Qualifying Termination not in Connection with a Change in Control. If the Executive experiences a Qualifying Termination that is not in connection with a Change of Control as described in Section 4(a) herein, then the Executive shall be entitled to receive the following severance benefits, which shall be in addition to any salary earned and vacation accrued up to and including the date of termination, as determined by the Company: (i) a severance payment in the amount of the Executive's annual base salary plus annual target bonus, payable as a lump sum payment within five business days of the date the Executive executes and returns a full waiver and release of all claims in a form provided by the Company; and (ii) if the Executive timely elects COBRA health insurance continuation coverage, reimbursement of COBRA premiums for up to 12 months following the date of termination. 5.
Qualifying Termination not in Connection with a Change in Control. In the event of a Qualifying Termination that occurs at any time other than within the thirty (30)-day period prior to the closing of a Change in Control (as defined below) or within the twelve (12)-month period following the closing of a Change in Control, Executive will be eligible to receive the following Severance Benefits from the Company: (a) the equivalent of nine (9) months of Executive’s Base Salary in effect as of the date of Executive’s employment termination, subject to standard payroll deductions and withholdings (the “Cash Severance”); and (b) the equivalent of nine (9) months of the cost of Executive’s COBRA premiums needed to continue Executive’s medical, dental and vision insurance coverage (including coverage for eligible dependents, if applicable), subject to standard payroll deductions and withholdings (the “COBRA Severance”). The Cash Severance and COBRA Severance will be paid in a lump sum within sixty (60) days following Executive’s Separation from Service, provided the Separation Agreement (as described in Paragraph 8) has become effective. Executive may, but is not obligated to, use the COBRA Severance payment toward the cost of COBRA premiums.
Qualifying Termination not in Connection with a Change in Control. If the Executive undergoes a Qualifying Termination other than within twelve (12) months following a Change in Control, in addition to any Accrued Obligations and subject to the Executive’s (i) execution, delivery to the Company, and non-revocation of the release agreement substantially in the form attached as Exhibit A (provided that the parties shall work together in good faith to update such release agreement at the time of a Qualifying Termination or termination due to death or Disability to reflect any applicable changes in law or otherwise agreed modifications) (the “Release Agreement”), as contemplated in Section 5(e) below and (ii) continued compliance with any written policies of Acushnet in effect as of the termination date or provided to Executive following the termination date and the provisions set forth in Section 6 of this Agreement (and any similar provision applicable to Executive under a written agreement between Executive and the Company or its affiliates from time to time), the Executive shall receive an amount equal to the sum of (w) one and one-half times (1.5X) the Base Salary, (x) the Target Bonus, (y) any earned but unpaid Annual Bonus for the prior year, and (z) a pro-rata Target Bonus based on actual service time during the calendar year in which such Qualifying Termination occurs, such amount to be paid in one cash lump sum as soon as practicable after such Qualifying Termination and, in no event, later than 60 days
Qualifying Termination not in Connection with a Change in Control. If Executive experiences a Qualifying Termination, Executive shall be entitled to receive the payments and benefits provided below, which, with respect to clause (ii), will be payable in a lump sum on the day that is sixty (60) days following the Date of Termination:
Qualifying Termination not in Connection with a Change in Control. If Executive experiences a Qualifying Termination more than three (3) months prior to a Change in Control or more than twelve (12) months following a Change in Control, Executive shall be entitled to receive the payments and benefits provided below, which, with respect to clause (ii), will be payable in a lump sum on the day that is sixty (60) days following the Date of Termination:
Qualifying Termination not in Connection with a Change in Control. If the Executive experiences a Qualifying Termination that is not in connection with a Change of Control as described in Section 4(a) above, then the Executive shall be entitled to receive the following severance benefits, which shall be in addition to any salary earned and vacation accrued up to and including the Separation Date: (i) a severance payment in the amount of the Executive's annual base salary plus Average Annual Bonus (disregarding any reduction in base compensation constituting Good Reason, if the Executive's Qualifying Termination is for such Good Reason), payable as a lump sum payment within five business days of the date of the Qualifying Termination, subject to Section 6(a) below; and (ii) if the Executive timely elects COBRA health insurance continuation coverage at the same, or a lower, level of coverage as the Executive had elected prior to his or her Qualifying Termination, the Company shall reimburse the Executive for the full COBRA premium payment made by the Executive, until the earliest of: (A) 12 months following the Separation Date, (B) the date the Executive fails to make timely payment of COBRA premiums and/or terminates his or her election of COBRA coverage, and
