Common use of Xxxxxxxxx Payments Clause in Contracts

Xxxxxxxxx Payments. In the event that the Employee’s employment with the Company is terminated either (i) at the Employee’s option and either the Employee or the Company elects for the Employee to receive severance payments pursuant to paragraph 3.A, or (ii) at the Company’s option pursuant to paragraph 3.D, the Employee shall be entitled to receive severance payments from the Company during the period beginning on the date of the Employee’s termination and ending two (2) years from the date of termination (the “Severance Period”); provided, however, that if the Employee is a “specified employee” (as that term is used in Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”)) on the date of his termination of employment, the monthly payments (or portions thereof) that are to be paid or provided during the first six (6) month period following the Employee’s termination of employment shall not be paid or provided until the first business day after the date that is six (6) months following the Employee’s termination of employment or, if the Employee dies during such six (6) month period, on the first business day after the date of the Employee’s death. Any delayed payment pursuant to the prior sentence shall include the cumulative amount of any amounts that could not be paid during the six (6) month period following the Employee’s termination of employment. monthly salary as of the date of termination; provided, however, that if the Board of Directors of the Company has voted to elect an individual to serve as President and Chief Executive Officer of the Company immediately succeeding the Employee’s performance of duties as President and CEO, and such designation of successor is made prior to the Employee’s date of termination and cessation of service as CEO, then in such event, during the second year of the Severance Period, the monthly severance payments shall be equal to one-hundred percent (100%) of the Employee’s monthly salary as of the date of termination. All severance payments shall be made in accordance with the Company’s then current payroll practices and will be subject to all applicable federal, local and state withholding, payroll and other taxes.

Xxxxxxxxx Payments. In As consideration for Executive’s signing (and not revoking) this Agreement (including the event that the Employee’s employment Supplemental Release, as defined below) and complying with his other obligations under this Agreement, the Company is terminated either shall pay to Executive as severance pay the following (icollectively, the “Severance Payments”), less applicable tax withholdings: i. Commencing on the first regular payroll date after the 60th day following the Termination Date (the “Commencement Date”), an aggregate amount equal to $399,583 (representing the amount of Executive’s current Base Salary (as defined in the Employment Agreement) at the Employee’s option and either the Employee or that would have been payable to Executive had Executive remained employed by the Company elects for the Employee to receive severance payments pursuant to paragraph 3.Auntil February 11, or (ii) at 2025), payable in substantially equal bi-weekly installments in accordance with the Company’s option pursuant to paragraph 3.Dpayroll practices through February 11, the Employee shall be entitled to receive severance 2025 (provided that any portion of such payments from that the Company during determines are subject to the suspension period beginning on the date of the Employee’s termination and ending two (2under Section 409A(a)(2)(B) years from the date of termination (the “Severance Period”); provided, however, that if the Employee is a “specified employee” (as that term is used in Section 409A of the Internal Revenue Code of 1986Code, as amended (the “Code”)) on the date of his termination of employment, the monthly payments (or portions thereof) that are to be paid or provided during the first six (6) month period following the Employee’s termination of employment shall not be paid or provided commence until (i) the first business day after regular payroll date following the date that is six months after the Termination Date, or if earlier, (6ii) Executive’s death); ii. A single lump sum cash payment in the amount of $14,394, representing the cost to Executive to extend his current group health plan benefits under COBRA for eighteen (18) months following the Employee’s termination Termination Date, payable on the Commencement Date; and iii. The Company shall transfer to Executive the title to the Company vehicle assigned to Executive (a 2023 Ford F-150, with VIN ending in 2225) (free and clear of employment any liens and encumbrances) (along with any insurance coverage if assignable) or, if the Employee dies during Company is leasing such six (6) month periodvehicle, on the first business day after Company shall assign to employee all of its right, title and interest in and to such lease, which transfer and assignment shall be completed by the date of the Employee’s deathCompany not later than March 15, 2024. Any delayed payment pursuant to the prior sentence such transfer and assignment shall include the cumulative amount of any amounts that could not be paid during the six (6) month period following the Employee’s termination of employment. monthly salary as of the date of termination; provided, however, that if the Board of Directors of the Company has voted to elect an individual to serve as President and Chief Executive Officer of the Company immediately succeeding the Employee’s performance of duties as President and CEO, and such designation of successor is made prior to the Employee’s date of termination and cessation of service as CEO, then in such event, during the second year of the Severance Period, the monthly severance payments shall be equal to one-hundred percent (100%) of the Employee’s monthly salary as of the date of termination. All severance payments shall be made in accordance with the Company’s then current payroll practices and will be subject to Executive providing the Company sufficient cash to satisfy any tax withholding obligation with respect to such transfer, and Executive signing any and all applicable federaldocumentation necessary or appropriate to effectuate such transfer. Executive hereby authorizes the Company to reduce on an after-tax basis any cash payments that are owed to Executive under this Agreement or otherwise (including any salary), local and state withholding, payroll and other taxesso that the Company can satisfy any tax withholding obligation it has with respect to any such transfer.

