Special Severance Payment Clause Samples
A Special Severance Payment clause defines the terms under which an employee is entitled to receive a specific payment upon the termination of their employment under certain conditions. Typically, this clause outlines the amount or formula for the severance, eligibility criteria such as involuntary termination without cause, and the timing of the payment. Its core practical function is to provide financial security to employees in the event of unexpected job loss, while also clarifying the employer’s obligations and reducing the risk of disputes over severance entitlements.
Special Severance Payment. If your employment by the Company is terminated for any reason other than by the Company with Cause and such termination does not constitute a Qualifying Termination that gives rise to your entitlement to benefits under Section 2 of the Separation Agreement, you will receive (i) a cash amount equal to the sum of one times your annual Base Pay and that year’s Target Bonus, and (ii) the Employee Benefits described in Section 2(c) of the Separation Agreement but with an Employee Benefits Continuation Period of 12 months from the date of your employment termination. With respect to any stock options that are vested as of the date of your employment termination, you will have the later of (i) one year following your employment termination date, and (ii) the date that is 90 days after the Company is again current in its financial statement reporting obligations under Section 13 of the Securities Exchange Act of 1934 for the purposes of the exercise of stock options under the Company’s stock option plan, after which time any and all of your stock options that you have not exercised shall terminate and be of no further force and effect; provided however, your vested stock options shall be subject to all other terms and conditions of the plan and other documents under which the options were originally granted, including, without limitation, early termination upon the first to occur of (i) the maximum year term of such options upon grant or (ii) a change of control of the Company, in each case on the terms provided for under the applicable option plan and option agreement. You will only be entitled to receive the benefits described in this paragraph upon a termination of employment upon your execution and delivery to the Company of a release agreement in the form set forth in Section 2(p) of the Separation Agreement. (For purposes of this paragraph, the terms Cause, Qualifying Termination, Base Pay, Target Bonus, Employee Benefits and Employee Benefits Continuation Period have the meanings set forth in the Separation Agreement.) If, however, your employment by the Company is terminated for any reason other than by the Company with Cause and such termination constitutes a Qualifying Termination that gives rise to your entitlement to benefits under Section 2 of the Separation Agreement, you will only be entitled to the benefits provided under the Separation Agreement and will not be entitled to any additional severance under this paragraph 4.
Special Severance Payment a. If, subsequent to a Change in Control, as hereinafter defined, Cardin's Circumstances of Employment, as hereinafter defined, shall have changed, Cardin shall have the right to terminate his employment pursuant to this Agreement by written notice to the Company specifying the event relied on for such termination.
b. In the event Cardin terminates his employment pursuant to Subparagraph 7.a. or 8.a. of this Agreement, or if the Company shall terminate Cardin's employment in breach of this Agreement, then the Company shall pay to Cardin, within 15 days of such termination, in cash, the Special Severance Payment, as hereinafter defined.
c. A "Change in Control" shall be deemed to occur upon (i) the election of one or more individuals to the Board of Directors of the Company which election results in one-third of the Directors of the Company consisting of individuals who have not been Directors of the Company for at least two years, unless such individuals have been elected as Directors or nominated for election as Directors by four-fifths of the Directors of the Company who have been Directors of the Company for at least two years, (ii) the sale by the Company of all or substantially all of its assets to any individual, partnership, firm, trust, corporation, or other similar entity ("Person"), the consolidation of the Company with any Person, the merger of the Company with any Person as a result of which merger the Company is not the surviving entity as a publicly-held corporation, (iii) the sale or transfer of shares of the Company by the Company and/or any one or more of its shareholders, in one or more transactions, related or unrelated, to one or more Persons under circumstances whereby any Person, other than Cardin, and any Person that directly or indirectly controls, or is controlled by, or is under common control with any other Person, other than Cardin, shall own, after such sales and transfers, at least twenty percent (20%) but less than one-half, of the shares of the Company having voting power for the election of Directors, unless such sale or transfer has been approved in advance or within sixty days thereafter by four-fifths of the Directors of the Company who have been Directors of the Company for at least two years, (iv) the sale or transfer of shares of the Company by the Company and/or any one or more of its shareholders, in one or more transactions, related or unrelated, to one or more Persons under circumstances whereby any Person and any...
