Circuit City 2006 Annual Report Download - page 57

Termination at the rate in effect at the time Notice of Termination is given, and following such payment have no further
obligation (relating to the Employee’s status as an employee) to the Employee under this Agreement; provided, however, that
the foregoing shall have no effect upon any benefits due the Employee under any disability or medical plan or other employee
benefit plan or arrangement of the Company then in effect and provided further that any stock option held by the Employee
shall continue to be exercisable in accordance with its terms. In addition, the Company shall pay to the Employee that portion
of the Bonus, on the date set forth herein, that is equal to the number of days the Employee was employed by the Company
(based on the Date of Termination), in the year that such termination occurred, divided by 365 and multiplying the result
thereof by the Bonus otherwise payable through the end of the year in which such termination occurred (or based on the
average Bonus paid to the Employee for the Employee’s two prior years of employment if the Employee has been employed
two or more years), as if such termination had not occurred.
(b) Death . If the Employee’s employment shall be terminated by reason of his death, the Company shall pay to such
person as the Employee shall have previously designated, in a notice filed with the Company, or, if no such person shall have
been designated, to his estate, the applicable portion of his Base Salary due through the applicable Date of Termination at the
rate in effect on the date of death and, following such payments, the Company shall have no further obligations (relating to
the Employee’s status as an employee) to such designated person or the Employee’s estate, as the case may be, under this
Agreement provided, however, that the foregoing shall have no effect upon any benefits due the Employee under any
disability or medical plan or other employee benefit plan or arrangement of the Company then in effect and provided further
that any stock option held by the Employee shall continue to be exercisable in accordance with its terms. In addition, the
Company shall pay to such designated person or the estate that portion of the Bonus, on the date set forth herein, that is equal
to the number of days the Employee was employed by the Company (based on the Date of Termination), in the year that such
termination occurred, divided by 365 and multiplying the result thereof by the Bonus otherwise payable through the end of
the year in which such termination occurred (or based on the average Bonus paid to the Employee for the Employee’s two
prior years of employment if the Employee has been employed two or more years), as if such termination had not occurred.
(c) Cause . If the Employee’s employment shall be terminated pursuant to Section 3(c), the Company shall pay the
Employee the applicable portion of his Base Salary due through the applicable Date of Termination at the rate in effect at the
time Notice of Termination is given and, following such payments, the Company shall have no further obligation (relating to
the Employee’s status as an employee) to the Employee under this Agreement provided, however, that the foregoing shall
have no effect upon any benefits due the Employee under any disability or medical plan or other employee benefit plan or
arrangement of the Company then in effect and provided further that any stock option held by the Employee shall continue to
be exercisable in accordance with its terms.
(d) Voluntary Resignation . If the Employee voluntarily resigns pursuant to Section 3(d) (except for Good Reason) the
Company shall pay Employee the applicable portion of his Base Salary due through the applicable Date of Termination at the
rate in effect at the time Notice of Termination is given to the Company and, following such payments, the Company shall
have no further obligation relating to the Employee’s status as an employee to the Employee under this Agreement; provided,
however, that the foregoing shall have no effect upon any benefits due the Employee under any disability or medical plan or
other employee benefit plan or arrangement of the Company then in effect and provided further that any stock option held by
the Employee shall continue to be exercisable in accordance with its terms.
(e) Without Cause; For Good Reason . If the Employee’s employment shall be terminated without “Cause” pursuant to
Section 3(e) or for “Good Reason” pursuant to Section 3(d), the Company shall pay the Employee the following
compensation:
(i) The Company shall pay the Employee the applicable portion of his Base Salary due through the applicable Date of
Termination at the rate in effect at the time Notice of Termination is given;
(ii) The Company shall pay the Employee, as severance pay his Base Salary in effect at the time Notice of Termination
is given for a period of twelve (12) months (the “Severance Period”) following the applicable Date of Termination;
(iii) (A) If the Employee has been employed by the Company for less than two years through the Date of Termination
the Company shall pay to the Employee a pro-rated bonus that is equal to the sum of the number of days the Employee was
employed by the Company in the year that such termination occurred, divided by 365 and multiplying the result thereof by
50% of the Employee’s Base Salary then in effect.
(B) If the Employee has been employed by the Company for two years or more through the Date of
Termination the Company shall pay to the Employee the Bonus that would otherwise be payable at the end of the year in
which such termination occurred, based on the average Bonus paid to the Employee for the Employee
’
s two prior years of