Pro Rata Bonus / Prior Year Bonus Sample Clauses

Pro Rata Bonus / Prior Year Bonus. Employee shall also receive an amount equal to the prorated amount of the Target Bonus Amount for the year in which the Separation from Service occurs, equal to the product of (i) and (ii), where (i) is the product of (a) Employee’s final Base Salary (but before giving effect to any reduction in Base Salary that would give rise to Employee’s right to resign for Good Reason) and (b) the percentage set forth in Section 2.2 above and where (ii) is (a) the number of days elapsed in the calendar year prior to the date on which the Separation from Service occurs divided by (b) 365, payable in a lump sum within sixty (60) days following the Separation from Service date and subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings (the “Pro Rata Bonus”). In addition, if Employee’s Separation from Service occurs prior to Employee’s receipt of an Annual Bonus payment for the completed calendar year that immediately precedes the calendar year of the Separation from Service, Employee shall also be eligible to receive an Annual Bonus payment for such preceding calendar year, pursuant to the conditions of Section 2.2 above (the “Prior Year Bonus”). The Prior Year Bonus shall be paid, subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings, in the calendar year following the year to which the Annual Bonus payment relates, at the same time as the annual bonuses for such calendar year are generally paid to other executives; provided, however that if such payment date is prior to the Release Effective Date (as defined below), the Prior Year Bonus shall instead accrue and be made on the first regular payroll date following the Release Effective Date.