What You Will Receive Only If You Enter Into This Agreement Sample Clauses

What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement (BUT IN NO CASE LATER THAN [LAST DATE TO ACCEPT]), and you comply with the Agreement’s requirements, then in addition to those payments and benefits described in Section 2 above: • You will receive salary continuation benefit payments at your regular Base Salary though [SEVERANCE END DATE] subject to applicable withholdings, unless you choose to resign before [SEPARATION DATE]; and • If you are currently enrolled and participating in the Company’s medical/dental/vision benefits, your coverage will extend until the end of the [SEVERANCE END DATE]. Thereafter, you will be able to continue as a member of the Company’s Group Health Plans at your expense in accordance with the terms of those plans[, as well as COBRA, for the legally required benefit continuation period]. You will be receiving a separate letter explaining your rights and responsibilities with regard to electing your COBRA benefits. You will receive COBRA benefit payments through [SEVERANCE END DATE]. Within thirty (30) days after you return the signed and dated Agreement, you will begin receiving the salary continuation benefit, provided you did not resign prior to your anticipated Separation Date.
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What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement (BUT IN NO CASE LATER THAN [LAST DATE TO ACCEPT]), and you comply with the Agreement's requirements, then in addition to those payments and benefits described in Section 2 above: • You will receive salary continuation benefit payments at your regular Base Salary though [SEVERANCE END DATE] subject to applicable withholdings, unless you choose to resign before [SEPARATION DATE] (“Separation Date”); • If you are currently enrolled and participating in the Company's medical/dental/vision benefits, your coverage will extend until the end of the [SEVERANCE END DATE]. Thereafter, you will be able to continue as a member of the Company's Group Health Plans at your expense in accordance with the terms of those plans[, as well as COBRA, for the legally required benefit continuation period]. You will be receiving a separate letter explaining your rights and responsibilities with regard to electing your COBRA benefits. You will receive COBRA benefit payments through [SEVERANCE END DATE]; and • Change in Control payments/benefits, if applicable, in accordance with your signed [ ], 2021 Employment Agreement with the Company (the “Employment Agreement”) (a copy of which is attached). Within thirty (30) days after you return the signed and dated Agreement, you will begin receiving the salary continuation benefit, provided you did not resign prior to your anticipated Separation Date.
Sample 1
What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement (but in no case later than 21 days after presentation of agreement), and you comply with this Agreement’s requirements, you will receive a bonus in an amount equal to your target annual performance bonus, prorated for the period from April 1, 2018 through September 4, 2018, which shall be payable in a lump sum as soon as practicable following the effective date of this Agreement but no later than the payroll cycle immediately following the effective date.
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What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement and Exhibit C BETWEEN FEBRUARY 11, 2019 AND MARCH 4, 2019, and you comply with the Agreement’s requirements, then in addition to those payments and benefits described in Section 2 above: ● You will receive a lump sum payment of $525,000 (“Lump Sum Payment), equivalent to twelve (12) months of your Base Salary (as defined in Exhibit A) and Annual Performance Bonus (as defined in Exhibit A), subject to applicable withholding; and ● You will receive a lump sum payment in the amount of $29,128.44, representing reimbursement costs for COBRA premiums for twelve (12) months at current rates for the Company’s medical, dental and vision insurance coverage, subject to applicable withholding; and ● You will not be required to re-pay your $60,000 Sign-On Bonus (as defined in Exhibit A) to the Company. You will receive the Lump Sum Payment within a reasonable time after you return the signed and dated Agreement, Acknowledgment and Consulting Agreement (as defined in Section 6 below), provided you do not revoke it under Section 22(c). You agree that the foregoing payments and timing thereof beyond those afforded in your Employment Agreement (as defined in Section 6) that the Company is agreeing to hereunder constitute consideration for your agreements, acknowledgements and releases made hereunder.
Sample 1
