Common use of Death or Disability Clause in Contracts

Death or Disability. If, during the Term, Executive’s employment shall terminate by reason of Executive’s death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Company.

Death or Disability. If, during If the Term, Executive’s employment shall terminate is terminated by reason of the Executive’s death or DisabilityDisability during the Employment Period, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable Accrued Obligations to the Executive if or the Executive’s employment with estate or legal representative, as applicable, in a lump sum in cash within 30 days after the Date of Termination. In such event, the Company had not terminated as determined in accordance shall have no further obligations under this Agreement or otherwise to or with respect to the Executive; and for any entitlements under the terms and conditions of any other plans or programs of the applicable short-term incentive plan of Company in which the CompanyExecutive participated and under which the Executive has become entitled to a benefit.

Death or Disability. If, during the Term, Executive’s 's employment ------------------- shall terminate by reason of Executive’s 's death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on within 30 days of the date when such amounts would otherwise have been payable to the Executive if Executive’s 's employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Companyterminated.

Death or Disability. If, during If the Term, Executive’s employment shall terminate is terminated by reason of the Executive’s death or DisabilityDisability during the Term, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable Accrued Obligations to the Executive if or the Executive’s employment estate or legal representative, as applicable, in a lump-sum payment (subject to applicable taxes and withholding) not later than the next regularly scheduled pay period following the Date of Termination, and, following the Date of Termination, the Company shall provide the Executive with the Company had not terminated Accrued Benefits as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Companywhen due.

Death or Disability. If, during the Term, Executive’s 's employment shall terminate by reason of Executive’s 's death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on within 30 days of the date when such amounts would otherwise have been payable to the Executive if Executive’s 's employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Companyterminated.

Death or Disability. If, during If the Term, Executive’s employment shall terminate is terminated by reason of the Executive’s death or DisabilityDisability during the Employment Period, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable Accrued Obligations to the Executive if or the Executive’s employment with estate or legal representative, as applicable, in a lump sum in cash within 30 days after the Date of Termination. In such event, the Company had not terminated as determined in accordance shall have no further obligations under this Agreement or otherwise to or with respect to the Executive other than for any entitlements under the terms and conditions of any other plans or programs of the applicable short-term incentive plan of Company in which the CompanyExecutive participated and under which the Executive has become entitled to a benefit.

Death or Disability. If, during If the Term, Executive’s 's employment shall terminate by reason is terminated as a result of Executive’s his death or Disability, the Company shall pay to the Executive (or his designated beneficiary or estate, as the case may beapplicable, (i) the prorated all previously earned and accrued Base Salary, (ii) a pro-rated portion of any Target the Bonus based upon the number of days actually employed during the fiscal year in which such termination occurred (payable as defined below) Executive and when such Bonus would have received been determined but for the year of termination of employment. Such amount shall be paid on termination), and (iii) his Base Salary and other benefits (excluding any Bonus) during the 3 months following the date when of such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Companytermination.

Death or Disability. If, during the Term, Executive’s employment shall terminate by reason of Executive’s death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on within 30 days of the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Companyterminated.

Death or Disability. If, during the Term, Executive’s employment shall terminate by reason of Executive’s death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable to the Executive if If Executive’s employment with the Company had not terminated terminates as determined a result of his death or his disability, then Executive shall be entitled to receive (i) the Base Termination Benefit and (ii) a cash bonus equal to his target bonus payable with respect to the year in accordance which the Date of Termination occurs, with such amounts paid no later than the terms and conditions 15th day of the applicable short-term incentive plan third month following the later of (A) the end of the Company’s fiscal year, or (B) the end of the calendar year, of the Date of Termination.

Death or Disability. If, during the Term, Executive’s employment shall terminate by reason of Executive’s death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Company.

Death or Disability. If, during the Term, Executive’s employment shall terminate by reason of Executive’s death or Disability, the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target the 2017 Bonus (as defined below) Executive would have received for the 2017 calendar year of termination of employment(or the 2018 calendar year if the Termination Date does not occur prior to January 1, 2018). Such amount shall be paid on the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Companythis Agreement.

Death or Disability. If, during the Term, If Executive’s employment shall terminate by reason is terminated as a result of Executive’s her death or Disability, the Company shall pay to Executive (or his designated beneficiary or to Executive’s estate, as applicable, the case may be) Accrued Compensation. In addition, Executive shall receive the prorated portion of bonus due for any Target Bonus (as defined below) Executive would have received for the completed fiscal year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with extent that such bonus has not yet been paid (including timing of payment, the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Company“Prior Year Bonus”).

Death or Disability. If, during the Term, Executive’s employment shall terminate by reason of Executive’s death or Disability, the Company shall pay to Executive (or his her designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Company.

Death or Disability. If, during the Term, If Executive’s employment shall terminate is terminated by reason of Executive’s death or Disabilitydisability, Executive shall be entitled to (1) earned but unpaid base salary, target bonus and benefits through the date of termination, (2) pro-rated acceleration of Executive’s equity awards as if such awards had vested on a monthly basis through the date of termination, (3) any business expenses that are reimbursable pursuant to Company policy but have not been reimbursed by the Company shall pay to Executive (or his designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on through the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated as determined in accordance with the terms of termination, and conditions of the (4) all other applicable short-term incentive plan of the Companybenefits.

Death or Disability. If, during the Term, Executive’s employment shall terminate terminates by reason of Executive’s death or Disability, the Company shall pay to Executive (or his her designated beneficiary or estate, as the case may be) the prorated portion of any Target Bonus (as defined below) Executive would have received for the year of termination of employment. Such amount shall be paid on within thirty (30) days of the date when such amounts would otherwise have been payable to the Executive if Executive’s employment with the Company had not terminated terminated, as determined in accordance with the terms and conditions of the applicable short-term incentive plan of the Company.