Travelers 2014 Annual Report Download - page 296

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VI.7
Gender and Number:
Words in the masculine gender shall include the feminine, and the plural shall include the singular and the singular
shall include the plural.
11
THE TRAVELERS SEVERANCE PLAN
(As amended and restated January 1, 2015)
Severance Benefit Schedule A
This Schedule A applies to Terminations of Employment due to a Reduction in Force. Except as otherwise expressly provided in this Schedule A,
in order to be eligible for the Severance Benefits detailed below, the Employee must first execute a Confidential Separation Agreement, including a
general release and waiver of all claims, in the form provided to the Employee by the Employer. Any Employee covered by Schedule B will not be
eligible for the Severance Benefit described in this Schedule A.
It is the intention of the Company that the benefits provided under this Schedule A qualify for certain exceptions from coverage under Code
Section 409A (and the regulations or other applicable guidance thereunder), such as the exception for short
-
term deferrals, involuntary separation
pay plans and the payment or reimbursement of reasonable outplacement and reasonable moving expenses, and the provisions of this Schedule A
should be interpreted consistent with that intent.
I.
Amount of Severance Benefit
The Employee will be eligible to receive a Severance Benefit in an amount equal to two (2) weeks of his/her base salary in effect as of the
date of Termination of Employment for each full Year of Service, with a minimum amount equal to four (4) weeks of base salary and a
maximum amount equal to fifty
-
two (52) weeks of base salary. However, in no event will an Employee
s Severance Benefit exceed two
times the lesser of (i) the Employee
s annualized compensation for the calendar year immediately preceding the calendar year of his or her
Termination of Employment; or (ii) the maximum amount that may be taken into account under a qualified pension plan under Code § 401
(a)(17) for the year of his or her Termination of Employment. To the extent that an Employee
s Severance Benefit would otherwise exceed
the foregoing limitation, the amount of the Employee
s Severance Benefit will be reduced to comply with that limitation.
The Employee will receive this Severance Benefit in periodic payments (paid in accordance with the Employer
s payroll practices)
beginning as soon as reasonably practicable following the date on which the Employee has a Termination of Employment due to a RIF,
provided that payments will be withheld until the period for cancellation or revocation of the Confidential Separation Agreement (as
described in the Confidential Separation Agreement) has expired without cancellation or revocation, and the first payment will include any
such withheld payments. Payments will continue until the total payments made to the Employee equal the full Severance Benefit
calculated above. For certainty under Code § 409A, in all cases the Severance Benefit will be paid in full by the end of the second
calendar year following the calendar year of the Employee
s Termination of Employment.
If the Employee is re
-
employed by the Company or an Affiliate at a date after payment of Severance Benefits has commenced under this
Schedule A, as a condition of re
-
employment any payments outstanding under the terms of this Plan will cease.
II.
Possible Reduction in Severance Benefits and Adjustment in Separation Date
The Severance Benefits described above are subject to all the terms and conditions of the Plan and may be reduced or eliminated under
various circumstances outlined in Articles III and IV of the Plan, including but not limited to when the Employee, after being informed of
his/her Termination of Employment, engages in insubordinate conduct, is disruptive in the workplace, engages in conduct that otherwise
damages the morale of his/her work unit or the office as a whole, produces a significantly or consistently inferior work product, abandons
his/her job by taking repeated unapproved absences, accepts employment with another employer, voluntarily resigns employment, or
otherwise engages in conduct that causes the Employee to become ineligible under the Plan. The Employer has the right to accelerate the
Employee
s date of Termination of Employment, and to reduce or eliminate the severance benefits as provided in Article III or IV of the
Plan, even if the Employee has already executed his/her Confidential Separation Agreement.
12
III.
Relocation
An Employee who has relocated to his/her current work site at the request of the Employer or as part of an initial offer of employment and
who, within twenty
-
four (24) months of such relocation, or, in the case of an initial offer of employment, within twenty
-
four (24) months of
such offer of employment, has a Termination of Employment due to a RIF, will receive relocation benefits corresponding to the then
current employee relocation plan of the Employer that is closest to the plan originally provided to Employee if: (i) the Employee relocates
within three (3) months of the date of Termination of Employment; and (ii) in such relocation, the Employee moves to a primary residence
in one of the forty
-
eight (48) contiguous states within the United States of America. The cost, direction and limits of this relocation
benefit will be determined under the applicable relocation plan; provided that, in no event will the relocation benefit be available for
expenses incurred beyond the end of the second calendar year following the calendar year of the Employee
s Termination of Employment
(and in no event will reimbursement occur later than the end of the third calendar year following the calendar year of the Employee
s
Termination of Employment). An Employee will be considered to have relocated on the date on which he/she has actually physically
relocated to a new location. As a condition of receiving relocation under this Schedule A, the Employer may require the Employee to