What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement and the attached Form of Acknowledgement (IN NO CASE LATER THAN March 29, 2019) and you comply with the Agreement's requirements, then in addition to those payments and benefits described in Section 2 above: • You will receive the target annual performance bonus for which you would have been eligible in the performance review cycle ending March 31, 2019 (“Axovant Bonus”), prorated for the period from April 1, 2018 through February 15, 2019. The Axovant Bonus will be paid to you as soon as practicable following the day eight days following your execution of the Agreement, provided you do not revoke the Agreement under Section 24. Your receipt of the Axovant Bonus is also expressly contingent on your continued cooperation with the Company, as set forth in Section 16 of this Agreement; and • You will receive the modifications to your outstanding Axovant options, as described in Section 4.
Sample 1
What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement, you comply with the Agreement’s requirements, and do not resign prior to Separation Date, this Agreement will become effective on the Separation Date. In return for entering into this Agreement, and compliance with its terms and conditions, in addition to those payments and benefits described in Section 2 above: • You will receive, within 14 days of the Separation Date, salary continuation benefit payments at your regular base salary for a period of three (3) months after the Separation Date, subject to required deductions and withholding, and in accordance with the Company’s customary payroll practices; • If you are currently enrolled and participating in the Company’s medical/dental/vision benefits, your coverage will extend until the end of the April 2020. Thereafter, the Company will pay for your COBRA premium benefits for twelve (12) months following Separation Date. You will receive a separate letter explaining your rights and responsibilities with regard to electing your COBRA benefits. • The Company will not require you to repay the one-time signing bonus as set forth in paragraph 2.1(b) of the Employment Agreement, dated July 8, 2019, as amended July 21, 2019, between you and the Company (collectively, the “Employment Agreement”), a copy of which is attached to this Agreement as Exhibit A.
Sample 1
What You Will Receive Only If You Enter Into This Agreement. As long as you timely sign, date and return this Agreement (AFTER YOUR SEPARATION DATE BUT IN NO CASE LATER THAN NOVEMBER 13, 2020), and you comply with the Agreement’s requirements, then in addition to those payments and benefits described in Paragraph 2 above: • You will receive salary continuation benefit payments in an aggregate amount equal to six (6) months of your current base salary, payable in equal installments in accordance with customary payroll practices over the six (6) month period following your Separation Date, subject to applicable withholdings (the “Salary Continuation Benefit”), provided that no installments of the Salary Continuation Benefit shall be paid prior to seven (7) days after you Execute this Agreement, and any amounts that would have otherwise been paid during the period between your Separation Date and the first payment date in accordance with payroll practices will be included in the first payment. • If you timely elect to continue COBRA coverage, the Company shall pay the cost of premiums in excess of active employee rates necessary for you to maintain the medical/dental/vision benefits to which you are entitled under COBRA for a period (the “COBRA Payment Period”) beginning on the Separation Date and ending upon the occurrence of the earliest of the following events: (A) six (6) months following your Separation Date, (B) you elect to receive group health insurance coverage through a new employer, or (C) you cease to be eligible for COBRA continuation coverage for any reason. In the event you become covered under another employer’s group health plan or otherwise cease to be eligible for COBRA during the COBRA Payment Period, you agree that you must promptly (but no later than five (5) business days following such event) notify the IMVT Corporation Company of such event. After the COBRA Payment Period, you will be able to continue as a member of the Company’s Group Health. Plans at your expense in accordance with the terms of those plans, as well as COBRA, for the legally required benefit continuation period. You will be receiving a separate letter explaining your rights and responsibilities with regard to electing your COBRA benefits. • Your outstanding stock option awards granted to you on May 20, 2019 (your “2019 Award”) and May 15, 2020 (your “2020 Award”) originally under the Immunovant Sciences Ltd. 2018 Equity Incentive Plan and the Immunovant, Inc. 2019 Equity Incentive Plan, respectively (collectively, the “Equity ...
Sample 1
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Related to What You Will Receive Only If You Enter Into This Agreement

