Examples of Change in Control Payments in a sentence

If the Total Change in Control Payments equal or exceed the 280G Cap, Section 4999 of the Code imposes a 20% excise tax (the “Excise Tax”) on all amounts in excess of one times Executive’s Base Period Income Amount.
If the Total Change in Control Payments equal or exceed the 280G Cap, Section 4999 of the Code imposes a 20% excise tax (the “Excise Tax”) on all amounts in excess of one (1) times Executive’s Base Period Income Amount.
It is ironic that conversely, the broader, more general and principle-based the provision is, the greater the chance of certainty.
For clarity, the Change in Control Payments shall be reduced to the Reduced Amount only if the Accounting Firm determines that Executive would receive a greater Net After-Tax Benefit if Executive’s Change in Control Payments were reduced to the Reduced Amount.
In determining whether the Total Change in Control Payments will equal or exceed the 280G Cap and result in the imposition of an Excise Tax, the provisions of Sections 280G and 4999 of the Code and the applicable Treasury Regulations will control over the general provisions of this Section 10.

More Definitions of Change in Control Payments

Change in Control Payments means any amounts payable (whether now or in the future) to any director, employee or officer of the Company or any of the Company Subsidiaries solely as a result of the Transaction or any of the transactions contemplated by this Agreement, including any change in control or similar payments including the employer portion of any Taxes on such payments. Any severance obligations to any director, employee or officer shall only be included as Change in Control Payments to the extent described as “Severance Pay” agreed to be paid by the Company pursuant to one or more Severance Agreements and General Releases executed and delivered by the Company prior to the Closing and the employer portion of Taxes thereon.

Change in Control Payments means three times the higher of (i) Employee's annual base salary in effect on the date of the Change in Control or (ii) Employee's annual base salary in effect on the date of the Employee's separation from employment following the Change in Control.

Change in Control Payments means any severance, accrued vacation, bonus or other similar payment under any Contract or Company Employee Plan, which is owed to a Selling Member, or to a Person related to a Selling Member, as a result of the execution and delivery of this Agreement by the Company or the consummation of the transactions contemplated hereby, including, for the avoidance of doubt, any employer or similar Taxes arising as a result of such payments.

Change in Control Payments means the aggregate amount payable by the Company to certain Employees and directors, as a result of the change in control of the Company that will occur as a result of the transactions contemplated by this Agreement (other than amounts payable (i) under the Bonus Plans, (ii) for accrued and unpaid vacation time or (iii) as a result of actions taken by Buyer or the Company after the Closing including the termination of employment of any Employee) including, but not limited to, those set forth on Schedule 10.4;

Change in Control Payments shall have the meaning set forth in Section 5.17.

Change in Control Payments means (i) any bonus, severance or other payment that is created, accelerated, accrues or becomes payable by any member of the Company Group to any present or former director, stockholder, Employee or Consultant, including pursuant to an employment agreement, Company Plan or any other Contract (including Post-Closing Retention Bonuses, as defined below), and (ii) without duplication of any other amounts included within the definition of Company Transaction and Bonus Expenses, any other payment, expense, fee or Tax that accrues or becomes payable by any member of the Company Group to any Governmental Authority or other Person under any Law or Contract, including in connection with the making of any filings, the giving of any notices or the obtaining of any consents, authorizations or approvals, in each case of each of (i) and (ii), as a result of the consummation of the Transactions (including the Mergers) or in connection with the execution and delivery of the Agreement or any other Transaction Agreement.

Change in Control Payments means the aggregate amount of all change of control, bonus, retention, termination, severance or other payments that are payable to any Business Employee or any other employee of the Sellers or any of their Subsidiaries as a result of or in connection with the consummation of the Transactions (including, for the avoidance of doubt, the Restructuring Transactions), together with any employer-paid portion of any employment and payroll Taxes related thereto, in all cases incurred prior to the Closing; provided, however, that in no event shall any bonus, termination, severance or other similar payments to any Business Employee pursuant to any agreement or arrangement adopted or entered into by Purchaser (or by the Acquired Subsidiaries at the written direction of Purchaser) after the date hereof or any so-called double trigger arrangement that is triggered by the termination of any Business Employee by the Purchaser following the consummation of the Closing be considered Change in Control Payments.