Common use of Base Salary and Target Bonus Clause in Contracts

Base Salary and Target Bonus. (i) The Company shall pay to the Executive an amount equal to 12 months of Base Salary, at the rate in effect as of the Termination Date, in 12 substantially equal monthly installment payments beginning with the first calendar month which begins at least 60 days after the Termination Date. Such amount shall be reduced dollar for dollar by any “bona fide disability pay” (within the meaning of Treas. Reg. § 1.409A-1(a)(5)) payable to the Executive under any disability plan maintained by the Company to the extent permitted by Section 409A of the Code. Each monthly installment shall be treated as a separate payment for purposes of Section 409A of the Code. (ii) The Executive shall be entitled to receive a prorated Target Bonus for the calendar year in which the Executive’s Termination Date occurs, in an amount equal to the highest Target Bonus that the Executive could have earned in such year multiplied by a fraction, the numerator of which is the number of days from the first day of such calendar year through the Executive’s Termination Date and the denominator of which is 365. This prorated Target Bonus shall be paid in a single lump sum no later than March 15 of the calendar year following the calendar year in which the Termination Date occurs. (iii) The Executive shall be entitled to receive an additional severance payment in an amount equal to the highest Target Bonus that could have been earned by the Executive in the year in which the Termination Date occurred. This additional severance payment shall be paid not later than March 15 of the year following the calendar year in which the Termination Date occurs.

Base Salary and Target Bonus. (i) The Company shall pay to the Executive an amount equal to 12 24 months of Base Salary, at the rate in effect as of the Termination Date, in 12 24 substantially equal monthly installment payments beginning with the first calendar month which begins at least 60 days after the Termination Date. Such amount shall be reduced dollar for dollar by any “bona fide disability pay” (within the meaning of Treas. Reg. § 1.409A-1(a)(5)) payable to the Executive under any disability plan maintained by the Company to the extent permitted by Section 409A of the Code. Each monthly installment shall be treated as a separate payment for purposes of Section 409A of the Code. (ii) The Executive shall be entitled to receive a prorated Target Bonus for the calendar year in which the Executive’s Termination Date occurs, in an amount equal to the highest Target Bonus that the Executive could have earned in such year multiplied by a fraction, the numerator of which is the number of days from the first day of such calendar year through the Executive’s Termination Date and the denominator of which is 365. This prorated Target Bonus shall be paid in a single lump sum no later than March 15 of the calendar year following the calendar year in which the Termination Date occurs. (iii) The Executive shall be entitled to receive an additional severance payment in an amount equal to 2 (the “Multiplier”) multiplied by the highest Target Bonus that could have been earned by the Executive in the year in which the Termination Date occurred. This additional severance payment shall be paid not later than in a single lump sum between January 1 and March 15 of the year following the calendar year in which the Termination Date occurs.