  • Securities Sold Pursuant to this Agreement The Securities have been duly authorized and reserved for issuance and when issued and paid for in accordance with this Agreement, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Securities has been duly and validly taken. The form of certificates for the Securities conform to the corporate law of the jurisdiction of the Company’s incorporation and applicable securities laws. The Securities conform in all material respects to the descriptions thereof contained in the Registration Statement, the Sale Preliminary Prospectus and the Prospectus, as the case may be. When paid for and issued, the Warrants will constitute valid and binding obligations of the Company to issue the number and type of securities of the Company called for thereby in accordance with the terms thereof and such Warrants are enforceable against the Company in accordance with their respective terms, except: (i) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally; (ii) as enforceability of any indemnification or contribution provision may be limited under foreign, federal and state securities laws; and (iii) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. The shares of Common Stock issuable upon exercise of the Warrants have been reserved for issuance upon the exercise of the Warrants and upon payment of the consideration therefor, and when issued in accordance with the terms thereof such shares of Common Stock will be duly and validly authorized, validly issued, fully paid and non-assessable, and the holders thereof are not and will not be subject to personal liability by reason of being such holders.

  • EFFECTIVE PERIOD AND TERMINATION OF THIS AGREEMENT This Agreement shall become effective upon its execution, and shall remain in full force and effect as to the Fund continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows:

  • INSURANCE COMPANY NOT A PARTY TO THIS AGREEMENT The Insurer shall not be deemed a party to this Agreement, but will respect the rights of the parties as herein developed upon receiving an executed copy of this Agreement. Payment or other performance in accordance with the policy provisions shall fully discharge the Insurer from any and all liability.

  • ASSIGNMENT TERMINATES THIS AGREEMENT; AMENDMENTS OF THIS AGREEMENT This Agreement shall automatically terminate, without the payment of any penalty, in the event of its assignment or in the event that the Investment Management Agreement between the Manager and the Fund shall have terminated for any reason; and this Agreement shall not be amended unless such amendment is approved at a meeting by the affirmative vote of a majority of the outstanding shares of the Fund, and by the vote, cast in person at a meeting called for the purpose of voting on such approval, of a majority of the Trustees of the Fund who are not interested persons of the Fund or of the Manager or the Portfolio Manager.

  • No Consideration Absent Execution of this Agreement Employee understands and agrees that Employee would not receive the monies and/or benefits specified in paragraph “2” above, except for Employee’s execution of this Agreement and the fulfillment of the promises contained herein.

  • Company to Provide Copy of the Prospectus in Form That May be Downloaded from the Internet If requested by the Representatives, the Company shall cause to be prepared and delivered, at its expense, within one business day from the effective date of this Agreement, to the Representatives an “electronic Prospectus” to be used by the Underwriters in connection with the offering and sale of the Offered Shares. As used herein, the term “electronic Prospectus” means a form of Time of Sale Prospectus, and any amendment or supplement thereto, that meets each of the following conditions: (i) it shall be encoded in an electronic format, satisfactory to the Representatives, that may be transmitted electronically by the Representatives and the other Underwriters to offerees and purchasers of the Offered Shares; (ii) it shall disclose the same information as the paper Time of Sale Prospectus, except to the extent that graphic and image material cannot be disseminated electronically, in which case such graphic and image material shall be replaced in the electronic Prospectus with a fair and accurate narrative description or tabular representation of such material, as appropriate; and (iii) it shall be in or convertible into a paper format or an electronic format, satisfactory to the Representatives, that will allow investors to store and have continuously ready access to the Time of Sale Prospectus at any future time, without charge to investors (other than any fee charged for subscription to the Internet as a whole and for on-line time). The Company hereby confirms that it has included or will include in the Prospectus filed pursuant to XXXXX or otherwise with the Commission and in the Registration Statement at the time it was declared effective an undertaking that, upon receipt of a request by an investor or his or her representative, the Company shall transmit or cause to be transmitted promptly, without charge, a paper copy of the Time of Sale Prospectus.

  • Effective Date of this Agreement This Agreement shall become effective (the "Effective Date") upon the date of your acceptance hereof, as set forth below.

  • Reimbursement for Expenses of a Witness or in Response to a Subpoena Notwithstanding any other provision of this Agreement, to the extent that Indemnitee, by reason of his or her Corporate Status, (i) is a witness in any Proceeding to which Indemnitee is not a party and is not threatened to be made a party or (ii) receives a subpoena with respect to any Proceeding to which Indemnitee is not a party and is not threatened to be made a party, the Company shall reimburse Indemnitee for all Expenses actually and reasonably incurred by him or her or on his or her behalf in connection therewith.

  • Default Not Exceeding 10% of Firm Units If any Underwriter or Underwriters shall default in its or their obligations to purchase the Firm Units and if the number of the Firm Units with respect to which such default relates does not exceed in the aggregate 10% of the number of Firm Units that all Underwriters have agreed to purchase hereunder, then such Firm Units to which the default relates shall be purchased by the non-defaulting Underwriters in proportion to their respective commitments hereunder.

  • EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT This Contract shall become effective upon its execution, and shall remain in full force and effect continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows:

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