Earthlink 2013 Annual Report Download - page 171

vests. The Company shall withhold or obtain payment for applicable income and employment taxes from any
payments for COBRA benefits. Such ex-
employees may continue COBRA for the COBRA eligibility period by
paying 100 percent of the COBRA premium.
•
Six (6) months of executive-
level outplacement services provided by a vendor selected by the
Company with a value of up to $12,000, beginning immediately following the termination of employee’
s
employment with the Company and all Affiliates. No cash payment is available in lieu of the outplacement
services.
•
Employees given notice that their positions are being eliminated after the first quarter of any calendar
year will be eligible for the pro-
rata bonus, if any, otherwise payable under the applicable Company bonus plan
in which they participated for that year, based on regular earnings for that year and actual business results,
payable at the normal time of the bonus payout; provided, however, that such pro-
rata bonus will be paid no later
than the 15 th day of the third month of the calendar year following the calendar year in which the employee’
s
right to such pro-
rata bonus vests. Severance pay is not considered regular earnings. Employees given notice that
their positions are being eliminated during the first quarter of any calendar year will not be eligible for any bonus
otherwise payable under the applicable Company bonus plan in which they participated for that year.
•
The weeks of base salary set forth below paid in either (i) equal installments in accordance with the
Company’
s normal payroll procedures (but no less frequently than monthly) beginning as soon as
administratively practicable following the termination of employee’
s employment with the Company and all
Affiliates but no later than thirty (30) days following the effective date of the employee’
s Waiver and Release
Agreement described below or (ii) a lump sum as soon as administratively practicable following the termination
of employee’s employment with the Company and all Affiliates but no later than the 15 th
day of the third month
of the calendar year following the calendar year in which the employee’
s right to the payment vests, in either
case as the Company in its sole discretion shall determine. Similarly-
situated employees need not be treated the
same with respect to how their severance will be paid. Base salary excludes overtime, incentive compensation,
bonuses, and any other forms of compensation over and above the employee’s base salary rate.
7
IV.
Eligible Employees Who Are Not in Executive Vice President, Executive Officer, Senior Vice President or Vice
President Positions
. Eligible employees who are not in Executive Vice President, Executive Officer, Senior
Vice President or Vice President positions will receive, after any applicable notice period, the following
severance pay and benefits, except as otherwise set forth below: