Six (6) Month Delay. If, at the time the Executive becomes entitled to a termination payment under this Section 5, the Executive is a “specified employee” (as defined under Code Section 409A), then, notwithstanding any other provision in this Agreement to the contrary, the following provisions shall apply.
(i) No such termination payment considered deferred compensation under Code Section 409A and not subject to an exception or exemption thereunder shall be paid to the Executive until the date that is six (6) months after the Executive’s termination or, if earlier, the date of the Executive’s death (the “Six Month Delay Rule”). Any such termination payment that would otherwise have been paid to the Executive during this six-month period (the “Six Month Delay”) shall instead be aggregated and paid to the Executive no later than ten (10) days following the date that is six (6) months after the Executive’s termination (together with interest at the interest credit rate provided in the SPX Corporation Individual Account Retirement Plan). Any termination payment to which the Executive is entitled to be paid under this Section 5 after the date that is six (6) months after the Executive’s termination shall be paid to the Executive in accordance with the applicable terms of Section 5.
(ii) During the Six-Month Delay, the Company will pay to the Executive the applicable payments set forth in this Section 5, to the extent any of the following exceptions to the Six-Month Delay Rule apply:
(A) the short-term deferral rule of Code Section 409A and Treasury Regulation §1.409A-1(b)(4) (or any similar or successor provisions) (including with the treatment of each payment as one of a series of separate payments for purposes of Code Section 409A and Treasury Regulation §1.409A-2(b)(2)(iii)) (or any similar or successor provisions),
(B) payments permitted under the separation pay exception of Code Section 409A and Treasury Regulation §1.409A-1(b)(9)(iii) (or any similar or successor provisions), and
(C) payments permitted under the limited payments exception of Code Section 409A and Treasury Regulation §1.409A-1(b)(9)(v)(D) (or any similar or successor provisions), provided that the amount paid under this paragraph will count toward, and will not be in addition to, the total payment amount required to be made to the Executive by the Company under this Section 5 on account of the separation from service and any applicable Company benefit plan.
Six (6) Month Delay. If, at the time Executive becomes entitled to payments and benefits under Section 3(a) of this Agreement (“Severance Payment”), Executive is a Specified Employee (within the meaning of Code Section 409A and using the identification methodology selected by the Company from time to time), then, notwithstanding any other provision in Section 3 to the contrary, the following provision shall apply. No Severance Payment considered by the Company in good faith to be deferred compensation under Code Section 409A that is payable upon Executive’s separation from service (as defined and determined under Code Section 409A), and not subject to an exception or exemption thereunder, shall be paid to Executive until the date that is six (6) months after Executive’s effective date of termination. Any such Severance Payment that would otherwise have been paid to Executive during this six-month period shall instead be aggregated and paid to Executive on or as soon as administratively feasible after the date that is six (6) months after Executive’s effective date of termination, but not later than 60 days after such date. Any Severance Payment to which Executive is entitled to be paid after the date that is six (6) months after Executive’s effective date of termination shall be paid to Executive in accordance with the terms of Section 3.
Six (6) Month Delay. If, at the time Executive becomes entitled to payments and benefits under Section 5 of this Agreement (“Severance Payment”), Executive is a Specified Employee (as defined and determined under Code Section 409A), then, notwithstanding any other provision in Section 5 to the contrary, the following provision shall apply. No Severance Payment considered deferred compensation under Section 409A of the Internal Revenue Code of 1986, as amended, and all regulations issued thereunder and applicable guidance thereto (“Code Section 409A”) and not subject to an exception or exemption thereunder, shall be paid to Executive until the date that is six (6) months after Executive’s effective date of termination. Any such Severance Payment that would otherwise have been paid to Executive during this six-month period shall instead be aggregated and paid to Executive on the date that is six (6) months after Executive’s effective date of termination. Any Severance Payment to which Executive is entitled to be paid after the date that is six (6) months after Executive’s effective date of termination shall be paid to Executive in accordance with the terms of Section 5.
Six (6) Month Delay. If, at the time Executive becomes entitled to Severance Benefits under Section 2.4(d), Executive is a Specified Employee (as defined below), then, notwithstanding any other provision in Section 2.4 to the contrary, the following provision shall apply. No Severance Benefit considered deferred compensation under Sections 409A of the Internal Revenue Code of 1986, as amended, and all regulations issued thereunder and applicable guidance thereto (“Section 409A”) and not subject to an exception or exemption thereunder shall be paid to Executive until the date that is six (6) months after Executive’s Date of Termination. Any such Severance Benefit that would otherwise have been paid to Executive during this six-month period shall instead be aggregated and paid to Executive on the date that is six (6) months after Executive’s Date of Termination. Any Severance Benefits to which Executive is entitled to be paid under Section 2.4(d) after the date that is six (6) months after Executive’s Date of Termination shall be paid to Executive in accordance with the terms of Section 2.4(d). For purposes of this Section 2.4(f), a “Specified Employee” is any employee of the Company who, for the twelve (12) month period beginning on any April 1, was, at any time during the twelve (12) month period ending on the immediately preceding December 31, a “key employee” of the Company within the meaning of Section 416(i) of the Internal Revenue Code of 1986, as amended (without regard to subparagraph (5) thereof).
Six (6) Month Delay. If, at the time the Executive becomes entitled to a termination payment under this Section 5, the Executive is a “specified employee” (as defined under Code Section 409A), then, notwithstanding any other provision in this Agreement to the contrary, the following provisions shall apply.
(i) No such termination payment considered deferred compensation under Code Section 409A and not subject to an exception or exemption thereunder shall be paid to the Executive until the date that is six (6) months after the Executive’s termination or, if earlier, the date of the Executive’s death (the “Six-Month Delay Rule”). Any such termination payment that would otherwise have been paid to the Executive during this six-month period (the “Six-Month Delay”) shall instead be aggregated and paid to the Executive no later than ten (10) days following the date that is six (6) months after the Executive’s termination (together with interest at the
Six (6) Month Delay. Notwithstanding the provisions of Section 5 or any other provision of this Agreement to the contrary, if the Associate is a “specified employee” within the meaning of Code Section 409A and to the extent that any payments under this Agreement constitute deferred compensation subject to Code Section 409A and are payable on account of the Associate’s separation from service within the meaning of Code Section 409A within the first six (6) months following such separation from service, such payments shall instead be paid in a lump-sum distribution promptly following such six (6)-month period.
