Burger King 2009 Annual Report Download - page 170

(B) a portion of Executive’s Annual Bonus for the fiscal year of the Company during which Executive was employed that includes the
Date of Separation from Service, such portion to equal the product (such product, the “Pro−Rata Bonus”) of (1) the Annual Bonus that would
have been payable to Executive for such fiscal year had Executive remained employed for the entire fiscal year, determined based on the
extent to which the Company actually achieves the performance goals for such year established pursuant to Section 5, multiplied by (2) a
fraction, the numerator of which is equal to the number of days in such fiscal year that precede the Date of Separation from Service and the
denominator of which is equal to 365, such amount to be payable to Executive on the date (the “Bonus Payment Date”) annual bonuses for
such fiscal year are actually paid by the Company to its active executives, but in no event later than two and a half (2 1/2) months following the
end of the applicable fiscal year in which such Annual Bonus was earned;
(C) subject to Section 20(k)(iii) herein, continued coverage during the period commencing on the Date of Separation from Service and
ending on the one year anniversary of the Date of Separation from Service (the “Severance Period”) under the Company’s medical, dental
and life insurance plans referred to in Section 7(a) for Executive and his eligible dependents participating in such plans immediately prior to
the Date of Separation from Service, 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
(D) at the discretion of the Company, the services of an outplacement agency as selected by and for such period of time as determined
by the Chief Human Resources Officer of the Company; provided that in no event will the duration of such outplacement services exceed the
Severance Period and that any reimbursement to be paid by the Company for such services will be made by the end of the year following the
year in which the Date of Separation from Service occurs.
Executive shall not have a duty to mitigate the costs to the Company under this Section 9(f)(i), nor shall any payments from the
Company to Executive of pursuant to this Section 9(f) 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 in Section 20(l)
below) for which Executive performs services, including but not limited to consulting services. The foregoing notwithstanding, 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, Executive shall notify the Company of this within seven (7) business days of such receipt or offer, as
applicable, and all similar health and medical benefits coverage provided by the Company to Executive shall terminate as of the effective date
of such new coverage.
(ii) In the event of Executive’s Separation from Service due to a termination of his employment (x) upon his death or (y) by the
Company for Cause or as a result of Executive’s Disability or (z) by Executive without Good Reason, in any such
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