Tyson Foods 2014 Annual Report Download - page 175

4. Compensation Following Termination of Employment
. In the event that your employment hereunder is
terminated in a manner as set forth in Section 3 above, you shall be entitled to the compensation and benefits provided
under this Section 4.
(a)
Termination Due to Death, Disability, Voluntary Termination without Good Reason or
Termination for Cause by Tyson
. In the event that your employment is terminated by reason of death, Disability,
voluntary termination by you without Good Reason or for Cause by Tyson, Tyson shall pay the following amounts to
you or your estate:
(b) Termination by Tyson without Cause or by you for Good Reason
. In the event that your
employment is terminated by Tyson for reasons other than death, Disability or Cause, or by you for Good Reason,
Tyson shall pay the following amounts to you:
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(i)
Any accrued but unpaid base salary for services rendered to the Termination Date, any
accrued but unpaid expenses required to be reimbursed under this Agreement, and any
vacation accrued to the Termination Date (“Accrued Compensation”); and
(ii)
Any benefits accrued through the date of termination to which you may be entitled
pursuant to the plans, policies and arrangements, as determined and paid in accordance
with the terms of such plans, policies and arrangements (“Plan Benefits”).
(i)
Accrued Compensation;
(ii)
Plan Benefits;
(iii)
Subject to your execution of the Release (as defined below), you will become vested in a
pro rata portion of any of your unvested restricted stock awards that are
outstanding on
your Termination Date provided the applicable performance criteria, if any, are met. Such
pro rata portion shall be equal to the percentage of the total vesting period, measured in
days, in which you remained employed by Tyson multiplied by the number of shares
subject to the award. Any award subject to this subsection (iii) shall not be paid until such
time as it