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This excerpt taken from the DTV 8-K filed Feb 12, 2007. Termination. If
the executives employment terminates due to his death or disability, such
executive (or his estate or beneficiaries) is entitled to base salary and
pro-rated annual cash bonus, based on the bonus paid for the fiscal year prior
to termination, through the date of termination. If an executives employment is terminated
for cause (as defined in his agreement), he is only entitled to base salary
through the date of termination and the executive will forfeit all pending
equity awards (stock options and restricted stock units).
If the executives employment is terminated for any other reason prior to the expiration of the term of his agreement, he is entitled to base salary and pro-rated target bonus through the date of termination, payment and vesting of equity awards as if he had remained employed through the end of the calendar year in which his employment is terminated or, if terminated in December of a year, for one additional calendar year, subject to the other terms and conditions of the applicable equity awards. In addition, Mr. Churchill is entitled to receive one and a half (1 ½) times his then current base salary and target bonus; and Mr. Hunter and Mr. Pontual are each entitled to receive one (1) time his then current base salary and target bonus. Also, each of the executives is entitled to continued participation in Company-sponsored medical plans in which he was participating on the date of termination of employment, through either (a) the longer of the end of his employment term or 12 months from date of termination of employment, or (b) until he receives coverage through another employer, whichever occurs first. The executive shall be entitled to these benefits also in the case of any adverse change in the scope of job responsibilities or reporting relationship and, in the case of Messrs. Churchill and Pontual, a change in the principal place of employment from New York, New York, in each case without the consent of the executive. In the event that the Company adopts a severance plan applicable to comparable executives which provides for payment or benefits which are more favorable to executives than the provisions of the employment agreements, then the executive will be entitled to the more favorable payments or benefits, subject to the terms and conditions of such plan. |
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