Release Payments. In the event that Employee is required to execute a release to receive any payments from the Employer that constitute nonqualified deferred compensation under Section 409A of the Code, payment of such amounts shall not be made or commence until the sixtieth (60th) day following such termination of employment. Any payments that are suspended during the sixty (60) day period shall be paid on the date the first regular payroll is made immediately following the end of such period.
Release Payments. In the event that any payments from the Company to Executive to be made under this Agreement by reason of Executive’s termination of employment constitute nonqualified deferred compensation under Section 409A of the Code and are subject to Executive’s satisfaction of the Release Requirement would otherwise be payable at a time prior to the sixtieth (60th) day following Executive’s termination date, then subject to the Release Requirement having been satisfied, the payment of all such amounts shall be delayed and such amounts shall accumulated and paid in a lump sum on the sixtieth (60th) day following Executive’s termination date, unless and to the extent the delay provided by Section 27(a) shall apply. In the event that any payments from the Company to Executive to be made under this Agreement by reason of Executive’s termination of employment do not constitute nonqualified deferred compensation under Section 409A of the Code, but are subject to Executive’s satisfaction of the Release Requirement and would otherwise be payable at a time prior to the satisfaction of the Release Requirement, then the payment of all such amounts shall be delayed and such amount shall be accumulated and paid in a lump sum on the third (3rd) day following Executive’s satisfaction of the Release Requirement.
Release Payments. In the event that Executive is required to execute a release to receive any payments from the Company that constitute nonqualified deferred compensation under Section 409A of the Code and Executive’s termination date and the Release Deadline (or the end of the revocation period, if any) fall in two separate calendar years, any payments required to be made to Executive (or Executive’s estate) in the earlier year that are treated as nonqualified deferred compensation for purposes of Code Section 409A shall be deferred and paid in the later calendar year. Any payments which are delayed under this provision shall be paid to Executive in a lump sum not later than the date of the Company’s first full payroll cycle after the Release Deadline (or the end of the revocation period, if any) and in any case not later than the end of the applicable month. Any payments that are deferred pursuant to this provision shall bear interest at the LIBOR rate in effect on his termination date until paid.
Release Payments. Payments of Release Prices shall be applied by Lender when received in good, collected funds as set forth in Section 2.3(a)(ii) hereof. To the extent that Borrower delivers, or causes to be delivered, all cash down payments, deposits, cash payments, loan proceeds and sales proceeds in respect of the sale of any Pledged Interval, as provided for under this Section 2.3, and such funds are at least equal to any applicable Release Price for such Pledged Interval, such payments and proceeds shall be deemed to have satisfied the Release Price in respect of such Pledged Interval in an amount of, and to the extent that, such moneys are actually applied under Section 2.3(a)(ii). No Release Price shall be payable prior to the occurrence of an Amortization Triggering Event.
Release Payments. In the event that the Executive is required to execute a release to receive any payments from the Company and Bank that constitute nonqualified deferred compensation under Section 409A of the Code, payment of such amounts shall not be made or commence until the sixtieth (60th) day following such termination of employment. Any payments that are suspended during the sixty (60) day period shall be paid on the date the first regular payroll is made immediately following the end of such period. Such timing shall not be deemed a breach or violation of the Release Agreement nor this Employment Agreement.
Release Payments. Encumbered Timeshare Product shall continue to be released from the lien of the Mortgage upon the payment of the required Release Price under conditions set forth below, until the unpaid principal balance of the Loan advanced prior to the Effective Date against Encumbered Timeshare Product within Phase I/II has been paid in full. Thereafter, Lender hereby agrees to release a particular Closing Timeshare contained within Phase I/II upon the sale thereof to a Purchaser, without the payment of a Release Payment. Other than the release of Encumbered Timeshare Product within Phase I/II as provided in the immediately previous sentence and in order to avoid complications arising from a recalculation of the Release Payment prior to the making of the End of Construction Advance, in no event shall any Encumbered Timeshare Product be released from the lien of the Mortgage until the making of the End of Construction Advance. Thereafter, Encumbered Timeshare Product shall be released pursuant to the provisions set forth in Section 2.7(c).
Release Payments. A. In accordance with the terms of the Amended and Restated Employment Agreement made and entered into effective as of the 16th day of October, 1998 by and between the Employer and Stuek (the "Employment Agreement"), and as a settlement payment hereunder, the Employer shall continue to pay Stuek his annual base salary of $500,000 for a period of twenty-four months (through and including September 15, 2001). The amount payable hereunder shall be subject to any payroll or other deductions as may be required to be made pursuant to law, government order, or by agreement with, or consent of, Stuek.
