Common use of Severance and Bonus Clause in Contracts

Severance and Bonus. With respect to a termination of employment under this Section 5 only, the benefits under this Section 5.1 shall consist of the following: (a) A single sum severance cash payment equal to two (2) times the sum of: (i) the Executive’s Base Salary in effect on the Termination Date and (ii) the average Annual Cash Incentive actually paid to the Executive with respect to the prior three (3) fiscal years, which shall be paid to the Executive within sixty (60) days of the Executive’s Termination Date; and (b) A single sum cash payment equal to the Partial Year Bonus; provided, that, no amount may be paid under this Section 5.1(b) unless the Company performance criteria for payment of an Annual Cash Incentive are achieved at the level required for a payout at the Full-Year Target level or above as of the close of the fiscal year in which the Termination Date occurs; and provided, further, that if the Executive’s resignation or termination under this Section 5 follows a Change in Control and occurs during the performance year that includes the Change in Control, the Partial Year Bonus shall be payable without regard to achievement of the performance criteria.

Severance and Bonus. With respect to a termination of employment under this Section 5 only, the benefits under this Section 5.1 shall consist of the following: (a) A single sum severance cash payment equal to two three (23) times the sum of: (i) the Executive’s Base Salary in effect on the Termination Date and (ii) the average Annual Cash Incentive actually paid to the Executive with respect to the prior three (3) fiscal years, which shall be paid to the Executive within sixty (60) days of the Executive’s Termination Date; and (b) A single sum cash payment equal to the Partial Year Bonus; provided, that, no amount may be paid under this Section 5.1(b) unless the Company performance criteria for payment of an Annual Cash Incentive are achieved at the level required for a payout at the Full-Year Target level or above as of the close of the fiscal year in which the Termination Date occurs; and provided, further, that if the Executive’s resignation or termination under this Section 5 follows a Change in Control and occurs during the performance year that includes the Change in Control, the Partial Year Bonus shall be payable without regard to achievement of the performance criteria.