceptance pursuant to Section 9 below.

Unconditional Payments. a. On the Separation Date, the Company will provide the Executive with a payment, at the Executive’s Base Salary rate, for the time the Executive worked prior to the Separation Date during the Company’s regular pay period containing the Separation Date, less applicable statutory deductions, and authorized withholdings (e.g., for income tax and FICA). b. At least two days before the Separation Date, the Company will pay the Executive the separation fee of $180,000240,000, pursuant to the Executive Agreement (the “Separation Fee”). c. The Company will pay the Executive all his earned, accrued, and unpaid benefits as of the Separation Date, if any, under the Company’s employee benefit plans, including any such benefits under the Company’s pension, disability, and life insurance plans, policies, and programs. Payment for such benefits, if any, will be made according to the terms of the applicable employee benefit plan or, if an earlier date is required by applicable law, than by that earlier date. d. The Company shall provide the Executive with continued health insurance coverage, including medical, dental, and vision benefits, under the same plan(s) and at the same level of coverage as in effect for the Executive immediately prior to the Separation Date (the “Health Insurance Coverage”). Such Health Insurance Coverage shall continue through March 27, 2027 (the “Continuation Period”). During the Continuation Period, the Company shall pay the full cost of the premiums for the Health Insurance Coverage on behalf of the Executive and, if applicable, the Executive’s eligible dependents, subject to the same terms, conditions, and employee contribution requirements (if any) as applied to similarly situated active employees of the Company as of the Separation Date. The Executive shall be responsible for any employee portion of the premium or other costs that would have been applicable had the Executive remained employedengaged, which shall be paid in accordance with the Company’s standard procedures. After this date, the Company will send the Executive, under separate cover, information about his rights to elect medical, dental and vision insurance continuation coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”). Notwithstanding the foregoing, the continuation of Health Insurance Coverage is subject to the terms and conditions of the applicable insurance policies and plan documents, and nothing herein shall be construed to extend coverage beyond the period permitted by such policies, plans, or applicable law. Nothing in this Agreement is intended to impair any of the Executive’s rights described in this Section 2. In addition, and provided that the Executive agrees to and accepts the terms of this Separation Agreement and does not revoke his acceptance pursuant to Section 9 below.