Regular Severance Sample Clauses

Regular Severance. If the Employee’s employment is terminated by the Bank for any reason other than for Cause, Disability or death, or if the Employee resigns for Good Reason, and such termination occurs both: (x) prior to the five year anniversary of the Effective Date, and (y) either prior to a Change in Control (as defined below), or more than 24 months after a Change in Control, then subject to the Employee signing a separation agreement to be proposed by the Bank, which shall be substantially in the form attached hereto as Exhibit B, amended as reasonably necessary based on applicable law (the “Separation Agreement and Release”) and the Separation Agreement and Release becoming irrevocable, all within 45 days after the date of termination, the Bank shall pay to the Employee a severance amount equal to two times the sum of (i) the Employee’s annual base salary as of the date of termination and (ii) the Average Bonus. The Average Bonus shall mean the average of the Bank’s two most recent awards of a Bonus (as defined in this Agreement) to the Employee. If the termination occurs after one Bonus award but not two, the Average Bonus shall mean such Bonus award. If the termination occurs before any Bonus award by the Bank, the Bank shall determine the Average Bonus in its reasonable discretion. For the avoidance of doubt, if the Bank makes a determination to award no Bonus to the Employee for a year, such determination shall be considered to result in a Bonus award of Zero Dollars and that shall be the amount used in calculating the Average Bonus. The amount payable pursuant to this paragraph shall be paid in a lump sum within 45 days of the date of termination; provided, however, that if the 45-day period begins in one calendar year and ends in a second calendar year, such amount shall be paid in the second calendar year no later than the last day of such 45-day period.
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Regular Severance. Should Executive's employment with the ----------------- Corporation terminate (i) by reason of an Involuntary Termination in the absence of a Change in Control, or (ii) by reason of an Involuntary Termination more than twelve (12) months after a Change in Control, then Executive shall become entitled to receive the following:
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Regular Severance. In the event that outside the Change of Control Period eHealth terminates Executive’s employment for reasons other than “Cause,” or in the event Executive resigns as a result of “Good Reason,” Executive will receive:
Sample 1
Regular Severance. If the Employment Period ends early pursuant to paragraph 5 on account of a Qualifying Termination, the Company shall continue to pay Executive his Base Salary at the time of such termination for a period of twelve (12) months following such termination in accordance with the Company’s normal payroll practices. In addition, Executive shall be entitled to an amount equal to the product of (A) the annual bonus Executive would have been entitled to receive pursuant to subparagraph 4(b) had Executive’s employment continued until the end of the calendar year in which the Termination Without Cause or the Termination For Good Reason occurs, based on the Company’s performance, as determined by the Board, through the date of Executive’s termination of employment (up to a maximum amount equal to 50% of Executive’s Base Salary), multiplied by (B) a fraction, the numerator of which is the number of days that Executive was employed by the Company during the calendar year in which Executive’s Termination Without Cause (which includes the Company’s giving notice pursuant to subparagraph 5(b) that the Employment Period will not be extended) or Termination For Good Reason occurs, and the denominator of which is 365 (the “Pro-Rata Bonus”). The Pro-Rata Bonus shall be payable in cash in equal installments over the 12-month period following Executive’s Qualifying Termination in accordance with the Company’s normal payroll practices. Further, if Executive and/or his eligible dependents elects continuation coverage under the Company’s medical plan pursuant to COBRA, the Company shall reimburse Executive (provided such reimbursement does not result in any taxes or penalties for the Company) for the full amount of Executive’s COBRA premium payments for such coverage for Executive until the earlier of (i) Executive’s eligibility for any such coverage under another employer’s or any other medical plan or (ii) the date that is twelve (12) months following the Qualifying Termination.
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Regular Severance 
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Related to Regular Severance

  • Timing of Severance Payments Any severance payment to which Employee is entitled under Sections 3(a)(i)(1), 3(a)(i)(2) and 3(a)(i)(5) shall be paid by the Company to the Employee (or to the Employee's successors in interest pursuant to Section 7(b)) in cash and in full, not later than thirty (30) calendar days following the Termination Date, subject to any delay required under Section 9.

  • Reduction of Severance Benefits If any payment or benefit that the Executive would receive from any Company Group member or any other party whether in connection with the provisions in this Agreement or otherwise (the “Payment”) would (i) constitute a “parachute payment” within the meaning of Section 280G of the Code and (ii) but for this sentence, be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then the Payment will be equal to the Best Results Amount. The “Best Results Amount” will be either (x) the full amount of the Payment or (y) a lesser amount that would result in no portion of the Payment being subject to the Excise Tax, whichever of those amounts, taking into account the applicable federal, state and local employment taxes, income taxes and the Excise Tax, results in the Executive’s receipt, on an after-tax basis, of the greater amount. If a reduction in payments or benefits constituting parachute payments is necessary so that the Payment equals the Best Results Amount, reduction will occur in the following order: (A) reduction of cash payments in reverse chronological order (that is, the cash payment owed on the latest date following the occurrence of the event triggering the Excise Tax will be the first cash payment to be reduced); (B) cancellation of equity awards that were granted “contingent on a change in ownership or control” within the meaning of Section 280G of the Code in the reverse order of date of grant of the awards (that is, the most recently granted equity awards will be cancelled first); (C) reduction of the accelerated vesting of equity awards in the reverse order of date of grant of the awards (that is, the vesting of the most recently granted equity awards will be cancelled first); and (D) reduction of employee benefits in reverse chronological order (that is, the benefit owed on the latest date following the occurrence of the event triggering the Excise Tax will be the first benefit to be reduced). In no event will the Executive have any discretion with respect to the ordering of Payment reductions. The Executive will be solely responsible for the payment of all personal tax liability that is incurred as a result of the payments and benefits received under this Agreement, and the Executive will not be reimbursed, indemnified, or held harmless by any member of the Company Group for any of those payments of personal tax liability.

  • 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.

  • 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.

  • 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.

  • Salary Severance A single, lump sum payment equal to twelve (12) months of the Executive’s Salary, less applicable withholdings.

  • 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 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.

  • 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.

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