CIC SEVERANCE PAYMENTS Sample Clauses

CIC SEVERANCE PAYMENTS. You shall be entitled to CIC Severance Payments in ---------------------- an aggregate amount equal to three times your Total Compensation. The CIC Severance Payments shall be in lieu of all damages and other compensation to which you may be entitled, under any employment agreement or otherwise, by reason of termination of your employment and shall also be in lieu of further salary payments to you for periods subsequent to the termination of your employment. The CIC Severance Payments shall not be considered compensation for any benefit calculation or other purpose under any retirement plan or other benefit plan maintained by the Company. The CIC Severance Payments will be paid to you in a lump sum, net of all applicable withholding taxes, within 15 days after your date of termination, and, if not timely paid, will bear interest at the lower of ten percent per annum and the maximum rate permitted by California law. In the event your employment terminates by reason of your death or permanent and total disability as defined by the Company's long-term disability program before you become eligible for CIC Severance Payments, or your Termination for Cause or resignation other than Resignation for Good Reason, you shall not be entitled to receive any CIC Severance Payments or other benefits under this Agreement.
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CIC SEVERANCE PAYMENTS. You shall be entitled to CIC Severance Payments in ---------------------- an aggregate amount equal to three times your Total Compensation. The CIC Severance Payments shall be in lieu of all damages and other compensation to which you may be entitled by reason of termination of your employment and shall also be in lieu of further salary payments to you for periods subsequent to the termination of your employment, provided, however, that, if your employment was terminated by the Company and at the time of termination there was in effect a written employment agreement between you and the Company (the "Employment Agreement"), you shall have the right, at your irrevocable election, (a) to waive all of your rights under this Agreement and retain all of your rights under the Employment Agreement or (b) to waive all of your rights under the Employment Agreement and retain your rights under this Agreement. If you have not notified the Company in writing within ten days after termination of your employment by the Company that you elect to waive your rights under this Agreement, you shall be deemed irrevocably to have elected clause (b), i.e., to waive your rights under the Employment Agreement and retain your rights under this Agreement. The CIC Severance Payments shall not be considered compensation for any benefit calculation or other purpose under any retirement plan or other benefit plan maintained by the Company. The CIC Severance Payments will be paid to you in a lump sum, net of all applicable withholding taxes, within 15 days after your date of termination, and, if not timely paid, will bear interest at the lower of ten percent per annum and the maximum rate permitted by California law. In the event your employment terminates by reason of your death or permanent and total disability as defined by the Company's long-term disability program before you become eligible for CIC Severance Payments, or your Termination for Cause or resignation other than Resignation for Good Reason, you shall not be entitled to receive any CIC Severance Payments or other benefits under this Agreement, except as provided in Paragraph 8 of this Part Two.
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CIC SEVERANCE PAYMENTS. Severance pay in an amount equal to (i) eighteen (18) months of Executive’s then-current Base Salary (for such purposes, Executive’s Base Salary will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Executive’s right to resign for Good Reason), less all applicable withholdings and deductions, paid over the 18-month period immediately following the Separation from Service, on the schedule described below (the “CIC Salary Continuation”), (ii) a pro rata portion of the targeted Annual Bonus (the “CIC Pro Rata Bonus”) for the year of Executive’s Separation from Service based on the portion of the year served by Executive prior to termination and (iii) 150% of Executive’s targeted Annual Bonus for the year of the Separation from Service (the “CIC Additional Bonus”). The CIC Pro Rata Bonus will be payable in accordance with Section 2.2, subject to the provisions of this Section 6.2.1. The CIC Salary Continuation and the CIC Additional Bonus will be payable in equal installments on the Company’s regular payroll schedule over the eighteen (18) months following the Separation from Service and will be subject to applicable tax withholdings over the period outlined above following the date of Executive’s Separation from Service; provided, however, that no CIC Salary Continuation, CIC Pro Rata Bonus or CIC Additional Bonus payments will be made prior to the 60th day following the Separation from Service. On the 60th day following the Separation from Service, the Company will pay Executive in a lump sum the CIC Pro Rata Bonus, CIC Salary Continuation and CIC Additional Bonus that Executive would have received on or prior to such date under the original schedule but for the delay while waiting for the 60th day in compliance with Code Section 409A and the effectiveness of the Release (as defined below), with the balance of the CIC Salary Continuation and CIC Additional Bonus being paid as originally scheduled.
Sample 1
CIC SEVERANCE PAYMENTS. You shall be entitled to CIC Severance Payments in an aggregate amount equal to your Total Compensation determined as of the date of your Termination Without Cause or
Sample 1
CIC SEVERANCE PAYMENTS. Severance pay in the form of continuation of Executive’s final base salary for a period of twelve (12) months following termination, subject to required payroll deductions and tax withholdings (the “CIC Severance Payments”). Subject to Section 10 below, the CIC Severance Payments shall be made on the Company’s regular payroll schedule in effect following Executive’s date of Separation from Service; provided, however that any such payments that are otherwise scheduled to be made prior to the Effective Date of the Release (as defined below) shall instead accrue and be made on the first regular payroll date following the later of the Effective Date of the Release or date of Separation from Service. For such purposes, Executive’s final base salary will be calculated prior to giving effect to any reduction in base salary that would give rise to Executive’s right to resign for Good Reason.
Sample 1
CIC SEVERANCE PAYMENTS. 6.1 Subject to Section 6.2 hereof, if the Executive's employment is terminated following a Change in Control and during the Term, other than (A) by the Company for Cause, (B) by reason of death or Disability, or (C) by the Executive without Good Reason, then the Company shall pay the Executive the amounts, and provide the Executive the benefits, described in this Section 6.1 ("CIC Severance Payments"), in addition to any payments and benefits to which the Executive is entitled under Section 5 hereof. For purposes of this Agreement, the Executive's employment shall be deemed to have been terminated following a Change in Control by the Company without Cause or by the Executive with Good Reason, if (i) the Executive's employment is terminated by the Company without Cause prior to a Change in Control (but only if a Change in Control occurs no later than six (6) months following the Executive's termination of employment) and such termination was at the request or direction of a Person who has entered into an agreement with the Company the consummation of which would constitute a Change in Control, (ii) the Executive terminates his employment for Good Reason prior to a Change in Control (but only if a Change in Control occurs no later than six (6) months following the Executive's termination of employment) and the circumstance or event which constitutes Good Reason occurs at the request or direction of such Person, or (iii) the Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason and such termination or the circumstance or event which constitutes Good Reason is otherwise in connection with or in anticipation of a Change in Control (but only if a Change in Control occurs no later than six (6) months following the Executive's termination of employment).
Sample 1

