Examples of CIC Effective Date in a sentence
For purposes of any equity awards held by Executive as of the CIC Effective Date or Annual LTI Awards granted during the Employment Period, the definition of Cause and the procedural protections set forth herein shall apply to such awards from and after the CIC Effective Date, notwithstanding anything contained in the applicable award agreements and plan documents.
From and after the CIC Effective Date, except as specifically provided herein, this Agreement shall supersede the Employment Agreement.
The Company hereby agrees to continue Executive in its employ, and Executive hereby agrees to remain in the employ of the Company subject to the terms and conditions of this Agreement, for the period commencing on the CIC Effective Date and ending on the second (2nd) anniversary of such date (the “Employment Period”).
During the Employment Period, Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by Executive in accordance with the most favorable policies, practices and procedures of the Company and its Affiliates in effect for Executive at any time during the 120-day period immediately preceding the CIC Effective Date or, if more favorable to Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its Affiliates.
During the Employment Period, Executive shall receive an annual base salary (“Annual Base Salary”) that shall be paid at an annual rate at least equal to twelve (12), multiplied by the highest monthly base salary paid or payable, including any base salary that has been earned but deferred, to Executive by the Company and its Affiliates in respect of the twelve (12)-month period immediately preceding the month in which the CIC Effective Date occurs.
Executive and the Company acknowledge that, except as may otherwise be provided under any other written agreement between Executive and the Company, including the Employment Agreement, the employment of Executive by the Company is “at will” and Executive’s employment may be terminated by either Executive or the Company at any time prior to the CIC Effective Date, in which case Executive shall have no further rights under this Agreement.
It is expressly understood and agreed that to the extent that any such activities have been conducted by Executive prior to the CIC Effective Date, the continued conduct of such activities (or the conduct of activities similar in nature and scope thereto) subsequent to the CIC Effective Date shall not thereafter be deemed to interfere with the performance of Executive’s responsibilities to the Company.
For the avoidance of doubt, prior to the CIC Effective Date, the Employment Agreement shall govern the relationship between the parties.
During the Employment Period, Executive shall be entitled to paid vacation, in each case in accordance with the most favorable plans, policies, programs and practices of the Company and its Affiliates as in effect for Executive at any time during the 365-day period immediately preceding the CIC Effective Date or, if more favorable to Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its Affiliates.
During the Employment Period, the Annual Base Salary shall be periodically reviewed and increased in the same manner and proportion as the base salaries of other senior executives of the Company and its Affiliates, but in no event shall such review and adjustment be more than twelve (12) months after the last salary increase awarded to Executive prior to the CIC Effective Date and thereafter at least annually.