Cash Severance Benefit. In the event your employment is terminated (a "Termination") by the Company without Cause or by you for Good Reason, in either case within two years following a Change in Control, you shall be entitled to receive the sum of the following, payable in a cash lump sum no later than 15 days after the Termination date: (i) Base Salary through the Termination date; (ii) a pro rata annual incentive award at target for the year in which the Termination occurs, and (iii) an amount equal to 300% of the sum of your Base Salary plus your target annual cash bonus. In addition, notwithstanding the foregoing, in the event your employment is terminated by the Company without Cause or by you for Good Reason, in either case (i) within ninety (90) days prior to the effective date of a Change in Control, or (ii) after the first public announcement of the pendency of the Change in Control, such termination shall, upon the effective date of a Change in Control, be deemed to be a "Termination" covered under the preceding sentence of this Section 3(a), and you shall be entitled to the amounts provided for under the preceding sentence.
Cash Severance Benefit. You will be entitled to continue to receive your then-current Base Salary for six (6) months (such period of months, the “Severance Period”) to be paid as set forth in the Plan.
Cash Severance Benefit. You will receive the cash severance benefit described in Section 2(a)(1) above, except that:
(i) your Severance Period will be twelve (12) months; and
(ii) you will additionally be entitled to 50% of your target bonus, if any, as set forth in the Plan.
Cash Severance Benefit. In the event your employment is terminated (a “Termination”) by the Company without Cause or by you for Good Reason, in either case within two years following a Change in Control, you shall be entitled to receive the sum of the following, payable in a cash: (i) Base Salary through the Termination date, which shall be paid no later than 15 days after the Termination date; (ii) a pro rata annual incentive compensation award based on actual achievement of the specified goals for the year in which the Termination occurs, which shall be paid in the calendar year immediately following the calendar year in which the Termination date occurs, and (iii) an amount equal to 300% of the sum of your Base Salary plus your target annual cash bonus which will be paid on the first business day immediately following the six-month anniversary of the Termination date. In addition, notwithstanding the foregoing, in the event your employment is terminated by the Company without Cause or by you for Good Reason, in either case (x) within 90 days prior to the effective date of a Change in Control, or (y) after the first public announcement of the pendency of the Change in Control, such termination shall, upon the effective date of a Change in Control, be deemed to be a “Termination” covered under the preceding sentence of this Section 2(a), and you shall be entitled to the amounts provided for under the preceding sentence, less any other severance amounts paid to you by the Company pursuant to Section 7(d) of your employment letter dated April 5, 2016.
Cash Severance Benefit. Subject to Section 4, if the Company terminates your employment without Cause (as defined below) on or before August 1, 2021, the Company shall pay to you in a single payment an amount in cash equal to a percentage of your annual base salary in effect on the date of termination determined as follows: 100% of your salary if your date of termination is on or before August 1, 2017, 80% of your salary if your date of termination is on or before August 1, 2018, 60% of your salary if your date of termination is on or before August 1, 2019, 40% of your salary if your date of termination is on or before August 1, 2020, and 20% of your salary if your date of termination is on or before August 1, 2021.
Cash Severance Benefit. The Company shall pay in a lump sum an amount equal to [Officer/SVP: eighteen (18) months of Executive’s][VP/SD: twelve (12) months of Employee’s] Base Salary, to be paid within ten (10) business days following the Release Effective Date (as defined in Section 6).
Cash Severance Benefit. The Employee will be entitled to receive a cash payment equal to the following amount, as applicable (the “Cash Severance Benefit”), in a lump sum within sixty (60) days following the Employee’s Qualifying Termination:
(i) if such Qualifying Termination is a Non-Change of Control Termination, then the Cash Severance Benefit will be equal to:
(1) twelve (12) months of the Employee’s base salary (as in effect on the date of such Qualifying Termination or, if such Qualifying Termination is due to Good Reason based on a reduction of the Employee’s base salary, then as in effect on the date immediately prior to such reduction); and
(2) the amount of any annual bonus that the Employee received in the twelve (12)-month period preceding such Qualifying Termination (or if such Qualifying Termination occurs between the time an annual bonus is approved by the Board of Directors of the Company (the “Board”) and paid to the Employee, then the amount of the annual bonus that was approved but not paid).
