Basic Payments. The Executive will be paid an amount equal to two (2) times the sum of (A) his then current Annual Base Salary, and (B) the highest cash bonus paid to him with respect to one of the three calendar years immediately preceding the year of termination. Such amount will be paid to the Executive in a lump sum within ten (10) days following the date of termination of employment.
Basic Payments. The Executive will be paid an amount equal to three times the sum of (i) the highest annualized base salary paid to him during the year of termination or the immediately preceding two calendar years, and (ii) the highest bonus paid to him with respect to one of the three calendar years immediately preceding the year of termination. Such amount will be paid to the Executive in 36 equal monthly installments (without interest), beginning 30 days following the date of termination of employment. Notwithstanding the preceding provisions of this subsection to the contrary, in the event this section becomes applicable following a Change in Control, the Executive will, within 30 days after his termination of employment, be paid a lump sum equal to the present value of the amounts otherwise payable under this subsection. For purposes of the preceding sentence, present value will be determined by using the short-term applicable federal rate under Section 1274 of the Internal Revenue Code of 1986, as amended (the "Code"), in effect on the date of termination of employment. For purposes of this subsection, to the extent necessary, base salary and bonuses with any predecessor of Main or an affiliate thereof shall be taken into account.
Basic Payments. The Employee shall be paid an amount equal to one (1.0) times the sum of (i) the Employee’s highest annualized base salary paid to the Employee during the year of termination of employment or the immediately preceding two (2.0) calendar years and (ii) the highest cash bonus paid to the Employee in or with respect to the year of termination of employment or the immediately preceding two (2.0) calendar years. Payments under this Section 3(a) shall be made monthly in twelve (12) equal installments (without interest) beginning on the first day of the month immediately following the month in which the Employee delivers the Notice of Termination and continuing on the first day of each month thereafter.
Basic Payments. The Executive will be paid an amount equal to one and a half times the sum of (i) the highest annualized base salary paid to him during the calendar year of termination or the immediately preceding two calendar years. Such amount will be paid to the Executive in equal monthly installments (without interest), beginning 30 days following the date of termination of employment and commencing on the Agreement ending date disclosed in section 19(a). Notwithstanding the preceding provisions of this subsection to the contrary, in the event this section becomes applicable following a Change in Control, the Executive will, within 30 days after his termination of employment, be paid a lump sum equal to the present value of the amounts otherwise payable under this subsection. For purposes of the preceding sentence, present value will be determined by using the short-term applicable federal rate under Section 1274 of the Internal Revenue Code of 1986, as amended (the "Code"), in effect on the date of termination of employment. For purposes of this subsection, to the extent relevant, base salary and bonuses with any predecessor of Medifast or an affiliate thereof shall be taken into account.
Basic Payments. Subject to the Borrower’s right of prepayment granted in Section 8.2 hereof, the Borrower agrees to repay the Loan in installments of Basic Payments as follows:
(1) During the Term of Loan Agreement, and subject to the prior pledge by the Borrower to make payments under the Project Loan Agreement, the Borrower shall make Basic Payments under this Loan Agreement in immediately available funds as follows:
(a) On or before the twentieth day of each month, the Borrower shall make Basic Payments in an amount which, (i) commencing on October 20, 2018 and continuing through February 20, 2019, will equal one-fifth of the total interest due on all Outstanding Subordinate Bonds on the next Interest Payment Date net of the anticipated regularly scheduled semiannual payment on the TIF Note; (ii) commencing on March 20, 2019 and continuing thereafter, will equal one-sixth of the total interest due on all Outstanding Subordinate Bonds on the next Interest Payment Date net of the anticipated regularly scheduled semiannual payment on the TIF Note; and (iii) commencing on March 20, 2022 and continuing thereafter, will equal one-sixth of the total principal due on all Outstanding Subordinate Bonds on the next principal payment date (including principal due pursuant to the Mandatory Redemption Schedule after taking into account any credit to which the Borrower may be entitled under Section 3.1(2) of the Indenture net of the anticipated regularly scheduled semiannual payment on the TIF Note). There shall be credited against such payments amounts deposited in the Bond Fund interest earnings retained in or credited to the Bond Fund. Interest payments shall be made from funds in the Capitalized Interest Fund until those funds are depleted.
(b) In any event the sum of the Basic Payments payable under this Section and amounts deposited in the Bond Fund shall be sufficient to pay all principal, interest and premium, if any, on the Subordinate Bonds as such principal, interest and premium become due, at maturity, upon redemption, acceleration or otherwise, and accordingly if on the Business Day immediately preceding each Maturity Date the balance in the Bond Fund is not sufficient for this purpose, the Borrower will make a Basic Payment on such Business Day to cure the deficiency.
(2) All payments of Basic Payments shall be made directly to the Trustee at its corporate trust office, for the account of the Issuer and shall be deposited by the Trustee in the Bond Fund. In the event th...
