Common use of Delayed Commencement Date Clause in Contracts

Delayed Commencement Date. The following provisions shall be applicable to all payments and benefits to which the Executive becomes entitled under Section 6(c) of this Restated Agreement: (i) Notwithstanding any provision to the contrary in this Restated Agreement (other than Section 6(h)(ii)), no payments or benefits to which the Executive becomes entitled in accordance with Section 6(c) (other than the reimbursement of Coverage Costs during the applicable period of COBRA coverage) shall be made or paid to the Executive prior to the earlier of (i) the first day of the seventh (7th) month following the date of his Separation from Service or (ii) the date of his death, if the Executive is deemed, pursuant to the procedures established by the Compensation Committee in accordance with the applicable standards of Code Section 409A and the Treasury Regulations thereunder and applied on a consistent basis for all non-qualified deferred compensation plans of the Employer Group subject to Code Section 409A, to be a “specified employee” under Code Section 409A at the time of such Separation from Service and such delayed commencement is otherwise required in order to avoid a prohibited distribution under Code Section 409A(a)(2). Upon the expiration of the applicable deferral period, all payments deferred pursuant to this Section 6(h)(i) shall be paid to the Executive in a lump sum, and any remaining payments due under this Restated Agreement shall be paid in accordance with the normal payment dates specified for them herein. The specified employees subject to such a delayed commencement date shall be identified on December 31 of each calendar year. If the Executive is so identified on any such December 31, he shall have specified employee status for the twelve (12)-month period beginning on April 1 of the following calendar year. (ii) The holdback provisions of Section 6(h)(i) shall not be applicable to any Monthly Benefit Payments otherwise payable during the six (6)-month period measured from Executive’s Separation from Service, to the extent the aggregate amount of the Monthly Benefit Payments for that period does not exceed the applicable dollar amount in effect under Section 402(g)(1)(B) of the Code for the calendar year in which the Executive’s Separation form Service occurs. However, to the extent the Monthly Benefit Payment payable by the Company for each month within that six (6) month period would otherwise exceed one-sixth of the applicable Code Section 402(g)(1)(B) dollar amount, Executive shall pay that excess portion of the Monthly Benefit Payment to the applicable insurance companies, and the Company shall reimburse Executive for those payments upon the expiration of the holdback period.

Delayed Commencement Date. The following provisions shall be applicable to all payments and benefits to which the Executive becomes entitled under Section 6(c6 or 7(d) of this Restated Agreement: (ia) Notwithstanding any provision to the contrary in this Restated Agreement (other than Section 6(h)(ii)Sections 11(b) and 11(c) below), no payments or benefits to which the Executive becomes entitled in accordance with Section 6(c) 6 (other than the reimbursement of Coverage Costs during the applicable period of COBRA coverage) or Section 7(d) shall be made or paid to the Executive prior to the earlier of (i) the first day of the seventh (7th) month following the date of his Separation from Service or (ii) the date of his death, if the Executive is deemed, pursuant to the procedures established by the Compensation Committee in accordance with the applicable standards of Code Section 409A and the Treasury Regulations thereunder and applied on a consistent basis for all non-qualified deferred compensation plans of the Employer Group subject to Code Section 409A, to be a “specified employee” under Code Section 409A at the time of such Separation from Service and such delayed commencement is otherwise required in order to avoid a prohibited distribution under Code Section 409A(a)(2). Upon the expiration of the applicable deferral period, all payments deferred pursuant to this Section 6(h)(i11(a) shall be paid to the Executive in a lump sum, and any remaining payments or benefits due under this Restated Agreement shall be paid in accordance with the normal payment dates specified for them herein. The specified employees subject to such a delayed commencement date shall be identified on December 31 of each calendar year. If the Executive is so identified on any such December 31, he shall have specified employee status for the twelve (12)-month period beginning on April 1 of the following calendar year. (iib) The holdback provisions of Section 6(h)(i11(a) shall not be applicable to any Monthly Benefit Payments otherwise payable to Executive under Section 6(c) during the six (6)-month period measured from Executive’s Separation from Service, to the extent the aggregate amount of the Monthly Benefit Payments for that period does not exceed the applicable dollar amount in effect under Section 402(g)(1)(B) of the Code for the calendar year in which the Executive’s Separation form Service occurs. However, to the extent the Monthly Benefit Payment payable by the Company for each month within that six (6) month period would otherwise exceed one-sixth of the applicable Code Section 402(g)(1)(B) dollar amount, Executive shall pay that excess portion of the Monthly Benefit Payment to the applicable insurance companies, and the Company shall reimburse Executive for those payments upon the expiration of the holdback period. (c) The holdback provisions of Section 11(a) shall not be applicable to any Office Services provided the Executive pursuant to Section 7(d) of this Restated Agreement during the six (6)-month period measured from the date of his Separation from Service, to the extent that the monthly rental value of the provided office and the monthly cost of the provided secretarial support (based on the monthly cost of the compensation and employee benefits provided by the Company to such support assistant and pro-rated to the extent such secretarial support is shared with one or more other individuals) for that period would not otherwise, when added to the Monthly Benefit Payments (if any) for the same six (6)-month period, exceed in the aggregate the dollar limit in effect under Section 402(g)(1)(B) of the Code for the year in which the Executive’s Separation from Service occurs. To the extent that the aggregate monthly rental value of such office and the monthly cost of such secretarial support exceeds such limit during that six (6)-month period, the Executive shall pay to the Company, on the start date of each monthly interval within that six (6)-month period, a dollar amount equal to the amount by which the rental value of such office and the cost of such secretarial support for that interval exceeds the amount by which one-sixth of the applicable Section 402(g)(1)(B) limit exceeds the Monthly Benefit Payment (if any) for that month. Upon the expiration of the hold-back period, all payments made by the Executive to the Company pursuant to this Section 11(d) shall be reimbursed to Executive in a lump sum payment.