(ii) if such Qualifying Termination is a Change of Control Termination, then the Cash Severance Benefit will be equal to:
(1) eighteen (18) months of the Employee’s base salary (as in effect on the date of such Qualifying Termination or, if such Qualifying Termination is due to Good Reason based on a reduction of the Employee’s base salary, then as in effect on the date immediately prior to such reduction); and
(2) the amount of any annual bonus that the Employee received in the twelve (12)-month period preceding such Qualifying Termination (or if such Qualifying Termination occurs between the time an annual bonus is approved by the Board and paid to the Employee, then the amount of the annual bonus that was approved but not paid).
Cash Severance Benefit. In the event your employment terminates under the circumstances specified below in this Section 2(a) (a "Termination"), you shall be entitled to receive the sum of the following, payable in a cash lump sum no later than 15 days after the Termination date (the "Cash Severance Benefit"): (i) your Base Salary through the Termination date; (ii) an amount equal to [150%] [200%] of the sum of (x) your Base Salary plus (y) the highest annual cash bonus earned by you during the most recent 3 years; and (iii) your pro rata annual incentive award at target for the year in which the Termination occurs. A Termination shall occur and the Cash Severance Benefit shall be payable only if your employment termination occurs—
(1) for any reason whatsoever (other than due to death, disability, retirement at or after age 65 or an involuntary termination for Cause) within two years following an Unapproved Change in Control; or
(2) without Cause or for Good Reason (other than due to death, disability or retirement at or after age 65), in either case within one year following an Approved Change in Control. Notwithstanding anything in this Agreement to the contrary, if (1) your employment is involuntarily terminated (x) within four weeks prior to a public announcement by DFS of an agreement with a third party to effect a Change in Control which agreement is approved by the DFS Board of Directors in force immediately prior to such announcement or (y) at any time from the time of such announcement through the closing of such agreement (or through the consummation of a Change in Control with or by a party competing with such third party to effectuate an Approved Change in Control) and (2) such Termination is under circumstances that would have entitled you to the Cash Severance Benefit if they had occurred following a Change in Control, then a Change in Control shall be deemed to have occurred on the date immediately prior to the date of such involuntary termination for all purposes of this Agreement. Written notice of involuntary termination shall be given to you by hand or overnight courier delivery to your most recent address contained in the Company's personnel records and shall set forth in reasonable detail the relevant facts, circumstances and effective date of Termination.
Cash Severance Benefit. Employee will be entitled to receive a cash payment equal to the following amount, as applicable (the “Cash Severance Benefit”):
(i) if such Involuntary Termination is a Non-Change of Control Termination, the Cash Severance Benefit will be equal to the sum of:
(x) twelve (12) months of Employee’s annual base salary (as in effect on the date of such termination or, if such termination is due to Good Reason, as defined herein, then as in effect on the date immediately prior to the initial existence of such Good Reason);
(y) an amount equal to Employee’s annual target bonus for the year of such termination under the Company’s management incentive program or other similar bonus program (each, the “Bonus Program”), pro-rated based on the date of such termination; and
(z) if such termination occurs before payment of Employee’s annual bonus for the prior year under the Bonus Program, an amount equal to Employee’s annual target bonus for the prior year under the Bonus Program or, to the extent already determined and greater than such annual target bonus, an amount equal to Employee’s actual bonus for the prior year under the Bonus Program; provided, however, that if the Board or compensation committee of the Board has determined prior to such termination that, as a result of the Company’s performance, no bonuses shall be paid for the prior year under the Bonus Program to any individuals, then such amount shall not be paid; and
(ii) if such Involuntary Termination is a Change of Control Termination, the Cash Severance Benefit will be equal to the sum of:
Cash Severance Benefit. Employee will be entitled to receive a cash payment equal to the following amount, as applicable (the “Cash Severance Benefit”), in a lump sum within sixty (60) days following such Involuntary Termination:
(i) if such Involuntary Termination is a Non-Change of Control Termination, the Cash Severance Benefit will be equal to twelve (12) months of Employee’s annual base salary (as in effect on the date of such termination or, if such termination is due to Good Reason, as defined herein, then as in effect on the date immediately prior to the initial existence of such Good Reason); and
(ii) if such Involuntary Termination is a Change of Control Termination, the Cash Severance Benefit will be equal to the sum of (x) fifteen (15) months of Employee’s annual base salary (as in effect on the date of such termination or, if such termination is due to Good Reason, as defined herein, then as in effect on the date immediately prior to the initial existence of such Good Reason) and (y) 125% of Employee’s annual target bonus for the year of such termination under the Company’s management incentive program or other similar bonus program.
