Month Delay. If, at the time Executive becomes entitled to payments and benefits under Section 5 of this Agreement (“Severance Payment”), Executive is a Specified Employee (within the meaning of Code Section 409A and using the identification methodology selected by the Company from time to time), then, notwithstanding any other provision in Section 5 to the contrary, the following provision shall apply. No Severance Payment considered by the Company in good faith to be deferred compensation under Code Section 409A that is payable upon Executive’s separation from service (as defined and determined under Code Section 409A), and not subject to an exception or exemption thereunder, shall be paid to Executive until the date that is six (6) months after Executive’s effective date of termination. Any such Severance Payment that would otherwise have been paid to Executive during this six-month period shall instead be aggregated and paid to Executive on or as soon as administratively feasible after the date that is six (6) months after Executive’s effective date of termination, but not later than 60 days after such date. Any Severance Payment to which Executive is entitled to be paid after the date that is six (6) months after Executive’s effective date of termination shall be paid to Executive in accordance with the terms of Section 5.
Month Delay. If any amounts that become due under this Agreement constitute “nonqualified deferred compensation” within the meaning of Section 409A of the Code, payment of such amounts shall not commence until the Executive incurs a “separation from service.” Notwithstanding anything herein to the contrary, if the Executive is a “specified employee,” for purposes of Section 409A of the Code, on the date on which he incurs a separation from service, any payment hereunder that provides for the “deferral of compensation” within the meaning of Section 409A of the Code shall not be paid prior to the first business day after the date that is six months following the Executive’s “separation from service;” provided, however, that a payment delayed pursuant to the preceding clause shall commence earlier in the event of the Executive’s death prior to the end of the six-month period. Within 10 business days after the end of such six months, the Executive shall be paid a lump sum payment in cash equal to any payments delayed because of the preceding sentence. Thereafter, the Executive shall receive any remaining benefits as if there had not been an earlier delay.
Month Delay. To the extent (i) any payment or benefit to which Executive becomes entitled under this Agreement in connection with Executive’s termination of employment with Callon constitutes deferred compensation subject to Code Section 409A, and (ii) Executive is deemed at the time of such termination of employment to be a “specified employee” under Code Section 409A, then such payment or benefit shall not be made or commence until the earliest of (A) the expiration of the six (6) month period measured from the date of Executive’s “separation from service” (as such term is defined in final Treasury Regulations issued under Section 409A of the Code and any other guidance issued thereunder) with Callon; or (B) the date of Executive’s death following such separation from service. Upon the expiration of the applicable deferral period, any payment or benefit which would have otherwise been made during that period in the absence of this Article 16 shall be made to Executive or Executive’s beneficiary. Executive has reviewed with Executive’s own tax advisors the tax consequences of this Agreement and the transactions contemplated hereby. Executive is relying solely on his or her tax advisors and not on any statements or representations of Callon or any of its agents and understands that Executive (and not Callon) shall be responsible for Executive’s own tax liability that may arise as a result of this Agreement or the transactions contemplated hereby, except as otherwise specifically provided in this Agreement.
Month Delay. If Executive is a “specified employee” within the meaning of Section 409A, then the payment or provision of benefits shall be made as set forth below; provided, however, no such payment or provision shall be made before the date that is six months after Executive’s Separation from Service (or, if earlier, the date of Executive’s death) (the “6-Month Delay”). The determination of whether Executive is a “specified employee” shall be made in accordance with Section 409A using an identification date of December 31.
Month Delay. Notwithstanding anything to the contrary contained in this Agreement, and solely to the extent that any payment or benefit payable pursuant to this Agreement is not exempt from the requirements of Code Section 409A, if the Executive is a “key employee” (as defined under Internal Revenue Code Section 416(i) without regard to paragraph (5) thereof) on the date of a separation from service, and the Company’s stock is publicly traded on an established securities market or otherwise, any such non-exempt payments under this Agreement which would otherwise have been payable within the first six (6) months shall be paid in the seventh (7th) month following Executive’s Termination Date. Notwithstanding the foregoing, payments delayed pursuant to this paragraph shall commence as soon as practicable following the date of death of the Executive prior to the end of the six (6) month period but in no event later than ninety (90) days following the date of death.
Month Delay. Notwithstanding anything contained in this Agreement to the contrary, if the Employee is a "specified employee" (determined in accordance with Code Section 409A and Treasury Regulation Section 1.409A-3(i)(2)) as of the date of the Employee's termination of employment (other than due to the Employee's death), then any payment, benefit or entitlement provided for in this Agreement that constitutes "deferred compensation" within the meaning of Section 409A and that is payable during the first six months following the date of the Employee's termination of employment shall be paid or provided to the Employee in a lump sum cash payment to be made on the earlier of (a) the Employee's death or (b) the first business day (or within 30 days after such first business day) of the seventh calendar month immediately following the month in which the date the Employee's termination of employment occurs.
Month Delay. If any amounts that become due under this Agreement constitute “nonqualified deferred compensation” within the meaning of Section 409A of the Code, payment of such amounts shall not commence until Golsen incurs a “separation from service,” except payments of amounts due pursuant to Section 5 will not commence unless and until Golsen suffers a disability. Notwithstanding anything herein to the contrary, if Golsen is a “specified employee,” for purposes of Section 409A of the Code, on the date on which he incurs a separation from service, any payment hereunder that provides for the “deferral of compensation” within the meaning of Section 409A of the Code shall not be paid prior to the first business day after the date that is six months following Golsen’s “separation from service;” provided, however, that a payment delayed pursuant to the preceding clause shall commence earlier in the event of Golsen’s death prior to the end of the six-month period. Within 10 business days after the end of such six months, Golsen shall be paid a lump sum payment in cash equal to any payments delayed because of the preceding sentence. Thereafter, Golsen shall receive any remaining benefits as if there had not been an earlier delay.
Month Delay. Your Vested DPUs shall be settled solely in Shares upon Termination of Employment. Subject to the provisions of Paragraphs 6 and 9 of this Agreement, DPU Shares shall be issued and delivered to you or to your designated Beneficiary (as hereinafter defined) six (6) months following the day after the effective date of your Termination of Employment (the “Settlement Date”). Issuance of the DPU Shares may not be accelerated or otherwise claimed by you for any reason other than following Termination of Employment.
Month Delay. If, at the time Executive becomes entitled to Severance Benefits under Section 2.4(d), Executive is a Specified Employee (as defined below), then, notwithstanding any other provision in Section 2.4 to the contrary, the following provision shall apply. No Severance Benefit considered deferred compensation under Sections 409A of the Internal Revenue Code of 1986, as amended, and all regulations issued thereunder and applicable guidance thereto (“Section 409A”) and not subject to an exception or exemption thereunder shall be paid to Executive until the date that is six (6) months after Executive’s Date of Termination. Any such Severance Benefit that would otherwise have been paid to Executive during this six-month period shall instead be aggregated and paid to Executive on the date that is six (6) months after Executive’s Date of Termination. Any Severance Benefits to which Executive is entitled to be paid under Section 2.4(d) after the date that is six (6) months after Executive’s Date of Termination shall be paid to Executive in accordance with the terms of Section 2.4(d). For purposes of this Section 2.4(f), a “Specified Employee” is any employee of the Company who, for the twelve (12) month period beginning on any April 1, was, at any time during the twelve (12) month period ending on the immediately preceding December 31, a “key employee” of the Company within the meaning of Section 416(i) of the Internal Revenue Code of 1986, as amended (without regard to subparagraph (5) thereof).
