Deferred Compensation Amount. On September 30, 2013 (the “Deferred Compensation Payment Date”), or upon the consummation of a Sale of the Company or upon a Public Offering resulting in gross proceeds to the Company of at least $5,000,000, whichever is earliest, the Company shall pay the Employee (or his beneficiary in the event of his death) a lump sum equal to an amount of $124,727.10 (such amount, the “Deferred Compensation Amount”) determined as follows:
a. Deferred compensation earned and unpaid up through and including June 30, 2013 in the amount of $85,192.24 plus accrued and unpaid interest of $2,302.63 for a total of $87,494.87 (the “Accrued Compensation”); and
b. Deferred compensation to be earned and unpaid up for the period of July 1, 2013 through September 30, 2013 in the amount of $34,615.38, plus interest to be accrued and unpaid of $2,616.84 for a total of $37,232.23 (the “Future Compensation”);
c. The Employee and Company agree that should compensation be paid by the Company prior to the Deferred Compensation Payment Date to the Employee the Deferred Compensation Amount shall be reduced by the amount of the amount paid to Employee, including a reduction of the interest;
d. The Employee and Company agree that should the rate or amount of compensation to be paid by the Company to the Employee is either increased or reduced, the Deferred Compensation Amount shall be either increased or reduced by the amount of the compensation increase or reduction, including an either an increase or reduction of the interest;
Deferred Compensation Amount. Participant acknowledges that he or she has received a current statement of his or her accrued deferred compensation benefits, and that the amount described on the statement is the final determination of his or her accrued deferred compensation benefits under the Agreement prior to its termination and represents the amount Participant is entitled to receive in final payment (“Final Deferred Compensation Amount”). This amount is set forth below next to Participant’s name.
Deferred Compensation Amount. A. Employer may credit an amount of deferred compensation to the account for Employee's benefit in such amounts and at such times as determined in the sole discretion of the Board. Employer shall maintain the account on its records designated as the Deferred Compensation Account for Employee. Employee shall be informed in writing by employer of the amount of deferred compensation, if any, and the time as of which such deferred compensation is credited to Employee's Deferred Compensation Account. Any amounts of deferred compensation credited to Employee's Deferred Compensation Account may be kept in cash or invested and reinvested in mutual funds, stocks, bonds, securities, a policy or policies of life insurance on Employee's life, or any other assets which Employer is legally permitted to invest in, or such amounts may be used by Employer in connection with the operation of its business, as may be determined by the Board.
B. As of the date of this agreement, such deferred compensation amount shall be equal to the annual increase in the cash surrender value of the life insurance policy number , issued by Northwestern Mutual Life Insurance Company on Employee's life. This amount of deferred compensation may be amended by action of the Board.
C. As an investment of Employee's Deferred Compensation Account, the Board may direct Employer to purchase a policy of life insurance on the life of the Employee. In the event that such a life insurance policy is purchased for purposes of this Agreement, Employer shall be the applicant, owner and beneficiary of the policy. Employer shall have all rights under the policy and all incidents of ownership under the policy. Employer, at its option, may assign all or a portion of the death benefits under the policy.
Deferred Compensation Amount. If the Termination Date occurs within two (2) years after the date on which a Change of Control occurs, the "Deferred Compensation Amount" means the "Monthly Benefit Amount" (as hereinafter defined) times twenty- four (24). If the Termination Date occurs more than two (2) years, but not more than three (3) years, after the date on which a Change of Control occurs, the "Deferred Compensation Amount" means the "Monthly Benefit Amount" times twenty-four (24) minus the number of calendar months between the date two years after the date on which a Change of Control occurs (the "Second Anniversary Date") and the Termination Date. For this purpose, in determining the number of months between the Second Anniversary Date and the Termination Date, the month in which the Termination Date falls will be included and the month in which the Second Anniversary Date occurs will be excluded. If the Termination Date occurs more than three (3) years after the date on which a Change of Control occurs, the "Deferred Compensation Amount" shall be zero. The number by which the Monthly Benefit Amount is multiplied to determine the Deferred Compensation Amount, pursuant to the first two sentences of this Section 3, is referred to herein as the "Monthly Multiplier."
Deferred Compensation Amount. Funding of the Deferred Compensation Amount shall be totally discretionary and within the control of the Company. Regardless of the amount funded by the Company, Employee shall be entitled to the following amounts upon the happening of an Event of Payment based on years of service from the date of signing this Agreement with the Company. Years of Service Benefit ---------------- -------
Deferred Compensation Amount. Prior to the Closing, Buyer shall cause a Subsidiary of Buyer to establish a deferred compensation plan that is substantially identical with respect to time and form of payment provisions (but not, for the avoidance of doubt, benefit accrual or administrative provisions) to the Voya Deferred Compensation Savings Plan (such new plan, the “Buyer Deferred Compensation Plan”) and, effective as of the applicable Employee Transfer Date, the Buyer Deferred Compensation Plan shall assume from the Voya Deferred Compensation Savings Plan (and thereafter be solely responsible for) all Liabilities in respect of the Voya Deferred Compensation Savings Plan for or relating to participants in the Voya Deferred Compensation Savings Plan who are Transferred Employees; provided that, in the event any participant in the Voya Deferred Compensation Savings Plan is an Inactive Business Employee who, following the Closing Date, commences employment with Buyer or its Affiliates, Seller shall pay to Buyer in cash, within 10 Business Days of such commencement, an amount equal to all of the Liabilities in respect of the Voya Deferred Compensation Savings Plan for or relating to each such participant that is assumed by Buyer pursuant to this Section 5.11(j), with such amount calculated as of the date of such commencement. Buyer covenants and agrees to make all payments pursuant to the Buyer Deferred Compensation Plan at the same time and in the same form as such amounts were required to be paid under the terms of the Voya Deferred Compensation Savings Plan and any election forms thereunder (unless a Transferred Employee makes, and Buyer permits, a valid subsequent deferral election to further delay the payment of such amounts or Buyer or its applicable Subsidiary elects to terminate such Buyer Deferred Compensation Plan). Buyer’s obligations under this Section 5.11(j) are expressly conditioned on Seller providing to Buyer all information it reasonably requests in order to establish and administer such Buyer Deferred Compensation Plan. With respect to each Transferred Employee that is a participant in the Voya Supplemental Executive Retirement Plan, Buyer shall provide notice to Seller within a period of time, following the date on which any such Transferred Employee incurs a separation from service (as defined in Section 409A of the Code) from the Buyer or an Affiliate of Buyer, that reasonably enables Seller to make any required payments in accordance with the terms of the Voya Suppl...
Deferred Compensation Amount