Delayed Commencement Date. The following provisions shall be applicable to all payments and benefits to which the Executive becomes entitled under Section 6(c) of this Restated Agreement: (i) Notwithstanding any provision to the contrary in this Restated Agreement (other than Section 6(h)(ii)) below), no payments or benefits to which the Executive becomes entitled in accordance with Section 6(c) (other than the reimbursement of Coverage Costs during the applicable period of COBRA continuation coverage) shall be made or paid to the Executive prior to the earlier of (i) the first day of the seventh (7th) month following the date of his or her Separation from Service or (ii) the date of his or her death, if the Executive is deemed, pursuant to the procedures established by the Compensation Committee in accordance with the applicable standards of Code Section 409A and the Treasury Regulations thereunder and applied on a consistent basis for all non-qualified deferred compensation plans of the Employer Group subject to Code Section 409A, to be a “specified employee” under Code Section 409A at the time of such Separation from Service and such delayed commencement is otherwise required in order to avoid a prohibited distribution under Code Section 409A(a)(2). Upon the expiration of the applicable deferral period, all payments deferred pursuant to this Section 6(h)(i) shall be paid to the Executive in a lump sum, and any remaining payments due under this Restated Agreement shall be paid in accordance with the normal payment dates specified for them herein. The specified employees subject to such a delayed commencement date shall be identified on December 31 of each calendar year. If the Executive is so identified on any such December 31, he or she shall have specified employee status for the twelve (12)-month period beginning on April 1 of the following calendar year. (ii) The holdback provisions of Section 6(h)(i) shall not be applicable to any Monthly Benefit Payments otherwise payable during the six (6)-month period measured from Executive’s Separation from Service, to the extent the aggregate amount of the Monthly Benefit Payments for that period does not exceed the applicable dollar amount in effect under Section 402(g)(1)(B) of the Code for the calendar year in which the Executive’s Separation form Service occurs. However, to the extent the Monthly Benefit Payment payable by the Company for each month within that six (6) month period would otherwise exceed one-sixth of the applicable Code Section 402(g)(1)(B) dollar amount, Executive shall pay that excess portion of the Monthly Benefit Payment to the applicable insurance companies, and the Company shall reimburse Executive for those payments upon the expiration of the holdback period.