Basic Payments. In the event the Executive’s employment under this Agreement is terminated pursuant to Section 10(a), Executive’s rights and the Company’s obligations hereunder shall cease (except to the extent specifically provided to survive the termination of this Agreement) as of the Effective Termination Date; provided, however, that the Company shall pay the Executive, subject to Executive’s full and complete compliance with the provisions and conditions set forth in Section 10(d)(iii) and (iv), his (i) Monthly Salary, prorated through the Effective Termination Date; (ii) Business Expense Reimbursements through the Effective Termination Date; (iii) Medical Insurance Reimbursement and any other benefits due to the Executive, prorated through the Effective Termination Date. All payments made pursuant to this Section 10(d)(i), will be made in accordance with the Company’s regular payroll procedures through the Effective Termination Date; and the full payment all of payments and benefits due the Executive hereunder upon termination shall completely and fully discharge and constitute a release by the Executive of any and all obligations and liabilities of the Company to the Executive, including, without limitation, the right to receive Monthly Payment, options and all other compensation or benefits provided for in this Agreement, and the Executive shall not be entitled to any further compensation, options, or severance compensation of any kind, and shall have no further right or claim to any compensation, options, benefits or severance compensation under this Agreement or otherwise against the Company or its affiliates, from and after the date of such termination, except as provided by the terms of the stock option agreement entered into between the Executive and the Company, and any benefit plan under which the Executive is participating.
Basic Payments. The Officer will be paid an amount equal to two (2) times the sum of (A) the highest annualized base salary paid to him during the year of termination or the immediately preceding two (2) calendar years, and (B) the greater of (i) the target bonus in the year of termination or (ii) the highest bonus paid to him with respect to one of the three (3) calendar years immediately preceding the year of termination. Such amount will be paid to the Officer in a lump sum cash payment not later than the thirtieth (30th) day following the date of termination of employment. For purposes of this Paragraph (i), to the extent necessary, base salary and bonuses with any predecessor of Sovereign or an affiliate thereof shall be taken into account.
Basic Payments. Draws Under Letter of Credit --------------------------------------------
(a) On or before 10:00 a.m. (Atlanta, Georgia time) on each Bond Payment Date, the Users shall pay to the Trustee, for the account of the Issuer, an additional amount required to pay the principal of, premium (if any) on the Bonds and shall deposit an amount necessary to pay the interest on the Bonds (other than Pledged Bonds) due and payable on each Bond Payment Date; provided, however, that (i) any amount already on deposit in the Bond Fund or Bond Purchase Fund on the due date of such Basic Payment and available for the payment of the principal of, premium (if any) and interest on the Bonds on such Bond Payment Date shall be credited against the amount of such Basic Payment, and (ii) any amount drawn by the Trustee pursuant to the Letter of Credit for the payment of the principal of, premium (if any) and interest on the Bonds on such Bond Payment Date shall be credited against such Basic Payment.
(b) On each Bond Payment Date prior to 10:00 a.m. (Atlanta, Georgia time) the Trustee shall, without making any prior claim or demand on the Users for the payment of Basic Payments with respect to Bonds other than Pledged Bonds, make a draw on the Letter of Credit in an amount equal to the amount of principal of, premium (if any) and interest on the Bonds due and payable on such Bond Payment Date on Bonds other than Pledged Bonds. The Users shall receive a credit against Basic Payments for the amount so drawn. No draw shall be made under the Letter of Credit with respect to Pledged Bonds, and the Users shall receive no credit against Basic Payments with respect to Pledged Bonds for any amounts drawn under the Letter of Credit.
(c) The Users hereby authorize and direct the Trustee to draw moneys under the Letter of Credit in accordance with the provision of the Indenture and this Loan Agreement to the extent necessary to pay the principal and purchase price of, premium (if any) and interest on the Bonds (other than Pledged Bonds) when due and payable pursuant to the Indenture and the Bonds.
(d) All Basic Payments shall be made in funds immediately available to the Trustee at its Designated Office on the related Bond Payment Date.
(e) The Users acknowledge, covenant, and agree that until the Indenture Indebtedness is paid in full the Users shall make Basic Payments in such amounts and at such times as shall be necessary to enable the Trustee to pay in full in accordance with the Indenture t...
Basic Payments. The Employee shall be paid an amount equal to two (2) times the sum of (i) the Employee's highest annualized base salary paid to the Employee during the year of termination of employment or the immediately preceding three (3) calendar years and (ii) the highest cash bonus paid to the Employee in or with respect to the year of termination of employment or the immediately preceding three (3) calendar years. Payments under this Section 3(a) shall be made in a lump-sum within fifteen (15) days of the date on which the Employee delivers the Notice of Termination.
Basic Payments. The Employee will be paid an amount equal to three (3) times the Base Amount. “Base Amount”, for purposes of this agreement shall mean an amount equal to the average annual compensation payable by Halifax National Bank to the Employee and includable by the Employee in gross income for the most recent five (5) taxable years or such shorter period as the Employee shall have been employed by the Halifax National Bank, ending before the date on which the Bank Change of Control occurred. The Employee, at Employee’s election, will be paid the Basic Payments in either (i) 36 equal monthly installments, or (ii) a lump sum equal to the present value of the amounts payable under this subsection; commencing within 30 days after his termination of employment. For purposes of the preceding sentence, present value will be determined by using the short-term applicable federal rate under Section 1274 of the Internal Revenue Code of 1986, as amended (the “Code”), in effect on the Termination Date., For purposes of this subsection, to the extent necessary, base salary and bonuses with any predecessor of the Bank or an affiliate thereof shall be taken in account.