Xxxxxxxxx Payments. In As consideration for Executive’s signing (and not revoking) this Agreement (including the event that the Employee’s employment Supplemental Release, as defined below) and complying with his other obligations under this Agreement, the Company is terminated either shall pay to Executive as severance pay the following (icollectively, the “Severance Payments”), less applicable tax withholdings: i. Commencing on the first regular payroll date after the 60th day following the Termination Date (the “Commencement Date”), an aggregate amount equal to $720,000 (representing the amount of Executive’s current Base Salary (as defined in the Employment Agreement) at the Employee’s option and either the Employee or that would have been payable to Executive had Executive remained employed by the Company elects for the Employee to receive severance payments pursuant to paragraph 3.Auntil December 20, or (ii) at 2025), payable in substantially equal bi-weekly installments in accordance with the Company’s option pursuant to paragraph 3.Dpayroll practices through December 20, the Employee shall be entitled to receive severance 2025 (provided that any portion of such payments from that the Company during determines are subject to the suspension period beginning on the date of the Employee’s termination and ending two (2under Section 409A(a)(2)(B) years from the date of termination (the “Severance Period”); provided, however, that if the Employee is a “specified employee” (as that term is used in Section 409A of the Internal Revenue Code of 1986Code, as amended (the “Code”)) on the date of his termination of employment, the monthly payments (or portions thereof) that are to be paid or provided during the first six (6) month period following the Employee’s termination of employment shall not be paid or provided commence until (i) the first business day after regular payroll date following the date that is six months after the Termination Date, or if earlier, (6ii) Executive’s death); ii. A single lump sum cash payment in the amount of $26,967, representing the cost to Executive to extend his current group health plan benefits under COBRA for eighteen (18) months following the Employee’s termination Termination Date, payable on the Commencement Date; iii. A single lump sum cash payment in the amount of employment or$261,863, if representing a prorated bonus (deemed to be earned at its target level) for 2023, payable on the Employee dies during such six (6) month period, Commencement Date; and iv. Commencing on the first business day regular payroll date after the date 60th day following the Commencement Date, an aggregate amount equal to $31,332 (in respect of certain club membership dues for the Employee’s death. Any delayed payment pursuant to the prior sentence shall include the cumulative amount of any amounts that could not be paid during the six (6) 24-month period following the EmployeeExecutive’s termination of employment. monthly salary as of the date of termination; provided), however, that if the Board of Directors of the Company has voted to elect an individual to serve as President and Chief Executive Officer of the Company immediately succeeding the Employee’s performance of duties as President and CEO, and such designation of successor is made prior to the Employee’s date of termination and cessation of service as CEO, then payable in such event, during the second year of the Severance Period, the monthly severance payments shall be substantially equal to onebi-hundred percent (100%) of the Employee’s monthly salary as of the date of termination. All severance payments shall be made weekly installments in accordance with the Company’s then current payroll practices and will be through December 20, 2025 (provided that any portion of such payments that the Company determines are subject to all applicable federalthe suspension period under Section 409A(a)(2)(B) of the Code shall not be paid or commence until (i) the first regular payroll date following the date that is six months after the Termination Date, local and state withholdingor if earlier, payroll and other taxes(ii) Executive’s death).

