Common use of Base Salary Continuation Clause in Contracts

Base Salary Continuation. The Company will pay the Executive his base salary equivalent, at the rate in effect immediately prior to the Termination Date (or if the Executive has resigned for Good Reason by virtue of the Company having reduced his rate of base salary, at the rate of base salary in effect prior to such reduction) consistent with normal payroll practice The payments following the Termination Date shall be in lieu of any and all severance pay to which the Executive might otherwise be entitled under any plan or program of the Company or any of its Subsidiaries or Affiliates. The Executive may elect that, following a Change of Control, the Executive shall receive such payments (or any remaining payments) in a discounted lump sum (calculated using the Federal short-term rate under Section 1274(d) of the Code prevailing at the time that payment is to be made (as described in the next sentence)). Such election may be made within the first 30 days of this Agreement or within the last 30 days of any calendar year during the term of this Agreement and any payment pursuant to such election shall be made on the later of (i) the first day of the calendar year that is at least twelve months after such election; (ii) the date that the Executive becomes entitled to such payment; and (iii) the date of the Change of Control. The Executive's election of a lump sum hereunder shall not affect his rights to receive the other amounts described in this Section 3 for the entire Continuation Period. If the Executive receives such lump sum payment, then for purposes of the pension calculations under Section 2(j) and 3(h), and for purposes of all employee benefits provided by the Company (hereunder or otherwise) that are affected by the compensation or earnings of the Executive, the payments shall nonetheless be deemed to have been received at the time they otherwise would have been payable hereunder if the Executive had not elected the lump sum.