Common use of Special Payments and Benefits Clause in Contracts

Special Payments and Benefits. Unless the Company or the Bank has previously purchased for the benefit of Executive an individual disability policy providing a disability benefit that, when aggregated with any disability benefit provided under a group disability program sponsored by the Company or the Bank, pays a disability benefit equal to Executive’s Base Salary, then within thirty (30) days of a Disability determination, Executive shall receive from the Company and/or the Bank a lump sum cash payment equal to his annual rate of Base Salary in effect at the date of the Disability determination. Such payment shall be reduced by the amount of any short- or long-term disability benefits payable to Executive under any disability program sponsored by the Company, but in no event shall Executive’s Disability benefit be reduced below zero. In addition, for a one-year period following any Disability determination, to the extent permitted under said programs, the Company and/or the Bank shall pay the cost of Executive’s, and to the extent applicable under any non-taxable medical and dental plans, Executive’s dependents’, continued coverage under such medical and dental plans of the Company in which Executive participated prior to the occurrence of Executive’s Disability, on the same terms as if Executive were actively employed by the Company and/or the Bank. If the Company and/or the Bank cannot provide one or more of the benefits set forth in this paragraph because Executive is no longer an employee, applicable rules and regulations prohibit such benefits, or the payment of such benefits in the manner contemplated would subject the Company and/or the Bank or Executive to penalties, then the Company and/or the Bank shall pay the Executive a cash lump sum payment reasonably estimated to be equal to the value of such benefits. Such cash lump sum payment shall be made within thirty (30) days after the Termination Date, or, if on such date, Executive is a “Specified Employee,” as defined in Treasury Regulation 1.409A-1(i)), then solely to the extent required to avoid penalties under Section 409A of the Code, such payment shall be made within thirty (30) days after the first day of the seventh month following Executive’s Termination Date. Executive shall also be entitled to receive any other benefits available to employees terminated for Disability under any benefit plans or programs in which Executive participated prior to his Disability.