Common use of Cash Severance Payment Clause in Contracts

Cash Severance Payment. The Executive shall be entitled to receive continued payments of his base salary as in effect immediately prior to his termination date in accordance with the regular payroll schedule for executive officers of the Company until the earlier of (1) such date as the sum of such payments equals the lesser of (I) or (II) below, or (2) the date that is six months and a day after the Qualifying Termination (the “Salary Continuation Severance Payments”). The Executive shall also be entitled to receive a lump sum cash severance payment equal to the difference between (i) the product of the Executive’s Annual Salary multiplied by the Executive’s Severance Multiple, and (ii) the aggregate amount of Salary Continuation Severance Payments (the “Lump Sum Severance Payment”). The Lump Sum Severance Payment shall be paid to the Executive on a date that is six months and a day after the Qualifying Termination. The sum of the Salary Continuation Severance Payments and the Lump Sum Severance Payment shall be referred to as the “Severance Amount.” The Severance Amount shall not be taken into account for purposes of determining the Executive’s rights under any other employee benefit or compensation plans, agreements, arrangements or policies established, maintained or contributed to by the Company or its subsidiaries or affiliates. For purposes of this Section 3.01(a), “(I)” shall mean the sum of the Executive’s annualized compensation based upon his annual rate of pay for services provided to the Company for the calendar year preceding the Company’s taxable year in which the Employee had a separation from service as that term is used by Section 409A of the Code (“Separation from Service”), and “(II)” shall mean the maximum amount that may be taken into account under a qualified plan pursuant to Section 401(a)(17) of the Code for the year in which the Executive has a Separation from Service.

Cash Severance Payment. The Executive Provided that Employee complies with Section 4 below, Company shall pay Employee severance in the form of continuation of Employee’s base salary in effect on Employee’s termination date for twelve (12) months following such termination date. These payments will be made on the Company’s ordinary payroll dates starting with the first pay date after the termination date, and will be subject to standard payroll deductions and withholdings. Notwithstanding any other provision with respect to the time of payments under this Section 2.2, if, at the time of Employee’s termination, Employee is deemed to be a “specified employee” (within the meaning of Section 409A of the Internal Revenue Code (“Section 409A”), and any successor statute, regulation and guidance thereto) of the Company, then only to the extent necessary to comply with the requirements of Section 409A, any payments to which Employee may become entitled under this Section 2.2 which are subject to Section 409A (and not otherwise exempt from its application) will be withheld until the first business day of the seventh month following the termination of Employee’s employment, at which time Employee shall be entitled paid an aggregate amount equal to receive continued six months of payments otherwise due to the Employee under the terms of his base salary Section 2.2, as in effect immediately prior applicable. After the first business day of the seventh month following the termination of the Employee’s employment and continuing each month thereafter, the Employee shall be paid the regular payments otherwise due to his termination date the Employee in accordance with the regular payroll schedule for executive officers of the Company until the earlier of (1) such date as the sum of such payments equals the lesser of (I) or (II) below, or (2) the date that is six months and a day after the Qualifying Termination (the “Salary Continuation Severance Payments”). The Executive shall also be entitled to receive a lump sum cash severance payment equal to the difference between (i) the product of the Executive’s Annual Salary multiplied by the Executive’s Severance Multiple, and (ii) the aggregate amount of Salary Continuation Severance Payments (the “Lump Sum Severance Payment”). The Lump Sum Severance Payment shall be paid to the Executive on a date that is six months and a day after the Qualifying Termination. The sum of the Salary Continuation Severance Payments and the Lump Sum Severance Payment shall be referred to as the “Severance Amount.” The Severance Amount shall not be taken into account for purposes of determining the Executive’s rights under any other employee benefit or compensation plans, agreements, arrangements or policies established, maintained or contributed to by the Company or its subsidiaries or affiliates. For purposes terms of this Section 3.01(a)2.2, “(I)” shall mean the sum as applicable. In light of the Executive’s annualized compensation based upon his annual rate uncertainty surrounding the application of pay for services provided Section 409A, the Company cannot make any guarantee as to the Company for the calendar year preceding the Company’s taxable year in which the Employee had a separation from service as that term is used by treatment under Section 409A of the Code (“Separation from Service”), and “(II)” shall mean the maximum amount that may be taken into account any payments made or benefits provided under a qualified plan pursuant to Section 401(a)(17) of the Code for the year in which the Executive has a Separation from Servicethis Agreement.