Amendment to Section 5(b) Clause Samples
Amendment to Section 5(b). The Section 5(b) of the Agreement is hereby amended and restated in its entire to read as follows:
Amendment to Section 5(b). Section 5(b) of the Employment Agreement is hereby amended and the following sentence is added after the last sentence of Section 5(b): “Notwithstanding anything to the contrary herein, if any of the payments and benefits provided for in this Section 5(b) constitute non-qualified deferred compensation subject to Section 409A and the sixty (60) day period in which you must execute the release begins in one calendar year and ends in another, the payments and benefits provided for in this Section 5(b) shall commence, be made or become effective in the later calendar year.”
Amendment to Section 5(b). Section 5B of the original Agreement is hereby amended by deleting such section in its entirety and substituting in its place the following:
B. If, following a Change of Control, this Agreement terminates for the reasons set forth in sub-sections 4E(6), 4F or 4G of this Agreement, then the Company shall pay You a separation payment equal to twelve (12) months Base Salary in effect as of the date of termination, payable over a period of twelve (12) months in accordance with the Company’s normal payroll practices (or at the election of the Company, payable as a lump sum payment), and any prorated Bonus payments (to the extent earned by You prior to Your termination date). However, notwithstanding the forgoing, if the aggregate amounts payable to You pursuant to this Section 5B, together with any other payments made to You or on Your behalf by the Company as a result of such Change of Control, would cause You to receive aggregate “parachute payments” (as defined in Section 280G(b)(2)(A) of the Internal Revenue Code of 1986, as amended (the “Code”)) exceeding three (3) times Your “base amount” (as defined in Section 280G(b)(3) of the Code), then the aggregate amounts payable to You pursuant to this Section 5B shall be reduced until Your aggregate “parachute payments” do not exceed three (3) times Your “base amount.” ”
Amendment to Section 5(b). Section 5(b) of the Agreement is hereby deleted in its entirety.
Amendment to Section 5(b). As of the First Amendment Effective Date, Licensee shall no longer be obligated to pay the Managed Service Fees pursuant to Section 5(b) of the Agreement; provided that, all Managed Service Fees owed to Licensor prior to the First Amendment Effective Date shall be paid in full.
Amendment to Section 5(b). Section 5(b) of the Security Agreement is amended by inserting the following phrase immediately prior to the period at the end of the second sentence of such Section: "or a violation of the Investment Company Act"
Amendment to Section 5(b). The words “nine-month period” in each of the first and second sentences of Section 5(b) of the 2005 Agreement shall be replaced with the words “12-month period”.
Amendment to Section 5(b). The first sentence of Section 5(b) is hereby amended and restated to add the phrase “payable on or before March 15th of the calendar year following the calendar year to which an applicable bonus relates” to the end of such sentence.
Amendment to Section 5(b). Section 2.b of the Existing Agreement is hereby amended to add a new subsection 5.b.iii to read as follows:
Amendment to Section 5(b). Section 5(b) of the Agreement shall be amended and restated in its entirety as follows:
(b) During the period in which the Executive serves as Chief Operating Officer, the Executive shall be eligible to receive for each fiscal year (or part thereof), an annual cash target bonus (the ‘Bonus’) of 75% of Base Salary (the ‘Bonus Target’) with a maximum annual bonus of 150% of the Base Salary, subject to the terms of the Company’s executive bonus plan (the ‘Bonus Plan’) and subject to the satisfaction of certain performance objectives to be determined by the Board (or a committee thereof) or, to the extent more favorable to the Executive, other incentive compensation plan established by the Board for the Company’s senior executive officers, as either of the same may be amended from time to time (provided that no such amendment or alternative plan shall diminish the Bonus Target and the associated maximum bonus opportunities described above).”