Juno 2013 Annual Report Download - page 235

(II) In addition, if the date of such involuntary termination occurs after the end of a fiscal year of the Company but prior to the date in
the subsequent fiscal year on which Employee’s bonus for that fiscal year would have otherwise become due and payable on the basis of the
applicable performance goals attained for that year had Employee continued in employment with the Company, then the Company will pay Employee
an additional separation payment equal to the bonus that Employee would have received on the basis of the attained performance goals had Employee
remained employed by, and in good standing with, the Company through the payment date for such bonus, with that amount to be paid in a lump
sum (in the same form in which such bonus payment would have been paid had Employee remained in the Company’s employ through the payment
date) on the later of (i) the date on which the first monthly installment of the Separation Payment (or, in the case of a termination following a
Qualifying Change in Control, the lump sum Separation Payment) is paid to Employee as set forth below in this Section 7(b) or (ii) the date such
bonus would have been paid to Employee pursuant to Section 3 of this Agreement had Employee continued in the Company’s employ through such
payment date.
(III) In no event shall any such Additional Payment be made later than the last day of the applicable period necessary to qualify such
Additional Payment for the short-term deferral exception under Code Section 409A.
Payment of the Separation Payment and the Additional Payments (if any) and the accelerated vesting of Employee’s equity awards under Section 4
will each be contingent upon the satisfaction of the following requirements (collectively the Release Condition(i) Employee must execute and deliver to
the Company, within twenty-one (21) days (or forty-five (45) days to the extent such longer period is required under applicable law) after the effective date of
Employee’s termination of employment, a comprehensive agreement releasing the Company and its officers, directors, employees, stockholders, subsidiaries,
affiliates, representatives and other related parties from all claims that Employee may have with respect to such parties relating to Employee’s employment with
the Company and the termination of that employment relationship and containing such other and additional terms as the Company deems satisfactory (the
Releaseand (ii) such Release must become effective and enforceable after the expiration of any applicable revocation period under federal or state law.
Except as provided in the following paragraph, the Separation Payment to which Employee becomes entitled under this Section 7(b) or under
Section 7(a) above will be payable in a series of twelve (12) successive equal monthly installments, beginning on the first regular payday for the Company’s
salaried employees, within the sixty (60)-day period following the date of Employee’s “separation from service” (as defined below) as a result of Employee’s
termination “without cause” (as defined below) or Employee’s resignation for “good reason” (as defined below), on which Employee’s executed Release is
effective and enforceable in accordance with its terms following the expiration of the applicable revocation period in effect for that Release. However, should
such sixty (60)-day period span two taxable years, the first such monthly installment shall be paid during the portion of that period that occurs in the second
taxable year. The remaining monthly installments shall be paid on successive monthly anniversaries of the initial monthly installment hereunder. For
purposes of Section 409A of the Code, Employee’s right to receive such Separation Payment shall be deemed a right to receive a series of separate individual
payments and not a right to single payment.
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