Common use of Make-Up Payment Clause in Contracts

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one times Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(4).

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i4.4(a)(ii) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one two times Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i4.4(a)(ii). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii4.4(a)(iii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(4).

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one times half of Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(4).

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i4.3(a)(i) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one times half of Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i4.3(a)(i). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii4.3(a)(ii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(4).

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i4.3(a)(i) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one two times Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i4.3(a)(i). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii4.3(a)(ii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(4).

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i4.4(a)(ii) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one three times Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i4.4(a)(ii). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii4.4(a)(iii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(41 .409A-1 (b)(4).

Make-Up Payment. In the event that Executive’s separation pay under Section 4.3(b)(i4.4(a)(ii) above is limited by application of clause (A) or (B) thereof, then the Company shall make an additional lump sum payment to Executive equal to the difference between (x) one three times Executive’s Base Compensation as of the Termination Date and (y) the amount payable to Executive under Section 4.3(b)(i4.4(a)(ii). Such lump sum payment shall be paid to Executive no later than sixty (60) days following the Termination Date, provided that Executive has satisfied the conditions described in Section 4.5. The Company and Executive intend the payment under this Section 4.3(b)(ii4.4(a)(iii) to be a short-term deferral under Treas. Reg. § 1.409A-1(b)(4).