Change in Control Severance Payment. If you are entitled to receive Change in Control Benefits, you will receive a “Change in Control Severance Payment.” The “Change in Control Severance Payment” is a lump sum payment equal to the sum of: (i) 300% of your annualized base salary as of the date on which a Change in Control occurs, plus (ii) 300% of the applicable bonus or incentive compensation paid or payable to you pursuant to the Accuride Incentive Compensation Plan. The applicable bonus or incentive compensation amount used for purposes of clause (ii) in the preceding sentence shall be the greater of the following: (i) the incentive compensation to which you would have been entitled if the year were to end on the day on which the Change in Control occurs, based upon an annualized figure determined using performance up to that date; or (ii) the average of the actual incentive compensation paid to you through the Accuride Incentive Compensation Plan during the three years preceding the year of your termination. The Change in Control Severance Payment shall be reduced by the full amount of any payments to which you may be entitled due to your termination pursuant to any other Company severance policy, any agreement between you and the Company providing for severance, or applicable law. Except as otherwise provided in Section 4, the Change in Control Severance Payment will be paid in one lump sum within five business days following the date on which the Release Agreement required pursuant to Section 8 becomes irrevocable.
Change in Control Severance Payment. The Corporation will make the payments provided for in this Section 2 (the “Severance Pay”) if Executive’s employment is terminated during the term of this Agreement in a manner that constitutes a “separation from service” as that term is defined by Section 409A of the Internal Revenue Code (the “Code”) due to: (A) Executive terminating employment for Good Reason, or (B) ) the Corporation terminating Executive’s employment for any reason other than death, Permanent Disability or Cause, and, in the case of either (A) or (B), such termination of employment occurs either (i) within twenty-four months after the date of a Change in Control or (ii) within six months before the date of a Change in Control.
Change in Control Severance Payment. (a) Subject to Section 4(b), in the event of a Termination occurring before the expiration of this Agreement, Olin will pay Executive a lump sum in an amount equal to the Change in Control Severance. The payment of the Change in Control Severance will be made within 10 days following the date of Termination.
(b) Notwithstanding Section 4(a), if Executive would otherwise have been required by Olin policy to retire at age 65, then if the date of Executive’s sixty-fifth birthday falls during the 36-month period following the date of Termination, the amount payable pursuant to Section 4(a) shall be reduced to the amount equal to the product of (i) the Change in Control Severance, multiplied by (ii) a fraction, the numerator of which is the number of days from the date of Termination through and including the date of Executive’s sixty-fifth birthday and the denominator of which is 1095.
(c) If on the date of Termination, Executive is eligible and is receiving payments under any then existing disability plan of Olin or its subsidiaries and affiliates, then Executive agrees that all payments under such disability plan may, and will be, suspended and offset (subject to applicable law) for 36 months (or, if earlier, until Executive attains age 65, if Executive would otherwise have been required by Olin policy to retire at age 65) following the date of Termination. If, after such period, Executive remains eligible to receive disability payments, then such payments shall resume in the amounts and in accordance with the provisions of the applicable disability plan of Olin or its subsidiaries and affiliates.
Change in Control Severance Payment. The Executive shall be provided with a lump-sum cash payment equal to three times the sum of (A) the Executive's then-current Base Salary plus (B) the Executive's average annual bonus for the three years preceding the date of termination. Any payments pursuant to this Section 5(b)(i) shall be in lieu of any other severance benefits to which the Executive is entitled pursuant to any other severance plans, programs, arrangements, or policies of the Company.
Change in Control Severance Payment. In the event the Employee's employment is terminated without cause or pursuant to Section 4.4 of this Agreement within 24 months following a Change in Control (as defined below) of the Company, the Company shall make a one-time lump sum severance payment (the "Change in Control Severance Payment") to the Employee in an amount equal to the product of _____ multiplied by his Annual Base Salary. In such event, the Employee shall not be entitled to the payments to which he would otherwise be entitled pursuant to Section 5.1(a), but shall continue to be entitled to benefits provided by the Company pursuant to and in accordance with Section 5.1(e).
Change in Control Severance Payment. In the event your employment is terminated due to a Qualifying Termination within the Covered Period related to a Change in Control (“Change in Control Event”), ViewRay agrees to make a lump sum severance payment to Employee in an amount equal to the sum of: (a) 100% of Employee’s base salary; (b) Employee’s then-current target annual bonus; and (c) the pro-rata portion of Employee’s target annual bonus for the current fiscal year of the Separation Date, based on the date of separation during such fiscal year (the “Change in Control Severance Payment”). The Change in Control Severance Payment shall be paid in lump sum on ViewRay’s first payroll period beginning after the Effective Date.
