Common use of Severance and Change in Control Payments Clause in Contracts

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 12 months after a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s annual base salary in effect immediately prior to the Terminating Event (or the Executive’s annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s copayment of premium amounts at the active employees’ rate, the Executive shall continue to participate in the Company’s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than three days following the date on which such bonus is payable to other management employees); and (ii) subject to the Executive’s copayment of premium amounts at the active employees’ rate, the Executive shall continue to participate in the Company’s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s rights under COBRA. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s termination of employment, the Executive is considered a “specified employee” within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “Code”), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s Date of Termination, (ii) the Executive’s death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 12 months after a Change in Control, the following shall occur: (i) the Company Subsidiary shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event (or the Executive’s 's annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s Subsidiary's group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“"COBRA”"); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company Subsidiary shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than then three days following the date on which such bonus is payable to other management employees); and (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s Subsidiary's s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under COBRA. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) Agreement by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s 's termination of employment, the Executive is considered a “"specified employee” " within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “"Code”"), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s 's Date of Termination, (ii) the Executive’s 's death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 12 months after a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s annual base salary in effect immediately prior to the Terminating Event (or the Executive’s annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s copayment of premium amounts at the active employees’ rate, the Executive shall continue to participate in the Company’s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRAamended(“COBRA”); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than three days following the date on which such bonus is payable to other management employees); and (ii) subject to the Executive’s copayment of premium amounts at the active employees’ rate, the Executive shall continue to participate in the Company’s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s rights under COBRA. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s termination of employment, the Executive is considered a “specified employee” within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “Code”), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s Date of Termination, (ii) the Executive’s death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 12 24 months after a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to two times the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event (or the Executive’s 's annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s 's group health, dental and vision program for six 24 months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“"COBRA”"); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to one times the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than then three days following the date on which such bonus is payable to other management employees); and; (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s 's group health, dental and vision program for six 12 months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under COBRA; and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Terminating Event would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Terminating Event not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s 's termination of employment, the Executive is considered a “"specified employee” " within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “"Code”"), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s 's Date of Termination, (ii) the Executive’s 's death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 24 months after a Change in Control occurring by March 31, 2019, or in the event a Terminating Event occurs within 12 months after a Change in Controlof Control occurring after March 31, 2019, the following shall occur: (i) the Company shall pay to the Executive an amount equal to one-half of the sum of (x) one-half of the Executive’s annual base salary in effect immediately prior to the Terminating Event (or the Executive’s annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s copayment of premium amounts at the active employees’ rate, the Executive shall continue to participate in the Company’s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to one-half of the sum of (x) one-half of the Executive’s annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than then three days following the date on which such bonus is payable to other management employees); and (ii) subject to the Executive’s copayment of premium amounts at the active employees’ rate, the Executive shall continue to participate in the Company’s group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s rights under COBRA. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) Agreement by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s termination of employment, the Executive is considered a “specified employee” within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “Code”), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s Date of Termination, (ii) the Executive’s death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 12 24 months after a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to two times the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event (or the Executive’s 's annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s 's group health, dental and vision program for six 24 months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“"COBRA”"); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to one times the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than then three days following the date on which such bonus is payable to other management employees); and (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s 's group health, dental and vision program for six 12 months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under COBRA. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s 's termination of employment, the Executive is considered a “"specified employee” " within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “"Code”"), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s 's Date of Termination, (ii) the Executive’s 's death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).

Severance and Change in Control Payments. (a) In the event a Terminating Event occurs within 12 months after a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event (or the Executive’s 's annual base salary in effect immediately prior to the Change in Control, if higher) and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Change in Control occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later then three days following the date on which such bonus is payable to other management employees); (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s 's group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“"COBRA”"); and (iii) all stock options and other stock-based awards granted to the Executive by the Company shall immediately accelerate and become exercisable or non-forfeitable as of the effective date of such Change in Control. (b) In the event a Terminating Event occurs prior to a Change in Control, the following shall occur: (i) the Company shall pay to the Executive an amount equal to the sum of (x) one-half of the Executive’s 's annual base salary in effect immediately prior to the Terminating Event and (y) provided that the Company achieves its corporate performance targets for the period, a pro rated portion of the Executive’s 's targeted annual bonus for the period in which the Terminating Event occurred, payable in one lump-sum payment no later than three days following the Date of Termination (provided that any pro rated bonus amount shall be payable no later than then three days following the date on which such bonus is payable to other management employees); and (ii) subject to the Executive’s 's copayment of premium amounts at the active employees’ ' rate, the Executive shall continue to participate in the Company’s 's group health, dental and vision program for six months; provided, however, that the continuation of health benefits under this Section shall reduce and count against the Executive’s 's rights under COBRA. (c) Notwithstanding anything to the contrary in any applicable option agreement or stock-based award agreement, upon a Change in Control, all stock options and other stock-based awards granted to the Executive (whether before or after the date of this Agreement) Agreement by the Company shall immediately accelerate twelve (12) months so that the shares that would have vested in the one-year period following such Change in Control would become immediately vested and the remaining unvested shares would continue to vest in accordance with their terms but on a schedule that would be twelve (12) months earlier than had the Change in Control not transpired. The Executive shall also be entitled to any other rights and benefits with respect to stock-related awards, to the extent and upon the terms provided in the employee stock option or incentive plan or any agreement or other instrument attendant thereto pursuant to which such options or awards were granted. (d) Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s 's termination of employment, the Executive is considered a “"specified employee” " within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “"Code”"), and if any payment that the Executive becomes entitled to under this Agreement is considered deferred compensation subject to interest and additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, then no such payment shall be payable prior to the date that is the earliest of (i) six months after the Executive’s 's Date of Termination, (ii) the Executive’s 's death, or (iii) such other date as will cause such payment not to be subject to such interest and additional tax, and the initial payment shall include a catch-up amount covering amounts that would otherwise have been paid during the first six-month period but for the application of this Section 4(e).