Special Compensation. The Executive and Cortland Bancorp acknowledge and agree that the post-employment restrictions in this section 19 apply in the Restricted Period without regard to whether a Change in Control has previously occurred. Because the Executive may be subject to the post-employment restrictions of this section 19 without also being entitled to Change-in-Control benefits under this Agreement, Cortland Bancorp hereby agrees that the Executive shall be entitled to one times compensation, as the term compensation is defined in section 1(a), under this section 19(g), payable in a single lump sum, without reduction to account for the time value of money or discounting to present value, except that the Executive shall not be entitled to any compensation under this section 19(g) if (x) the Executive is entitled to receive or has received Change-in-Control compensation under this Agreement or (y) the Executive’s employment termination is on account of retirement or occurs after the Executive attains age 65. The provisions of section 4, prohibiting payment of severance in specified cases, shall not apply to or operate to prevent payment of special compensation to which the Executive is entitled under this section 19 after employment termination. The special compensation payable under this section 19(g) shall be paid to the Executive within five days after the Executive’s employment termination, but if when the Executive’s employment terminates the Executive is a specified employee, as defined in section 409A of the Internal Revenue Code of 1986, and if the special compensation payable under this section 19(g) would be considered nonqualified deferred compensation under section 409A, and finally if an exemption from the six-month delay requirement of section 409A(a)(2)(B)(i) is not available, rather than being payable within five days after employment termination the special compensation payable under this section 19(g) shall be paid to the Executive in a single lump sum without interest on the first day of the seventh month after the month in which the Executive’s employment terminates.
Special Compensation refers to the compensation payable to salvors under Article 14 of the Convention.
Special Compensation. The Company shall pay to the Executive a lump sum equal to three times the sum of (a) the highest per annum base rate of salary in effect with respect to the Executive during the three-year period immediately prior to the termination of employment plus (b) the Highest Bonus Amount. Such lump sum shall be paid by the Company to the Executive within ten business days after the Executive's termination of employment, unless the provisions of Section 5 (f) below apply. The amount of the aggregate lump sum provided by this Section 5 (c), whether paid immediately or deferred, shall not be counted as compensation for purposes of any other benefit plan or program applicable to the Executive.
Special Compensation. When such employee must, at an employer’s request, take a qualification test for work on a natural gas distribution network, he is entitled, in addition to the compensation provided for in Subsection 1) of this article, to minimum remuneration of eight (8) hours’ pay at his wage rate for each day of the qualification test.Moreover, when such employee passes the qualification test, he shall receive compensation equal to 5 hours’ pay at his wage rate for each day of waiting corresponding to a day normally worked, until he is assigned to work on a job site.
Special Compensation. It is hereby acknowledged and agreed, that an amount equal to 10% of the Salary is paid to the Employee as special compensation for any contributions and/or inventions that have been and/or shall be created, developed and/or conceived by the Employee, including, without limitations, “service inventions” as defined in the Israeli Patent Law, 5727-1967, (the “Patent Law”) (if and to the extent there are and/or will be any), for the assignment thereof to the Company, for any rights, benefits, royalties and other compensation, to the extent that they shall be awarded by a judicial body, including under Section 134 of the Patent Law or under the Copyright Law 5768-2007, in connection with such contributions and/or inventions, and for the Employee’s waiver of any moral rights, benefits, royalties and/or other compensation in connection therewith pursuant to Sections 7 to 15 of Exhibit B hereto.
Special Compensation. The directors may be paid their expenses of attendance at each meeting of the Board and may be paid a fixed sum for attendance at each meeting of the Board or a stated salary as director. No such payment shall preclude any director from serving the Company in any other capacity and receiving compensation therefor. Members of special or standing committees may be allowed like reimbursement and compensation for attending committee meetings.
Special Compensation. Unless this Agreement -------------------- has previously terminated pursuant to Section 2 above, immediately upon a --------- Termination Following Change in Control, the Company shall pay to the Executive, in addition to any compensation to which the Executive may otherwise be entitled, an amount equal to the lesser of: (1) 2.99 times the Average Annual ------ Compensation; or (2) the largest gross Special Compensation amount which, in the opinion of the Company's independent auditors, will maximize the net payment to the Executive after consideration of all taxes including the Excise Tax. The Special Compensation shall be paid in a lump sum, in cash, on the Payment Date. All of the Special Compensation shall be paid by Bank.
Special Compensation. The "Special Compensation" shall be a lump sum amount equal to 299% of the sum of (A) the highest annual salary of the Employee in effect at any time during the 36 months prior to the Change in Control, plus (B) the bonus or incentive compensation of the Employee, based upon the highest dollar amount of bonus or incentive compensation that the Employee received from the Company for any of the last three fiscal years preceding the year in which the Change in Control occurred.