Pro-Rata Bonus Payment. In addition to any bonus Executive has earned but not yet been paid (e.g., for an annual bonus, with respect to a termination made following year-end but prior to payment), Executive will receive a lump-sum payment equal to the greater of (x) 75% of Executive’s most recent bonus actually paid, or (y) 75% of Executive’s on-target annual bonus for the year of termination, in either case of (x) or (y) pro-rated for the partial year of service.
Pro-Rata Bonus Payment. The Company shall pay to Executive a pro rata cash incentive bonus amount calculated by multiplying the annual cash incentive bonus Executive would have received under the Company’s annual cash incentive bonus plan for the calendar year in which the Termination Date occurs assuming Executive would have remained employed through the date Executive would have otherwise earned an annual cash incentive bonus under such year’s annual cash incentive bonus plan by a fraction, the numerator of which is the number of days Executive was employed by the Company during the calendar year in which the Termination Date occurs through and including the Termination Date and the denominator is 365, less deductions and withholding required by law, payable in a lump sum at the same time as other eligible employees under the Company’s annual cash incentive bonus plan for such calendar year are paid their bonuses under such Company’s annual cash incentive bonus plan for such calendar year, but in any event no later than March 15 of the calendar year immediately following the calendar year in which the Termination Date occurs.
Pro-Rata Bonus Payment. In addition to any bonus Executive has earned but not yet been paid (e.g., for an annual bonus, with respect to a termination made following year-end but prior to payment), Executive will receive a lump-sum payment equal to the greater of (x) 75% of Executive’s most recent annual bonus actually paid, or (y) 75% of Executive’s on-target annual bonus for the year of termination, in either case of (x) or (y) pro-rated for the partial year of service. EXAMPLE: Executive receives an annual bonus of $125,000 in February 2014 for the 2013 Company fiscal year. Executive’s base salary in 2013 is $250,000 and in 2014 is increased to $300,000. Executive’s on-target annual bonus for 2014 is 50% of base salary, or $150,000. The Company is acquired in a Change in Control on June 30, 2014, and Executive is terminated without Cause on June 30, 2014. Subject to Sections 6(a) and (b) and Section 7 hereof, under Section 4(a)(i) of this Agreement Executive is due a lump-sum payment of $337,500 ($225,000 for nine months of annual base salary and $112,500 for 75% of on-target annual bonus). Subject to Sections 6(a) and (b) and Section 7 hereof, under Section 4(a)(ii) of this Agreement Executive is due a lump-sum payment of $75,000 (50% of $150,000, reflecting pro-ration for the half-year of service).
Pro-Rata Bonus Payment. The Participant shall be paid a pro-rata portion of the annual cash Bonus for the Fiscal Year in which the Termination Date occurs based on achievement of target performance for such year (determined by multiplying the amount of the Target Annual Bonus for the full Fiscal Year by a fraction, the numerator of which is the number of months during the Fiscal Year in which the Termination Date occurs that the Participant had been employed by the Company Group, and the denominator of which is 12) (the “Pro-Rata Bonus Payment”) notwithstanding any provision of the Bonus plan that requires continued employment through the end of the annual Bonus period or beyond but subject to all other provisions of the Bonus plan. For purposes of such calculation, if the Termination Date is on or before the 15th day of the month, the Participant will get credit for one-half month; and if the Termination Date is after the 15th day of the month, the Participant will get credit for the full month. To the extent that a Participant is entitled to receive the Pro-Rata Bonus Payment for any Fiscal Year under this Section 3.1(c), such Participant shall not also be entitled to any Bonus payment for such Fiscal Year under the terms of the applicable Bonus plan. Amounts payable under this Section 3.1(c) will be deemed payments attributable to the Participant’s employment prior to or on the Termination Date and not as severance. The Pro-Rata Bonus Payment shall be paid in a lump sum to the Participant in accordance with the timing of the payments of bonus payments to other executives for the same bonus year.
Pro-Rata Bonus Payment. The Participant shall be paid the Pro-Rata Bonus Payment as defined in Section 3.1(c) above, in a lump sum and in accordance with the terms and conditions set forth in Section 3.1(c) above.