Special Severance Payment. Under the terms of the Employment Agreement, you have the right to terminate your employment upon 60 days prior notice and are entitled to a severance payment equal to six months of your base compensation. We desire to have a smooth transition of your duties to a new chief financial officer. Therefore, conditioned upon your performance of this Agreement, MedCV will pay an additional severance amount equal to $100,000. The severance amounts hereunder shall be payable $100,000 (under your Employment Agreement) on the Termination Date, and the special payment ($100,000) on January 2, 2007. MedCV will also pay you the severance benefits provided in Section 7.01(a) and (b) of the Employment Agreement. All amounts payable to you will be reduced by applicable withholdings.
Special Severance Payment. Executive will receive a single lump-sum special severance payment in the amount of $240,000.00;
Special Severance Payment. The Employee shall be entitled to receive a severance payment from the Company (the "Special Severance Payment") if, during the term of this Agreement and within the first 12-month period after the occurrence of a Change in Control becomes effective, either:
(i) The Employee voluntarily resigns his employment with the Company for Good Reason; or
(ii) The Company terminates the Employee's employment with the Company for any reason other than Cause or Disability. The Special Severance Payment shall be made in a lump sum not more than five business days following the date of the employment termination and shall be in an amount determined under Subsection (d) below. The Special Severance Payment shall be in lieu of any further payments to the Employee under Section 3 and any further accrual of benefits under Section 4 with respect to periods subsequent to the date of the employment termination. Notwithstanding the preceding sentence, however, the Employee shall be entitled to any payments or acceleration of the vesting of awards which occur under the terms of any plan described in Section 4 as a result of the Change in Control. With respect to any options granted to the Employee pursuant to a stock option plan, the Employee shall be 100% vested in any option outstanding upon a Change in Control. If the Employee's employment is terminated pursuant to this Section 6(c), and notwithstanding anything to the contrary in the Company's stock option plans and the Employee's stock option agreements, the Employee shall have a minimum of eighteen (18) months to exercise such options (irrespective of termination of employment).
Special Severance Payment. (a) Upon the earlier of the Calnev Closing and the date of the consummation of the Asset Division, Purchaser shall pay to Seller an additional amount equal to the product of (x) 600 minus the number of Terminals Employees and Calnev Employees who are Terminals Continuing Employees or Calnev Continuing Employees, respectively, as of such date and (y) the average severance payment made to all Terminals Employees and Calnev Employees other than severance payments to Terminals Employees or Calnev Employees based in Chicago.
(b) In the event that neither the Calnev Sale nor the Asset Division shall have occurred prior to March 31, 2002, Purchaser shall pay to Seller an additional amount equal to the product of (x) 532 minus the number of Terminals Continuing Employees and (y) the average severance payment described made to all Terminals Employees other than severance payments to Terminals Employees based in Chicago.
Special Severance Payment. Notwithstanding anything to the contrary in your Compensation Agreement Letter, you will only be entitled to receive the benefits described in paragraph 4 thereof if you execute and deliver (and do not revoke) a release agreement in the form set forth in paragraph 2(p) of your Severance Agreement (as such term is defined in your Compensation Agreement Letter) promptly but not later than fifty (50) days following your termination. Except to the extent the specified employee provisions in Section 5 apply, any special severance payment shall be made on the sixtieth (60th) day following your separation from service.
Special Severance Payment. Company shall provide Executive with a special severance payment in the amount of $400,000 less standard deductions and withholdings. This special severance payment will be paid in a lump sum within thirty (30) days after the Effective Date.
Special Severance Payment. If your employment terminates on or after December 1, 2022, you will also be eligible to receive a one-time cash payment in the gross amount of $1,808,750, which is equal to 25% of the incentive compensation award you received for the 2021 performance year (the “Special Severance Payment”).
Special Severance Payment. We desire to have a smooth transition of your duties to a new vice president, regulatory affairs and quality assurance. Therefore, in lieu of any severance compensation payable under the Employment Agreement and conditioned upon you fulfilling your obligations under this agreement, MedCV will pay you Twenty Thousand Dollars ($20,000) on the Termination Date and MedCV will issue you a fully vested non-qualified stock option in the form used with executive officers of MedCV under the 2001 Equity Incentive Plan for the purchase of Five Thousand Seven Hundred Thirty-Four (5,734) shares of common stock on the Termination Date. Such option will have a per share exercise price equal to the closing price of one share of MedCV common stock on the business day immediately prior to the Termination Date and will expire on the date that is six months after the Termination Date. If required by any underwriter or agent in connection with the sale of our securities prior to July 1, 2008, you agree to abide by and enter into any form of share lock-up agreement that is entered into by any other executive officer of MedCV.