Burger King 2009 Annual Report Download - page 133

Company’s medical, dental and life insurance plans referred to in Section 8(a) (the “Continued Benefits”) for Executive and his eligible dependents
participating in such plans immediately prior to the Date of Separation from Service in the same manner that Executive received such benefits during his
employment, subject to timely payment by Executive of all premiums, contributions and other co−payments required to be paid by active senior
executives of the Company under the terms of such plans as in effect from time to time; and
(C) to the extent applicable, the Options and other equity awards held by Executive shall vest and be exercisable in accordance with the terms and
conditions of Section 7 of this Agreement.
Executive shall not have a duty to mitigate the costs to the Company under this Section 10(f)(i), nor shall any payments from the Company to Executive
of Base Salary be reduced, offset or canceled by any compensation or fees earned by (whether or not paid currently) or offered to Executive during the
Severance Period by a subsequent employer or other Person (as defined below) for which Executive performs services, including but not limited to
consulting services. Notwithstanding anything in this Section 10(f)(i) to the contrary, (i) in the event of a termination of Executive’s employment with the
Company upon Executive’s death or due to his Disability, any payments from the Company to Executive described in Section 10(f)(i)(A) shall be reduced
by the value of any Company provided life and disability benefits Executive (or Executive’s estate in the case of his death) is entitled to receive in
connection with such death or Disability, and (ii) should Executive receive or be offered health or medical benefits coverage during the Severance Period by
a subsequent employer or Person for whom Executive performs services, all similar health and medical benefits coverage provided by the Company to
Executive shall immediately terminate.
(ii) If Executive’s Separation from Service occurs due to (A) termination of Executive’s employment by the Company for Cause or (B) Executive’s
resignation from his employment without Good Reason (including as a result of Executive’s election not to renew the Employment Period as described in
Section 3 herein), in any such case during the Employment Period, the Company shall pay to Executive (or, in the event of Executive’s death, to his estate)
the Accrued Obligations within thirty (30) days following the Date of Separation from Service.
(iii) Except as specifically set forth in this Section 10(f), no termination payments or benefits or similar payments or benefits (including any payments or
benefits under any otherwise applicable plan, policy, program or practice of the Company or its Affiliates) shall be payable to Executive or in respect of
Executive’s employment with the Company or its Affiliates.
(g) Resignation upon Termination. Effective as of any Date of Separation from Service under this Section 10 or otherwise as of the date of Executive’s
termination of employment with the Company, Executive shall resign, in writing, from all Board and any Board Committee memberships and other
positions then held by him, or to which he has been appointed, designated or nominated, with the Company and its Affiliates, if any.
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