CIC Severance Payment. On the first day of the seventh (7th) month following the Executive’s Date of Termination, the Company shall pay the Executive a lump sum cash payment equal to the sum of (I) two times the Base Salary paid to the Executive with respect to the calendar year immediately preceding the Executive's Date of Termination, (II) the Target Bonus and (III) a pro rata portion of the Target Bonus for the calendar year in which Executive’s Date of Termination occurs and determined in accordance with the Pro Rata Target Bonus Calculation. Target Bonus for severance purposes is defined under the Executive Corporate Incentive Plan for the calendar year which precedes the year in which occurs the Executive’s Date of Termination. Target Bonus is intended to be a fixed severance payment equal to the prior year Target Bonus and not a performance-contingent payment dependent on current year or prior year performance. “Pro-Rata Target Bonus Calculation” is determined by multiplying the Target Bonus by a fraction, the numerator of which is the number of days in the fiscal year in which the Date of Termination occurs through the Date of Termination and the denominator of which is three hundred sixty-five. Pro-rata Target Bonus with respect to the calendar year in which Executive’s Date of Termination occurs shall be paid only in the event the performance goals established under the ECIP for that calendar year with respect to such Target Bonus have been satisfied. Payment of the pro-rata Target Bonus shall be delayed until following the date the Company’s Compensation Committee determines that such performance goals have been satisfied, in accordance with the rules under the ECIP (the “Performance Goal Determination Date”). Payment of the pro-rata portion of the Severance Payment shall be paid in a lump sum on the date described above or, if later, within 30 days of the Performance Goal Determination Date with respect to such Performance-Conditioned Portion. If (i) any amounts payable to the Executive under this Agreement or otherwise are characterized as excess parachute payments pursuant to Section 4999 of the Internal Revenue Code of 1986, as amended (the “Section 4999”), and (ii) the Executive thereby would be subject to any United States federal excise tax due to that characterization, the Executive’s termination benefits hereunder will be reduced to an amount so that none of the amounts payable constitute excess parachute amounts payments if this would result, after taking in...
CIC Severance Payment. Severance pay in the form of a lump sum payment of Executive’s final Base Salary for the year in which the termination date occurs, payable within sixty (60) days following the termination date and subject to required payroll deductions and tax withholdings (the “CIC Severance Payment”); provided, however that, if the period for satisfaction of the Release Requirement (as defined below) begins in one taxable year and ends in another taxable year, payment shall not be made until the beginning of the second taxable year. For such purposes, Executive’s final Base Salary will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Executive’s right to resign for Good Reason.
CIC Severance Payment. You will receive a severance pay in an amount equal to your final annual Base Salary plus your final Target Bonus Amount, subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings (the “CIC Severance Payments”). Subject to Section 10 below, the CIC Severance Payments shall be made on the Company’s regular payroll schedule over the period of twelve (12) months following your Separation from Service date; provided, however that any such payments that are otherwise scheduled to be made prior to the Release Effective Date shall instead accrue and be made on the first regular payroll date following the Release Effective Date. For such purposes, your final Base Salary and Target Bonus Amount will be calculated prior to giving effect to any reduction in Base Salary that would give rise to your right to resign for Good Reason.
CIC Severance Payment. Employee shall receive a severance pay in an amount equal to Employee’s final annual Base Salary plus Employee’s final Target Bonus Amount, subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings (the “CIC Severance Payments”). Subject to Section 10 below, the CIC Severance Payments shall be made on the Company’s regular payroll schedule over the period of twelve (12) months following Employee’s Separation from Service date; provided, however that any such payments that are otherwise scheduled to be made prior to the Release Effective Date (as defined below) shall instead accrue and be made on the first regular payroll date following the Release Effective Date. For such purposes, Employee’s final Base Salary and Target Bonus Amount will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Employee’s right to resign for Good Reason.