Qualifying Termination not in Connection with a Change in Control. If the Executive’s employment is terminated (x) by the Company other than for Cause, death, or Disability, (y) by the Executive for Good Reason or (z) as a result of the Company’s nonrenewal of the Term as set forth in Section 1.1 (each, a “Qualifying Termination”), unless the Qualifying Termination occurs as described in Section 3.2(b) below, the Executive will be entitled to the following payments and benefits in addition to the Accrued Amounts: (i) cash severance equal to two times the sum of (A) the Executive’s Base Salary at the rate in effect immediately prior to the Termination Date and (B) the average Annual Bonus earned by the Executive for the two calendar years ending immediately prior to the year of termination (the “Termination Severance Amount”), payable in equal installments on the Company’s regular payroll dates occurring during the 24-month period following the Termination Date (such period, the “Severance Period”), (ii) a prorated bonus for the year of termination, equal to the Annual Bonus that the Executive would have been entitled to receive for such year had the Executive’s employment not been terminated, based on the actual performance of the Company for the full year, multiplied by a fraction, the numerator of which is the number of days the Executive is employed by the Company during the applicable year prior to and including the Termination Date, and the denominator of which is the full number of days in the applicable year (the “Prorated Bonus”), and (iii) subject to the Executive’s timely election of continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), and the Executive’s payment of premiums associated with such coverage, reimbursement for the same portion of the premium costs of continued health benefits for the Executive and the Executive’s covered dependents that the Company pays in respect of an active employee electing equivalent coverage, on a monthly basis (“Medical Benefit Continuation”) for the Severance Period, or through such earlier date on which COBRA coverage for the Executive and the Executive’s covered dependents terminates in accordance with COBRA. To the extent the foregoing entitlement results in the Executive receiving continuation coverage beyond what COBRA requires, the Company’s obligation hereunder shall be satisfied by paying to the Executive on a monthly basis the same amount that it was paying immediately prior to the cessation of the statutory C...
Qualifying Termination not in Connection with a Change in Control. In the event of a Qualifying Termination that occurs at any time other than within the thirty (30)-day period prior to the closing of a Change in Control (as defined below) or within the twelve (12)-month period following the closing of a Change in Control, Executive will be eligible to receive the following Severance Benefits from the Company: (a) the equivalent of twelve (12) months of Executive’s Base Salary in effect as of the date of Executive’s employment termination, subject to standard payroll deductions and
Qualifying Termination not in Connection with a Change in Control. If the Executive experiences a Qualifying Termination that is not in connection with a Change of Control as described in Section 4(a) above, then the Executive shall be entitled to receive the following severance benefits, which shall be in addition to any salary earned and vacation accrued up to and including the Separation Date: (i) a severance payment in the amount of the Executive's annual base salary plus annual target bonus (disregarding any reduction in base compensation constituting Good Reason, if the Executive's Qualifying Termination is for such Good Reason), payable as a lump sum payment within five business days of the date of the Qualifying Termination, subject to Section 6(a) below; and (ii) if the Executive timely elects COBRA health insurance continuation coverage at the same, or a lower, level of coverage as the Executive had elected prior to his or her Qualifying Termination, the Company shall reimburse the Executive for the full COBRA premium payment made by the Executive, until the earliest of: (A) 12 months following the Separation Date, (B) the date the Executive fails to make timely payment of COBRA premiums and/or terminates his or her election of COBRA coverage, and (C) the date the Executive becomes eligible for comparable health insurance coverage (as an employee or otherwise), that does not contain any exclusion or limitation with respect to any preexisting condition of the Executive or a covered family member. The Executive acknowledges that the Company's reimbursement to the Executive of the full COBRA premium payment made by the Executive will be taxable income to the Executive. Except as expressly set forth in this amendment, the Agreement shall remain in full force and effect without amendment or modification thereof.
Qualifying Termination not in Connection with a Change in Control. In the event of a Qualifying Termination that occurs at any time other than within the sixty (60)-day period prior to the closing of a Change in Control (as defined below) or within the twelve (12)-month period following the closing of a Change in Control, Executive will be eligible to receive the following Severance Benefits from the Company:
