Involuntary Severance Sample Clauses

Involuntary Severance. In the event that, during the Employment Period, Executive’s employment by Bank is involuntarily terminated (unless the termination is “for cause,” as defined above) by the Board of Directors of the Bank, which the Board of Directors of the Bank may do in its absolute and sole discretion and for any reason or no reason, Executive shall have the right to receive as liquidated damages that portion of Executive’s base annual salary accruing between the date of involuntary termination and the expiration of the Employment Period or two (2) times his annual base salary, whichever is greater. For purposes of this paragraph, “Involuntary Termination” shall be deemed to include constructive termination due to any cut in base annual salary or a geographical transfer of more than forty miles. In the event that, during the Employment Period, Executive’s employment by Bank is involuntarily terminated by Bank following a Change in Control (unless the termination is “for cause,” as defined above) Executive shall have the right to make a selection between payment of the benefits described below or payment of the benefits described in Bank’s Severance Pay Plan effective January 1, 1999, including all amendments thereto. Executive’s selection of the benefits described below shall constitute a waiver of any and all benefits payable under Bank’s Severance Pay Plan. Executive’s selection of benefits under the Bank’s Severance Pay Plan shall constitute a waiver of any and all benefits payable as described below. Not later than thirty (30) days after the date of termination of employment of Executive, Executive shall notify Bank in writing of Executive’s selection of benefits. If the Executive fails to notify the Bank as aforedescribed, Bank shall pay to the Executive the benefits payable as described below and payment of benefits under the Severance Pay Plan shall thereby be waived. In the event Executive selects the benefits payable under this Agreement the Bank agrees that it shall do the following: • On the date of Executive’s termination, pay Executive a lump sum equal to thirty-six (36) months of Executive’s base annual salary (with the base annual salary calculated as of the date of Executive’s termination of employment and reduced for withholding and other employment taxes); and • On the last day of the year of Executive’s termination, pay Executive, in such amounts as the Board of Directors of the Bank shall direct, a pro rated incentive bonus reduced for withholding an...
Sample 1
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Involuntary Severance. In the event that, during the Employment Period, Executive’s employment by Bank is involuntarily terminated (unless the termination is “for cause”, as defined above) by the Board of Directors of the Bank, which the Board of Directors of the Bank may do in its absolute and sole discretion and for any reason or no reason, Executive shall have the right to receive as liquidated damages that portion of Executive’s base annual salary accruing between the date of involuntary termination and the expiration of the Employment Period or two (2) times his annual base salary, whichever is greater. For purposes of this paragraph, “Involuntary Termination” shall be deemed to include constructive termination due to any cut in base salary, any diminution of duties and/or a geographical transfer of more than forty miles. In the event that, during the Employment Period, Executive’s employment by Bank is involuntarily terminated by Bank following a Change in Control (unless the termination is “for cause” as defined above) the Bank agrees that it shall do the following: • On the date of Executive’s termination, pay Executive a lump sum equal to thirty-six (36) months of Executive’s base annual salary (with the base annual salary calculated as of the date of Executive’s termination of employment and reduced for withholding and other employment taxes); and • On the last day of the year of Executive’s termination, pay Executive (in such amounts as the Board of Directors of the Bank shall direct) a pro rated incentive bonus reduced for withholding and other employment taxes.
Sample 1

Related to Involuntary Severance

  • 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.

  • 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.

  • Termination Severance Either party may terminate the employment relationship as evidenced by this Agreement at any time and for any reason upon ninety days written notice to the other.

  • Cash Severance Payment Provided that Executive complies with Section 5 below, Executive shall receive a lump sum cash payment in an amount equal to fifteen (15) months of Executive’s the effective base salary (less applicable withholding), paid within ten (10) business days of the effective date of the Termination Upon a Change of Control.

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

  • No Duplication of Severance Benefits The severance and other benefits provided in Article 3 and Article 4 are mutually exclusive of each other, and in no event shall Executive receive any severance or other benefits pursuant to both Article 3 and Article 4.

  • Cash Severance Benefits Severance equal to the amount set forth in the Participant’s Participation Agreement and payable in cash in a lump sum in accordance with the terms and conditions of this Plan, including without limitation Section 7 hereof.

  • Termination of Employment Severance Your immediate supervisor or the Company's Board of Directors may terminate your employment, with or without cause, at any time by giving you written notice of your termination, such termination of employment to be effective on the date specified in the notice. You also may terminate your employment with the Company at any time. The effective date of termination (the "Effective Date") shall be the last day of your employment with the Company, as specified in a notice by you, or if you are terminated by the Company, the date that is specified by the Company in its notice to you. The following subsections set forth your rights to severance in the event of the termination of your employment in certain circumstances by either the Company or you. Section 5 also sets forth certain restrictions on your activities if your employment with the Company is terminated, whether by the Company or you. That section shall survive any termination of this Agreement or your employment with the Company.

  • Change in Control Severance If, following the occurrence of a Change in Control, the Company or an Affiliate terminates the Executive's employment during the Post-Change Period other than as described in clause (i), (ii) or (iii) of Section 8(a), or if the Executive terminates his employment pursuant to Section 8(b), the Executive shall not be entitled to the severance compensation described in Section 7, and the Company will (i) pay or cause to be paid to the Executive the amounts described in Sections 8(c)(1), 8(c)(2), 8(c)(3), 8(c)(6) and 8(c)(7) within five business days after the Termination Date; (ii) pay or cause to be paid to the Executive the amount described in Section 8(c)(4), such amount to be payable no earlier than the date on which such Incentive Pay, if any, would have been paid under the applicable plan or policy of the Company absent such termination of employment; and (iii) provide the Executive the benefits described in Section 8(c)(5) for the period described therein.

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