Related to CIC SEVERANCE PAYMENTS

  • Severance Payments 6.1 If the Executive's employment is terminated following a Change in Control and during the Term, other than (A) by the Company for Cause, (B) by reason of death or Disability, or (C) by the Executive without Good Reason, then the Company shall pay the Executive the amounts, and provide the Executive the benefits, described in this Section 6.1 ("Severance Payments") and Section 6.2, in addition to any payments and benefits to which the Executive is entitled under Section 5 hereof; provided, however, that the Executive shall not be entitled to the Severance Payments unless and until the Executive (or, in the event of the Executive's death, the executor, personal representative or administrator of the Executive's estate) has signed a written waiver and release substantially in the form set forth on Exhibit A hereto. For purposes of this Agreement, the Executive's employment shall be deemed to have been terminated following a Change in Control by the Company without Cause or by the Executive with Good Reason, if (i) during the Term the Executive's employment is terminated by the Company without Cause following a Potential Change in Control but prior to a Change in Control (whether or not a Change in Control ever occurs) and such termination was at the request or direction of a Person who has entered into an agreement with the Company the consummation of which would constitute a Change in Control, (ii) during the Term the Executive terminates his employment for Good Reason following a Potential Change in Control but prior to a Change in Control (whether or not a Change in Control ever occurs) and the circumstance or event which constitutes Good Reason occurs at the request or direction of such Person or (iii) during the Term the Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason and such termination or the circumstance or event which constitutes Good Reason is otherwise in connection with or in anticipation of a Change in Control (whether or not a Change in Control ever occurs). An Executive will not be considered to have been terminated by reason of the divestiture of a facility, sale or other disposition of a business or business unit, or the outsourcing of a business activity with which the Executive is affiliated, notwithstanding the fact that such divestiture, sale or outsourcing takes place within two years following a Change in Control, if the Executive is offered comparable employment by the successor company and such successor company agrees to assume the Company's obligations to the Executive under this Agreement.

  • Severance Payment Executive will be paid continuing payments of severance pay at a rate equal to Executive’s base salary rate, as then in effect, for twelve (12) months from the date of such termination of employment, to be paid periodically in accordance with the Company’s normal payroll policies.