Change in Control Severance Payment. (a) Subject to Section 4(b) of this Agreement and the remainder of this Section 4(a), in the event of a Termination occurring before the expiration of this Agreement, Olin will pay Executive a lump sum in an amount equal to the Change in Control Severance. The payment of the Change in Control Severance will be made on the 60th day after the date of Termination; provided that no such amount shall be payable to Executive unless, on or prior to the 59th day following the date of Termination the Release Requirement (as defined in Section 7 of this Agreement) has been satisfied; provided further, that, any portion of the Change in Control Severance that constitutes deferred compensation within the meaning of Section 409A (as defined in Section 19 of this Agreement) will be paid at the earliest date that is permitted in accordance with the schedule set forth in Section 4(a) of the Executive Agreement, as in effect on the date hereof.
(b) Notwithstanding Section 4(a) of this Agreement, if Executive would otherwise have been required by Olin policy to retire at age 65, then if the date of Executive’s sixty-fifth birthday falls during the 36-month period following the date of Termination, the amount payable pursuant to Section 4(a) of this Agreement shall be reduced to the amount equal to the product of (i) the Change in Control Severance, multiplied by (ii) a fraction, the numerator of which is the number of days from the date of Termination through and including the date of Executive’s sixty-fifth birthday and the denominator of which is 1095.
(c) If on the date of Termination, Executive is eligible and is receiving payments under any then existing disability plan of Olin or its subsidiaries and affiliates, then Executive agrees that all payments under such disability plan may, and will be, suspended and offset (subject to applicable law) for 36 months (or, if earlier, until Executive attains age 65, if Executive would otherwise have been required by Olin policy to retire at age 65) following the date of Termination. If, after such period, Executive remains eligible to receive disability payments, then such payments shall resume in the amounts and in accordance with the provisions of the applicable disability plan of Olin or its subsidiaries and affiliates.
Change in Control Severance Payment. If, (1) a Change in Control occurs after June 14, 1999 and on or before June 13, 2004, and (2) (i) at any time from the date that is nine months before the date of the Change in Control through the day before the date of the Change in Control, Employee's employment with the Company is terminated by the Company without "cause", or (ii) at any time from the date that is 90 days before the date of the Change in Control through the day before the date of the Change in Control, Employee's employment with the Company is terminated as a result of Employee's death or Disability, or (iii) at any time on or after the date that is six months after the date of the Change in Control, Employee's employment with the Company is terminated as a result of Employee's resignation, or, (iv) except as provided in clause (iii), at any time on or after the date of the Change in Control, Employee's employment with the Company is terminated for any reason, then the Company shall pay Employee, in cash, within 14 days after the later of such Change in Control or such termination, the sum of (x) $830,000, plus (y) $40,000 for each full month (not exceeding 40 months) that has elapsed between the date of this Agreement and the date (A) a Change in Control Agreement is entered into if (I) the Change in Control Agreement is entered into before June 14, 2000, and (II) the
Change in Control Severance Payment. In the event the Employee's employment is terminated without cause within 24 months following a Change in Control (as defined below) of the Company, the Company shall make a one-time lump sum severance payment (the "Change in Control Severance Payment") to the Employee in an amount equal to his Annual Base Salary at the time of the termination and Severance Bonus Amount as described in Section 5.1 (a)(i). In such event, the Employee shall not be entitled to the payments to which he would otherwise be entitled pursuant to this Agreement. The Company shall reimburse the Employee for the premiums to maintain health insurance to the Employee and members of the Employee's family in full force and effect for a period of one year after the date of termination of the Employee (which shall count toward or reduce the minimum length of time that the Company is obligated to offer health insurance to the Employee's immediate family under Section 4980(B) of the Code. The Company will arrange for services of outplacement support for the employee and pay the cost of said services.
Change in Control Severance Payment. Upon a Change in Control of the Company, the Executive shall be entitled to a Change in Control severance payment if Executive’s employment with the Company during the 24-month period following consummation of such Change in Control is terminated involuntarily (other than an involuntary termination by the Company for Cause) or voluntarily by Executive for Good Reason. Such payment shall be equal to (a) [___] year’s annual base salary, based on the base salary in effect as of the date of the Change in Control, plus (b) a bonus payment equal to [___] times the annual incentive compensation program targeted payout at the date of the Change in Control plus dividend equivalent rights payments received for each of the [____] quarters preceding the date of the Change in Control, and (c) an amount equal to 18 months of group medical benefits continuation costs for the Executive and any covered dependents (the “CIC Payment”). The Company shall pay the CIC Payment to the Executive no later than the 60th day immediately following Executive’s employment terminating in accordance with the first sentence; however, if such 60-day period straddles two calendar years, then the Company shall pay the CIC Payment in the second of such calendar years. The CIC Payment is contingent upon Executive timely executing a release of any and all claims against the Company and any revocation period specified therein expiring without the Executive revoking such release.
