GNC 2010 Annual Report Download - page 209

practices and procedures in the same manner and at the same time as though the Executive remained employed by the Company; provided,
however, that if the date of termination is during the Initial Employment Period, the Company shall continue to pay the Executive such Base
Salary for the greater of (A) the period set forth above in this Section 4.3(c)(i) or (B) a twelve (12)-month period following such date of
termination.
(ii) If such termination occurs upon or within six (6) months following a Change of Control (as defined in Exhibit A attached hereto), the
Company shall continue to pay the Executive the Base Salary to which the Executive would have been entitled pursuant to Section 3.1 hereof
(at the Base Salary rate during the year of termination) for the greater of (A) the period set forth in Section 4.3(c)(i) hereof or (B) a two (2)-year
period following such date of termination, with all such amounts payable in accordance with the Company's normal payroll practices and
procedures in the same manner and at the same time as though the Executive remained employed by the Company.
(iii) In the event the Executive's employment is terminated pursuant to this Section 4.3 without Cause, and if the Company has
previously effected reductions in the Executive's Base Salary and the base salary of all executives at the same level as the Executive, which
reductions were substantially similar, then the Base Salary rate for purposes of Section 4.3(c) (i) or (ii) hereof shall be the Base Salary rate in
effect immediately prior to such reductions.
(iv) Subject to the sole discretion of the Board or the Compensation Committee, the Company may pay to the Executive a prorated
share of the Annual Bonus pursuant to Section 3.2 hereof (based on the period of actual employment) that the Executive would have been
entitled to had the Executive worked the full year during which the termination occurred, provided that bonus targets are met for the year of
such termination. The bonus shall be payable as soon as reasonably practicable following the determination thereof, but in no event later than
May 15 of the following year, and in accordance with the Company's normal payroll practices and procedures.
(v) If the Executive elects continuation coverage (with respect to the Executive's coverage and/or any eligible dependent coverage)
under the Consolidated Omnibus Budget Reconciliation Act of 1986 ("COBRA Continuation Coverage") with respect to the Company's group
health insurance plan, the Executive shall be responsible for payment of the monthly cost of COBRA Continuation Coverage. Unless prohibited
by law, the Company shall reimburse the Executive For any portion of the monthly cost of COBRA Continuation Coverage that exceeds the
amount of the monthly health insurance premium (with respect to the Executive's coverage and/or any eligible dependent coverage) payable by
the Executive immediately prior to the date of Executive's termination, such reimbursements to continue (A) through the expiration of the
Employment Period in effect immediately prior to the date of termination or (B) in the event that Executive's Base Salary is being paid pursuant
to Section 4.3(c)(ii), for the period set forth therein. The Company shall pay the reimbursements on a monthly basis in accordance with the
Company's normal payroll practices and procedures. 6