Six Month Delay for Specified Employee. Notwithstanding anything herein to the contrary, if at the time of Executive’s separation from service Executive is a “specified employee” as defined in Section 409A of the Internal Revenue Code of 1986, as amended and the regulations promulgated thereunder (the “Code”) and the deferral of the commencement of any payments or benefits otherwise payable hereunder is necessary in order to prevent any accelerated or additional tax under Section 409A of the Code, then the payments to which Executive would otherwise be entitled during the first six months following his separation from service shall be deferred and accumulated (without any reduction in such payments or benefits ultimately paid or provided to Executive) for a period of six months from the date of separation from service and paid in a lump sum on the first day of the seventh month following such separation from service (or, if earlier, the date of the Executive’s death), together with interest during such period at a rate computed by adding 2.00% to the Prime Rate as published in the Money Rates section of the Wall Street Journal, or other equivalent publication if the Wall Street Journal no longer publishes such information, on the first publication date of the Wall Street Journal or equivalent publication after the date of Executive’s separation from service (provided that if more than one such Prime Rate is published on any given day, the highest of such published rates shall be used).
Six Month Delay for Specified Employee. Notwithstanding anything in this Agreement to the contrary, if the Employee is a “specified employee” within the meaning of Section 409A(a)(2)(B)(i) of the Internal Revenue Code of 1986, as amended (the “Code”) as of the date of his termination of employment, then any payments under this Agreement (including any payments described in Section 6.4) that would otherwise have been made to Employee during the first six months following his termination shall be paid instead in a single lump sum on the earlier of (a) the date which is six months following Employee’s termination and (b) the date of the Employee’s death. Whether Employee is a “specified employee” shall be determined in accordance with written guidelines adopted by the Company for such purposes.
Six Month Delay for Specified Employee. In the event that any stock of the Corporation or any entity within the same controlled group (as defined in Section 414(b) of the Code), is publicly traded on an established securities market as defined in Section 1.409A-1(i) of the Regulations under Section 409A of the Code, distributions to the Executive will not be made until the date that is six (6) months plus one day after the Executive’s date of separation from service, or, if earlier than the end of the six-month period, the date of the death of the Executive, if the Executive is a Specified Employee. Any payments delayed under this Paragraph (n) shall be paid in a single lump sum payment on such date. For purposes of this Paragraph (n), “Specified Employee” means a key employee (as defined in Code Section 416(i) without regard to paragraph (5) thereof) of the Corporation or any affiliated organization with employees in the United States. The Executive will be considered a key employee for the period commencing April 1 and ending on the March 31 thereafter if he was a key employee on the previous December 31 and such designation shall be effective solely for that period.
Six Month Delay for Specified Employee. Notwithstanding the provisions of paragraph 2, the maximum amount that will be paid in a lump sum if employee is a specified employee under Section 409A of the Internal Revenue Code and guidance issued thereunder (“Section 409A”) is the least of (i) Employee’s annualized base salary as of the last day of the year preceding Employee’s termination of employment; (ii) twice the compensation limit under Section 401(a)(7) of the Internal Revenue Code for the year in which Employee’s termination occurs; or (iii) the maximum amount permitted to be paid under Section 409A(a)(2)(B)(i) of the Code during the six-month period following Employee’s separation from service. Any amounts not otherwise permitted to be paid during the six-month period shall be paid in a lump sum without interest on the first day of the month following the six-month anniversary of the date of the separation from service. If the severance pay would otherwise exceed that amount, the excess amount shall be paid without interest on the first day of the month following the six month anniversary of Employee’s termination of employment. For purposes of this Agreement, “termination of employment” shall mean a separation from service as defined under Section 409A. This Agreement shall be interpreted in a manner consistent with Section 409A.