CIC Severance Payment. Employee shall receive a severance pay in an amount equal to Employee’s final annual Base Salary plus Employee’s final Target Bonus Amount (which, for purposes of this Section 8.2, shall be equal to the Sign-On Bonus if such termination event occurs prior to May 15, 2020), subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings (the “CIC Severance Payments”). Subject to Section 10 below, the CIC Severance Payments shall be made on the Company’s regular payroll schedule over the period of twelve (12) months following Employee’s Separation from Service date; provided, however that any such payments that are otherwise scheduled to be made prior to the Release Effective Date (as defined below) shall instead accrue and be made on the first regular payroll date following the Release Effective Date. For such purposes, Employee’s final Base Salary and Target Bonus Amount will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Employee’s right to resign for Good Reason.
CIC Severance Payment. In lieu of continuing to make salary continuation Non-CIC Severance Payments to the Employee pursuant to paragraph A, the Employer will make a single CIC Severance Payment (defined below) to the Employee. Pursuant to the terms of the Officer Severance Policy and provided the Employee does not exercise the Employee’s right to rescind the attached Release, the Employer shall provide the Employee with a total gross amount of Five Hundred Twenty-Six Thousand Four Hundred Dollars ($526,400.00), less the total gross amount of all salary continuation Non-CIC Severance Payments the Employee has already received (the “CIC Severance Payment”). The CIC Severance Payment amount will be paid to the Employee in a single lump sum payment, less payroll deductions and withholdings as reasonably determined by the Employer, as soon as administratively practicable (but no later than fifteen (15) days) after the latest of the following: (i) the closing date of the Merger, (ii) the Termination Date, (iii) the date the Employee returns the signed Agreement and Release to the Employer and (iv) the expiration of the Rescission Period set forth in the Release, without any rescission of the Release.
CIC Severance Payment. Severance pay in the form of a lump sum payment in an amount equal to twelve (12) months of Employee’s final monthly base salary, payable within sixty (60) days following the Separation from Service date and subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings; provided, however, in the event the Change in Control is not a “change in control event” under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) and the severance payable under this Section 8.2.1 is considered nonqualified deferred compensation within the meaning of Section 409A of the Code, then the severance payable under this Section 8.2.1 shall be paid in installments in accordance with Section 8.1.1 to the extent required to comply with Section 409A of the Code. For such purposes, Xxxxxxxx’s final base salary will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Employee’s right to resign for Good Reason.
CIC Severance Payment. Severance pay in the form of a lump sum payment in an amount equal to (i) [##] ([##]) months of Employee’s final Base Salary, payable within sixty (60) days following the Separation from Service date and subject to required and voluntarily authorized payroll deductions and federal and state tax withholdings. For such purposes, Employee’s final Base Salary will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Employee’s right to resign for Good Reason
CIC Severance Payment. If a Change in Control occurs during the term of this Agreement, the Bank shall make or cause to be made a lump-sum payment to the Officer in an amount in cash equal to two (“2”) times the Officer’s annual compensation (the “CIC Severance Payment”). For this purpose annual compensation means (x) the Officer’s base salary when the Change in Control occurs plus (y) any cash bonus compensation earned for the calendar year ended immediately before the year in which the Change in Control occurs, regardless of when the bonus or incentive compensation earned for the preceding calendar year is paid and regardless of whether all or part of the bonus compensation is subject to elective deferral or vesting. Annual compensation shall be calculated without regard to any deferrals under qualified or nonqualified plans, but annual compensation shall not include interest or other earnings credited to the Officer under qualified or nonqualified plans. The amount payable to the Officer hereunder shall not be reduced to account for the time value of money or discounted to present value.
CIC Severance Payment. Severance pay in the form of a lump sum payment in an amount equal to twelve (12) months of Executive’s final Base Salary, payable within sixty (60) days following the termination date and subject to required payroll deductions and tax withholdings. For such purposes, Executive’s final Base Salary will be calculated prior to giving effect to any reduction in Base Salary that would give rise to Executive’s right to resign for Good Reason.
