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.

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

  • Involuntary Termination “Involuntary Termination” shall mean (i) without the Employee’s express written consent, the significant reduction of the Employee’s duties or responsibilities relative to the Employee’s duties or responsibilities in effect immediately prior to such reduction; provided, however, that a reduction in duties or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Chief Financial Officer of Company remains as such following a Change of Control and is not made the Chief Financial Officer of the acquiring corporation) shall not constitute an “Involuntary Termination”; (ii) without the Employee’s express written consent, a substantial reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) without the Employee’s express written consent, a material reduction by the Company in the Base Compensation or Target Incentive of the Employee as in effect immediately prior to such reduction, or the ineligibility of the Employee to continue to participate in any long-term incentive plan of the Company; (iv) a material reduction by the Company in the kind or level of employee benefits to which the Employee is entitled immediately prior to such reduction with the result that the Employee’s overall benefits package is significantly reduced; (v) the relocation of the Employee to a facility or a location more than 50 miles from the Employee’s then present location, without the Employee’s express written consent; (vi) any purported termination of the Employee by the Company which is not effected for death or Disability or for Cause; or (vii) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 10 below.

  • 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.

  • 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.

  • Involuntary Termination of Employment If the Executive exercises his withdrawal rights pursuant to Subsection 2.2, and the Executive's employment with the Bank is involuntarily terminated for any reason including termination due to disability of the Executive, but excluding termination for Cause, or termination following a Change in Control, within thirty (30) days of such involuntary termination of employment, the Bank shall be required to record a final Phantom Contribution in an amount equal to: (i) the full Phantom Contribution required for the Plan Year in which such involuntary termination occurs, if not yet made, plus (ii) the present value (computed using a discount rate equal to the Interest Factor) of all remaining Phantom Contributions.

  • Payment of Severance Subject to subsections (h) and (i) below and Section 4, if the Eligible Employee incurs a Severance during the Change in Control Protection Period, the Company shall pay to him a lump sum cash payment, no later than 10 days after the Severance Date (or the date of the Change in Control, if later), equal to two and ninety-nine one-hundredths (2.99) times the Eligible Employee’s Final Pay.

  • Termination of Employment and Severance Benefits The Executive’s employment hereunder shall terminate under the following circumstances:

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