Delayed Commencement Date. The following provisions shall be applicable to all payments and benefits to which the Executive becomes entitled under Section 6(c) of this Restated Agreement: (i) Notwithstanding any provision to the contrary in this Restated Agreement (other than Section 6(h)(ii)) below), no payments or benefits to which the Executive becomes entitled in accordance with Section 6(c) (other than the reimbursement of Coverage Costs during the applicable period of COBRA continuation coverage) shall be made or paid to the Executive prior to the earlier of (i) the first day of the seventh (7th) month following the date of his Separation from Service or (ii) the date of his death, if the Executive is deemed, pursuant to the procedures established by the Compensation Committee in accordance with the applicable standards of Code Section 409A and the Treasury Regulations thereunder and applied on a consistent basis for all for all non-qualified deferred compensation plans of the Employer Group subject to Code Section 409A, to be a “specified employee” under Code Section 409A at the time of such Separation from Service and such delayed commencement is otherwise required in order to avoid a prohibited distribution under Code Section 409A(a)(2). Upon the expiration of the applicable deferral period, all payments deferred pursuant to this Section 6(h)(i) shall be paid to the Executive in a lump sum, and any remaining payments due under this Restated Agreement shall be paid in accordance with the normal payment dates specified for them herein. The specified employees subject to such a delayed commencement date shall be identified on December 31 of each calendar year. If the Executive is so identified on any such December 31, he shall have specified employee status for the twelve (12)-month period beginning on April 1 of the following calendar year. (ii) The holdback provisions of Section 6(h)(i) shall not be applicable to any Monthly Benefit Payments otherwise payable during the six (6)-month period measured from Executive’s Separation from Service, to the extent the aggregate amount of the Monthly Benefit Payments for that period does not exceed the applicable dollar amount in effect under Section 402(g)(1)(B) of the Code for the calendar year in which the Executive’s Separation form Service occurs. However, to the extent the Monthly Benefit Payment payable by the Company for each month within that six (6) month period would otherwise exceed one-sixth of the applicable Code Section 402(g)(1)(B) dollar amount, Executive shall pay that excess portion of the Monthly Benefit Payment to the applicable insurance companies, and the Company shall reimburse Executive for those payments upon the expiration of the holdback period.

Delayed Commencement Date. The following provisions shall be applicable to all payments and benefits to which the Executive becomes entitled under Section 6(c) of this Restated Agreement: (i) Notwithstanding any provision to the contrary in this Restated Agreement (other than Section Sections 6(h)(ii)) and (iii) below), no payments or benefits to which the Executive becomes entitled in accordance with Section 6(c) (other than the reimbursement of Coverage Costs during the applicable period of COBRA continuation coverage) shall be made or paid to the Executive prior to the earlier of (i) the first day of the seventh (7th) month following the date of his or her Separation from Service or (ii) the date of his or her death, if the Executive is deemed, pursuant to the procedures established by the Compensation Committee in accordance with the applicable standards of Code Section 409A and the Treasury Regulations thereunder and applied on a consistent basis for all non-qualified deferred compensation plans of the Employer Group subject to Code Section 409A, to be a “specified employee” under Code Section 409A at the time of such Separation from Service and such delayed commencement is otherwise required in order to avoid a prohibited distribution under Code Section 409A(a)(2). Upon the expiration of the applicable deferral period, all payments deferred pursuant to this Section 6(h)(i) shall be paid to the Executive in a lump sum, and any remaining payments due under this Restated Agreement shall be paid in accordance with the normal payment dates specified for them herein. The specified employees subject to such a delayed commencement date shall be identified on December 31 of each calendar year. If the Executive is so identified on any such December 31, he or she shall have specified employee status for the twelve (12)-month period beginning on April 1 of the following calendar year. (ii) The holdback provisions of Section 6(h)(i) shall not be applicable to any Cash Severance Payments under Section 6(c)(i) payable after the Executive’s Separation from Service to the extent (A) that the dollar amount of those payments does not exceed two (2) times the lesser of (x) Executive’s annualized compensation (based on his or her annual rate of pay for the calendar year preceding the calendar year of his or her Separation from Service, adjusted to reflect any increase during that calendar year which was expected to continue indefinitely had such Separation from Service not occurred) or (y) the maximum amount of compensation that may be taken into account under a qualified plan pursuant to Section 401(a)(17) of the Code for the year in which Executive has a Separation from Service and (B) such Cash Severance Payments are to be made to Executive no later than the last day of the second calendar year following the calendar year in which the Separation from Service occurs. (iii) The holdback provisions of Section 6(h)(i) shall not be applicable to any Monthly Benefit Payments otherwise payable during the six (6)-month period measured from Executive’s Separation from Service, to the extent the aggregate amount of the Monthly Benefit Payments for that period does not exceed the applicable dollar amount in effect under Section 402(g)(1)(B) of the Code for the calendar year in which the Executive’s Separation form Service occurs. However, to the extent the Monthly Benefit Payment payable by the Company for each month within that six (6) month period would otherwise exceed one-sixth of the applicable Code Section 402(g)(1)(B) dollar amount, Executive shall pay that excess portion of the Monthly Benefit Payment to the applicable insurance companies, and the Company shall reimburse Executive for those payments upon the expiration of the holdback period.