B. The Employer and Stuek hereby agree that, in further consideration of this Agreement, the 110,625 shares of the Employer's Common Stock in which Stuek is vested pursuant to the terms of Exhibits A and B of the Employment Agreement shall, notwithstanding the terms thereof, continue to be exercisable through and including September 15, 2002, beginning September 30, 1999. In addition, and as further consideration, Stuek shall immediately become vested in an option to purchase an additional 42,062 shares of Common Stock under Exhibits A and B, which option shall be exercisable through and including September 15, 2002. The Employer agrees that it will use all reasonable efforts to cause a registration of the shares of Common Stock obtained by Stuek through the exercise of all or any portion of the option hereunder to be declared effective as soon as practicable after Stuek requests the filing of such a registration statement.
C. Ten percent (10%) of the payments made hereunder shall be in consideration of the release of any claim under the Age Discrimination in Employment Act of 1967, as amended, and as described in Paragraph 3, and Stuek agrees that such consideration is in addition to anything of value to which he already is entitled. The remainder of the payments shall be in consideration of the release of all other claims described below in Paragraph 3, and the Protective Agreement described in, and incorporated by reference in, Paragraph 6.
X. Xxxxx agrees that he has been paid for all earned but unused vacation pay. Except as set forth in this Agreement, no other sums (contingent or otherwise), other than unpaid expense reimbursements incurred through September 15, 1999 for which he shall be paid in the ordinary course of business, shall be paid to Stuek in respect of his employment with the Employer, and any such sums (whether or not owed) are hereby expressly w...
Release Payments. A Premises may be sold by Borrower (and, subject to the provisions hereinafter set forth, Lender agrees to release such Premises from the applicable Mortgage) upon payment to Lender of a release payment (the "Release 27 28 Payment") in an amount equal to the greater of (1) 100% of the net sale proceeds resulting from the sale of such Premises or (2) 125% of the Loan basis for such Premises, as determined by Lender. As of the date hereof, the Loan allocation set forth in Exhibit I is applicable, but such allocation is subject to adjustment by Lender from time to time based on factors such as but not limited to a decline in the value of one or more of the Premises or in the financial condition of Borrower or one of the tenants. In addition, Borrower may request that Lender accept a Release Payment with respect to Premises if a condemnation or eminent domain proceeding is commenced with respect to such Premises or if Borrower is unable to satisfy the provisions of Section 5.3 for use of Proceeds with respect to such Premises, or if a Premises is rezoned without the agreement or acquiescence of Borrower. Such Release Payment will be deposited in the Future Acquisition Fund Account if the Release Payment is received prior to June 1, 1997 and will be subject to the provisions of Section 4.3 with respect to the disbursement thereof in connection with Future Acquisition Properties. If such Release Payment is received on or after June 1, 1997, Lender may require, at its option, such Release Payment to be (1) applied toward repayment of the Loan, subject to the prepayment fees set forth in the Note, (2) deposited in the Future Acquisition Funds Account, or (3) released to Borrower for distribution to Borrower. Upon receipt of a Release Payment with respect to a Premises and the release of such Premises from the lien of the applicable Mortgage, such Premises will no longer be considered a Premises for purposes of this Agreement.
Release Payments. Notwithstanding anything herein or in any other Loan Documents to the contrary, upon sale of each Interval at the Marathon Key Resort, Agent and each Lender agree to release such Interval from the Lien of the Marathon Key Resort Mortgage provided that: (i) no Default or Event of Default has occurred and is continuing hereunder; (ii) the sale is a bona fide sale to a Person other than Borrower, any of Borrower's Agents or any Affiliate of either Borrower, at a Purchase Price and on such other terms and conditions as are reasonably acceptable to TFC; and
Release Payments. It is Borrower’s intention that “Diamond Club Points” shall be marketed for sale by Marketing Agent through the sales center currently located at the Mystic Dunes Resort and Golf Club (the “Orlando Resort”) in Orlando, Florida (the “Sales Center”). Within ten (10) days after the end of each calendar month during the term of the Inventory Loan, (A) all Diamond Club Points sold through the Sales Center the previous month and with respect to which any and all rescission rights of the Purchasers have expired, shall be converted to the equivalent number of Timeshare Interests at the Borrower Project (the “Points Equivalent Timeshare Interests”) based on a conversion formula to be delivered to and approved by Lender subsequent to the Closing Date, in connection with the execution and delivery of the Transfer Pricing Agreement, (B) DRC or a DRC Affiliate will purchase from Borrower the Points Equivalent Timeshare Interests at the purchase price set forth therefor in the Transfer Pricing Agreement to be finalized by Borrower and DRC or a DRC Affiliate and delivered to and approved by Lender subsequent to the Closing Date, and (C) in consideration for the partial release of Lender’s Mortgage, Borrower shall pay to Lender an amount equal to the number of Dunes Village Points Equivalent Timeshare Interests times $4,800 (such amount is the “Release Payment”), which Release Payment shall be applied by Lender to reduce the outstanding Loan Costs, accrued