Pro-Rata Bonus Payment. The Company will pay to the Executive or his legal representatives a pro rata Bonus (the “Pro Rata Bonus”) for the 2013 fiscal year, which shall be paid out at such time as annual cash bonuses are paid to other senior executives of the Company and in accordance with the terms and conditions of the annual bonus plan. The Executive’s annual incentive target shall remain unchanged (120% of salary) and the amount of the Pro Rata Bonus shall be determined by multiplying: (a) the annual bonus the Executive would have received pursuant to the terms of the annual bonus plan as determined by the Compensation Committee had he remained employed by the Company through the end of the 2013 fiscal year; by (b) 2/12, representing the number of calendar months during the 2013 fiscal year that the Executive was an employee.
Pro-Rata Bonus Payment. To the extent that you have an established target bonus for the year in which your termination occurred, you will be entitled to receive a payment equal to the bonus that would be payable based on actual performance for the year of termination (with any individual subjective element of such bonus being treated as satisfied at not less than target), pro-rated for the number of days within the year that your termination occurred during which you were employed by the Company, payable less applicable withholdings in a lump sum at the same time as Company executives generally are paid a bonus with respect to the calendar year in which such termination occurs, but no later than March 15 of the year following the year in which your termination occurred (the “Pro Rata Bonus”). Prior Year Bonus. To the extent that you have an established target bonus for the year prior to the year in which your termination occurred and such bonus has been earned but not yet paid, you will be entitled to receive a payment equal to such earned bonus (the “Prior Year Bonus”), payable less applicable withholdings in a lump sum at the same time as Company executives generally are paid a bonus with respect to the calendar year prior to the year in which such termination occurs, but no later than March 15 of the year in which your termination occurred. COBRA. Subject to your effective election of continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended, or a state law equivalent (“COBRA”) within the time period prescribed pursuant to COBRA for you and your eligible dependents, the Company will reimburse you an amount equal to the full premiums for health, dental and visions insurance as of immediately prior to the termination until the earliest of (A) a period of 24 months from the date of termination or (B) the date upon which you or your eligible dependents become eligible to receive substantially similar coverage from another employer. Notwithstanding the foregoing, the Company may elect to pay the benefits in this provision in cash rather than by reimbursement, and will be required to do so in the event that you and your eligible dependents are no longer eligible for COBRA as a result of the expiration of the COBRA period under applicable law. Equity Acceleration. 100% of the FY24 Award will accelerate and become vested in full. For the avoidance of doubt, this provision does not provide for the acceleration of any equity awards other th...
Pro-Rata Bonus Payment. Subject to Sections 7(e) and 7(f) below, the Company shall pay the Executive an amount equal to the product of: (A) 50% of Executive’s Base Salary (at the rate in effect on the Termination Date) and (B) a fraction, the numerator of which is the number of days that the Executive was employed by the Company during the calendar year in which the Termination Date occurs and the denominator of which is 365 (the “Pro-Rata Bonus”), the aggregate amount of which Pro-Rata Bonus shall be payable in equal installments on the Company’s regular payroll dates, commencing on the later of: (1) the Company’s first regular payroll date that occurs on or immediately after the 60th day following the Termination Date; and (2) the date that the Executive’s Annual Bonus for the calendar year in which the Termination Date would have been paid under Section 3(d) above if he had remained employed until the end of such calendar year, and ending on the last payroll date in the Severance Period.
Pro-Rata Bonus Payment. The Company will pay to the Executive or his legal representatives a pro rata Bonus (the “Pro Rata Bonus”) for the 2012 fiscal year, which shall be paid out at such time as annual cash bonuses are paid to other senior executives and in accordance with the terms and conditions of the annual bonus plan (including, without limitation, any adjustment based on the Executive’s bonus bank balance). The amount of the Pro Rata Bonus shall be determined by multiplying (i) the annual bonus the Executive would have received pursuant to the terms of the annual bonus plan as determined by the Compensation Committee had he remained employed by the Company through the end of the 2012 fiscal year, by (ii) 0.25.
Pro-Rata Bonus Payment. Within thirty (30) days following the Separation Date, the Company shall provide the Executive with a lump-sum payment in the amount of $133,750, less all applicable federal, state, local and other employment-related deductions. Such payment represents one-half of the annual target bonus award opportunity to which the Executive would have been entitled had he remained employed with the Company through the conclusion of the current fiscal year and met all conditions for such annual bonus.
