Common use of Payments to the Company Clause in Contracts

Payments to the Company. 5.1 Except as provided below, the Company shall have no right or power to direct the Trustee to return to the Company or to divert to others any assets credited to an Account before the date the proceeds of such Account have been paid to Participants and beneficiaries pursuant to the terms of the applicable Agreements. Notwithstanding the foregoing, if as of the date that is three years from the date of the Change of Control, a Participant has not experienced a termination of employment that would entitle the Participant to receive severance under his or her Agreement, the assets in the Participant’s Account may be returned to the Company at any time prior to the Participant’s termination of employment that would entitle the Participant to receive severance under his or her Agreement. The Trustee shall return such excess funds in the Trust as shall reasonably be requested by the Company, provided that either (a) the Company and each Participant under the Trust provide a written certification to the Trustee that all amounts due under the Agreements have been paid in full or (b) such request is made no less than three years from the date of the Change of Control.