  • Lump Sum Severance Payment Payment of a lump sum amount equal to twelve (12) months of Executive’s then-current Base Salary plus the Pro Rated Bonus, less all customary and required taxes and employment-related deductions, paid on the first payroll date following the date on which the Release required by Paragraph 4(g) becomes effective and non-revocable, but not after seventy (70) days following the effective date of termination from employment.

  • Severance Pay 4.4.2(a) Severance pay - other than employees of a small employer An employee, other than an employee of a small employer, whose employment is terminated by reason of redundancy is entitled to the following amount of severance pay in respect of a period of continuous service: Period of continuous service Severance pay Less than 1 year Nil 1 year and less than 2 years 4 weeks’ pay* 2 years and less than 3 years 6 weeks’ pay 3 years and less than 4 years 7 weeks’ pay 4 years and less than 5 yeas 8 weeks’ pay 5 years and less than 6 years 10 weeks’ pay 6 years and less than 7 years 11 weeks’ pay 7 years and less than 8 years 13 weeks’ pay 8 years and less than 9 years 14 weeks’ pay 9 years and less than 10 years 16 weeks’ pay 10 years and over 12 weeks’ pay * Week’s pay is defined in 4.4.1.

  • Severance Payments and Benefits For purposes of this Agreement, the term "Severance Payments and Benefits" shall mean:

  • Bonus Severance A single, lump sum payment equal to 100% of the Executive’s target annual bonus as in effect for the fiscal year in which the Qualifying CIC Termination occurs, less applicable withholdings.

  • Change in Control Severance Benefits If there is a Change in Control, and within one (1) year of such Change in Control, the Executive’s employment is terminated under the circumstances described in Sections 4(a) through 4(f) above, the Executive shall be entitled to the following: (I) if such termination is a termination by the Company without Cause pursuant to Section 4(a) or the Executive resigns for Good Reason pursuant to Section 4(b), the Company shall pay the Executive the Accrued Obligations and the Pro Rata Bonus and, in addition, subject to the provisions of Section 19, (A) an amount equal to twenty-four (24) months of the Executive’s Base Salary at the rate in effect on the date of termination or resignation, payable in a lump sum within sixty (60) calendar days of the date of termination or resignation; and (B) provided the Executive timely elects continuation coverage under COBRA, the Company shall also pay, on the Executive’s behalf, the portion of monthly premiums for the Executive’s group health insurance, including coverage for the Executive’s dependents, that the Company paid immediately prior to the date of termination or resignation, during the eighteen (18) month period following the date of termination or resignation, subject to the Executive’s continued eligibility for COBRA coverage. The Company will pay for such COBRA coverage for eligible dependents only for those dependents who were enrolled immediately prior to the date of termination or resignation. The Executive will continue to be required to pay that portion of the premium for the Executive’s health coverage, including coverage for the Executive’s eligible dependents, that the Executive was required to pay as an active employee immediately prior to the date of termination or resignation. Notwithstanding the foregoing, in the event that under applicable guidance the reimbursement of COBRA premiums causes the Company’s group health plan to violate any applicable nondiscrimination rule, the parties agree to negotiate in good faith a mutually agreeable alternative arrangement; and (II) if such termination is a termination or resignation under the circumstances described in Sections 4(c), 4(d), 4(e) or 4(f), the Executive shall be entitled to the compensation and benefits for which the Executive is eligible under such sections.

  • Cash Severance The Company shall make a single lump sum severance payment to Executive in an amount equal to Executive’s Base Annual Salary in effect as of the Termination Date plus an amount equal to Executive’s Annual Bonus target in effect as of the Termination Date, less required tax withholdings and deductions (the “Change in Control Payment”). The Change in Control Payment will be paid within sixty (60) days after the Termination Date, but in no event later than March 15 of the year following the year of termination.

  • Change of Control Severance Benefits A Covered Termination of Executive’s employment on or within twelve (12) months following the effective date of a Change of Control entitles Executive to receive the benefits set forth in this Section 3.2.

  • Compensation Other Than Severance Payments 5.1 Following a Change in Control and during the Term, during any period that the Executive fails to perform the Executive's full-time duties with the Company as a result of incapacity due to physical or mental illness, the Company shall pay the Executive's full salary to the Executive at the rate in effect at the commencement of any such period, together with all compensation and benefits payable to the Executive under the terms of any compensation or benefit plan, program or arrangement maintained by the Company during such period (other than any disability plan), until the Executive's employment is terminated by the Company for Disability.

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