Employer constituted a single employer under the rules described in Regulation [Section 1.415(a)-1(f)(1) and (2)])])] immediately before the cessation of affiliation (and as if they constituted two, unrelated employers under the rules described in Regulation [Section 1.415(a)-1(f)(1) and (2)])])] immediately after the cessation of affiliation) and cessation of affiliation was the event that gives rise to the predecessor employer relationship, such as a transfer of benefits or plan sponsorship.

Cessation of Ongoing Discussions. ​ shall, and shall direct its Representatives to, cease immediately all discussions and negotiations that commenced prior to the date of this Agreement regarding any proposal that constitutes, or could reasonably be expected to lead to, an Acquisition Proposal. ​ shall use its reasonable best efforts to cause any third party (or its agents or advisors) in possession of non-public information in connection with any such Acquisition Proposal in respect of ​ that was furnished by or on behalf of ​ to return or destroy (and confirm destruction of) all such information.

The cost of providing the Benefits payable under this Plan shall be allocated to the Participating Employer which was the employer of the Participant on the date of the Participant’s retirement or other cessation of employment, or, if the Participant is a Split Participant who was not employed by a Participating Employer on the date of the Participant’s retirement or other cessation of employment, to the Company.

Upon the termination of the Executive’s employment for Cause by the Company or by voluntary resignation without Good Reason by the Executive pursuant to Section 4.4, the Executive will not be entitled to any termination or severance payment or benefits, other than the compensation earned by the Executive for the period before the date of cessation of his employment calculated up to and including the date of cessation of his employment.

Benefits. Each of the Company and its Subsidiaries will benefit from the financing arrangement established by this Agreement. The Administrative Agent and the Lenders have stated and acknowledge that, but for the agreement by each of the Subsidiary Guarantors to execute and deliver the Subsidiary Guaranty, the Subsidiary Borrower to assume joint and several liability for the Obligations to the extent provided in Section 1.4 or any other Subsidiary to execute and deliver any Loan Document to which it is a party, the Administrative Agent and the Lenders would not have made available the credit facilities established hereby on the terms set forth herein.

Benefits. If the Executive should elect to become an Early Retirement Employee hereunder, the Executive shall be entitled to the following payments:

Benefits. Executive shall be entitled to participate in such employee benefit plans and insurance offered by the Company to similarly situated employees of the Company subject to the eligibility requirements, restrictions, and limitations of any such plans or programs.

Benefits. You will be eligible to participate in regular health insurance and other employee benefit plans established by the Company for its employees. EverQuote has an Open PTO (Paid Time Off) policy, in which each employee is afforded the flexibility to take vacation as necessary. We do not track or limit employee vacation times or sick days – take the time you need to operate at peak performance.

Benefits. Subject to Section 2.e. and 2.g. hereof, for a two (2)-year period following Termination of Employment, the Company shall provide the Executive with health, disability, life and other insurance benefits substantially similar to the benefits received by the Executive pursuant to the Company’s (or the Employer’s) benefit programs as in effect immediately during the 180 days preceding the Change of Control Date (or, if more favorable to the Executive, as in effect at any time thereafter until the Termination of Employment); provided, however, that no compensation or benefits provided hereunder shall be treated as compensation for purposes of any of the programs or shall result in the crediting of additional service thereunder.

Benefits. Except as provided in Section 2.3, if the participant experiences an involuntary Separation from Service without Cause or a Separation from Service because of a Layoff, the Employer shall pay to the participant the severance benefits described in, and subject to, Section 3.1. (For the purposes of this section, “involuntary” means a Separation from Service that is due to the independent exercise of the unilateral authority of the Employer, other than due to the participant’s request, and where the participant was willing and able to continue to perform services.) A participant eligible to receive benefits under this Plan shall not be eligible for benefits under any other severance plan, policy or arrangement sponsored by the Employer.