Earthlink 2013 Annual Report Download - page 148

(1)
Employer or an Affiliate shall pay Employee Cash Severance in one lump sum payment, subject to
all applicable withholdings and employment taxes and subject to reductions pursuant to Sections 4 and 16 of this Plan, as
soon as practical (and within 30 days) after the Employee’
s Termination of Employment, subject to any required delays
under Sections 2(a)(4) or 4 below.
(2)
The Employer or an Affiliate shall pay any and all amounts with respect to COBRA continuation
coverage that the Employee elects under any Welfare Plan of the Employer or an Affiliate for him or her or his or her
spouse or dependents through the Benefits Severance Period, including all attendant administrative fees and expenses,
however described or denominated. All such payments shall be made, no less frequently than monthly, in such manner
as to permit Employee to continue his or her COBRA coverage on a timely basis; provided that the Company will make
all such payments as soon as administratively practicable, subject to any required delays under Sections 2(a)(4) or 4
below.
(3)
The Employee or his Beneficiary, or any other person entitled to receive benefits with respect to the
Employee under any Retirement Plan, Welfare Plan, or other plan or program maintained by Employer or any Affiliate
in which Employee participates at the date of the Employee’
s Termination of Employment, shall receive any and all
benefits accrued under any such Retirement Plan, Welfare Plan or other plan or program to the date of the Employee’
s
Termination of Employment, the amount, form and time of payment of such benefits to be determined by the terms of
such Retirement Plan, Welfare Plan, or other plan or program.
(4)
Notwithstanding any other provision of this Plan, however, if the Employee is a Specified
Employee on Termination of Employment and if the benefits and payments under this Plan are not otherwise exempt
from Code Section 409A, then to the extent necessary to comply with Section 409A no payments may be made
hereunder (including, if necessary, any COBRA payments or reimbursements) before the date which is six months after
the Specified Employee’
s Termination of Employment or, if earlier, the date of death of the Specified Employee. In the
event any such payments are otherwise due to be made in installments or periodically prior to the earlier of six months
after the Specified Employee’
s Termination of Employment or, if earlier, the date of death of the Specified Employee,
the payments which would otherwise have been made shall be accumulated and paid in a lump sum as soon as such
period ends, and the balance of the payments shall be made as otherwise scheduled. In the event any benefits are
required to be deferred hereunder, any such benefits may be provided during such deferral period at Employee’
s
expense, with Employee to be reimbursed from the Employer once the deferral period ends, and the balance of the
benefits shall be provided as otherwise scheduled.
(b)
If the Employee has a Termination of Employment by the Employer or an Affiliate or by the Employee
other than under the circumstances set forth in Section 2(a), including without limitation on the death or On Account of
Disability of the Employee, by the Employer or an Affiliate for Cause or by the Employee other than for Good Reason,
then the Employee’
s compensation shall be paid through the date of his or her Termination of Employment (no less
frequently than monthly and consistent with Employer’
s customary payroll practices), and the Employer and its
Affiliates shall have no further obligation with respect to the Employee under this Plan. Such Termination
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