Common use of Separate Severance Payments Clause in Contracts

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.4, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 and the payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 or Section 3.3.1, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exception, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exception, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.4, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 and the payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 or Section 3.3.1, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th 12th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.4, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 3.5 and the salary continuation payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 3.3.1 or Section 3.3.13.4.3, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th 12th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.4, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 3.5 and the salary continuation payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 3.5.3 or Section 3.3.1, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.43.5, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 3.5 and the payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 3.5.3 or Section 3.3.1, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “"two-years/two-times” " exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “"two-year/two-times” " exception, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (ii) Each month’s 's installment payable in the fourth, fifth and sixth months following Employee’s 's termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “"two-years/two-times” " exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify under the “"two-year/two-times” " exception, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (iii) Each month’s 's installment payable from the seventh through the 18th month following Employee’s 's termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “"two-years/two-times” " exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “"Excluded Portion”") and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.4, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 3.5 and the salary continuation payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 3.3.1 or Section 3.3.13.5.3, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th 12th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation under Section 3.4, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 3.5 and the salary continuation payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 3.3.1 or Section 3.3.13.5.3, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th 12th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable.

Separate Severance Payments. If payable, payments in the nature of salary continuation payable under Section 3.3 shall be deemed to be separate payments from the payments in the nature of salary continuation payable under Section 3.43.5, to the maximum extent permissible under Section 409A. The Severance Payments under Section 3.4 3.5 and the salary continuation payments under Section 3.3 shall further be deemed to be separate payments for purposes of Section 409A as follows: (i) Each monthly installment payable in the first three months following termination of employment shall be a separate payment, payable, to the maximum extent permissible, under the short-term deferral rule set forth in Treasury Regulation § 1.409A-1(b)(4). If the monthly installment payable in the third month following termination would be payable in March, such installment shall be paid no later than March 15. The first two of these monthly installments shall not be paid until the date after Employee has executed the release required under Section 3.4.3 3.5.3 or Section 3.3.1, as applicable, and may no longer revoke such release (this date varies but in no event is later than 52 days after termination of employment). If these payments are not payable under as a short-term deferral, they shall be payable instead under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify as short-term deferrals or under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (ii) Each month’s installment payable in the fourth, fifth and sixth months following Employee’s termination of employment shall be a separate payment payable, to the maximum extent permissible, under the “two-years/two-times” exclusion from Section 409A under Treasury Regulation § 1.409A-1(b)(9)(iii), up to the applicable limits of that exclusion (after applying the exclusion under Section 3.5.1(a3.6.1(a)). To the extent these payments do not qualify under the “two-year/two-times” exceptionexclusion, such amounts shall be deemed to be deferred compensation under Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable. (iii) Each month’s installment payable from the seventh through the 18th month following Employee’s termination of employment shall be deemed to include two separate payments, one of which is a payment equal to one-twelfth of the amount of the “two-years/two-times” exclusion under Treasury Regulation § 1.409A-1(b)(9)(iii) not applicable to payments prior to the seventh month after termination under the rules set forth above and under the Executive Change in Control Plan or any other plan or arrangement providing for severance payments to Employee before the seventh month after termination (the “Excluded Portion”) and the other separate payment for each month being the remaining amount of such Severance Payment, if any (i.e., the total monthly Severance Payment minus the Excluded Portion), shall be deemed to be deferred compensation subject to Section 409A and shall be subject to the six-month delay rule set forth in Section 3.5.23.6.2, if applicable.