Xxxxxxxxx Payments. In (i) The Company will pay the event Employee Severance Pay, totaling $496,640, less required withholdings and authorized deductions, representing one hundred percent (100%) of his annual base salary and 100% of his actual, earned incentive bonus for the 2006 fiscal year, which amount shall be payable as separate sets of payments as follows: (a) $64,570, less required withholdings and authorized deductions, will be paid in cash in one lump sum within one business day following the Effective Date of this Agreement, (b) $64,570, less required withholdings and authorized deductions, will be paid in one lump sum on the 6-month anniversary of the Separation Date; and (c) $367,500, less required withholdings and authorized deductions, will be paid in equal installments over the twelve (12) month period commencing with the first regularly scheduled payroll date after the Effective Date of this Agreement, pursuant to the Company’s standard payroll policies and schedule, (ii) provided that the Employee elects to continue his health insurance under COBRA in a timely manner, the Company will pay the monthly premiums for the Employee’s employment with COBRA coverage as they become due covering the Company is terminated either (i) at period from August 1, 2007 until the Employee’s option and either earlier of the date the Employee accepts other employment or the Company elects for the Employee to receive severance payments pursuant to paragraph 3.AJuly 30, or 2008, (iiiii) at the Company’s option pursuant to paragraph 3.D, the Employee shall be entitled provided access to receive severance payments from the Company during the period beginning on the date of the Employee’s termination and ending two (2) years from the date of termination (the “Severance Period”); provided, however, that if the Employee is a “specified employee” (as that term is used in Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”)) on the date of his termination of employment, the monthly payments (or portions thereof) that are mutually agreed upon outplacement services for up to be paid or provided during the first six (6) month period following the Employee’s termination of employment shall not be paid or provided until the first business day after the date that is six (6) months following the Employee’s termination of employment orSeparation Date, if and (iv) the Company will reimburse the Employee dies during such six for legal expenses he incurred in connection with the review and execution of this Agreement up to a maximum of $2,000. The foregoing is subject to the provisions that (6i) month period, on the first business day Employee returns all Company materials and equipment within five (5) days after the date Separation Date, provided that the Employee may retain his laptop computer following submission of such computer to the Company for removal of proprietary data, (ii) the Employee tenders his resignation from the Company’s board of directors, effective as of the Separation Date; (iii) the Employee satisfies all payment obligations to the Company, and (iv) the Employee signs and returns this Agreement, without revocation, AFTER the Employee’s death. Any delayed payment pursuant to the prior sentence shall include the cumulative amount Separation Date, but no later than 21 days after receipt of any amounts that could not be paid during the six (6) month period following this Agreement or 10 days after the Employee’s termination Separation Date, whichever is later. The Employee agrees that the foregoing payment constitutes the entire amount of employment. monthly salary as monetary consideration provided to the Employee under this Agreement and in full satisfaction of the date Company’s obligations to the Employee under the terms of termination; provided, however, that if the Board of Directors of the Company has voted to elect an individual to serve as President and Chief Executive Officer of the Company immediately succeeding the Employee’s performance of duties as President and CEO, and such designation of successor is made prior to the Employee’s date of termination and cessation of service as CEO, then in such event, during the second year of the Severance Period, the monthly severance payments shall be equal to one-hundred percent (100%) of the Employee’s monthly salary as of the date of termination. All severance payments shall be made in accordance employment offer letter with the Company’s then current payroll practices , dated September 24, 2004 (the “Offer Letter”), and that the Employee will be subject to all applicable federalnot seek any further compensation for any other claimed damage, local and state withholdingcosts, payroll and other taxesor attorneys’ fees in connection with the matters encompassed in this Agreement.

Xxxxxxxxx Payments. In As consideration for Executive’s signing (and not revoking) this Agreement (including the event that the Employee’s employment Supplemental Release, as defined below) and complying with his other obligations under this Agreement, the Company is terminated either shall pay to Executive as severance pay the following (icollectively, the “Severance Payments”), less applicable tax withholdings: i. Commencing on the first regular payroll date after the 60th day following the Termination Date (the “Commencement Date”), an aggregate amount equal to $456,667 (representing the amount of Executive’s current Base Salary (as defined in the Employment Agreement) at the Employee’s option and either the Employee or that would have been payable to Executive had Executive remained employed by the Company elects for the Employee to receive severance payments pursuant to paragraph 3.Auntil February 11, or (ii) at 2025), payable in substantially equal bi-weekly installments in accordance with the Company’s option pursuant to paragraph 3.Dpayroll practices through February 11, the Employee shall be entitled to receive severance 2025 (provided that any portion of such payments from that the Company during determines are subject to the suspension period beginning on the date of the Employee’s termination and ending two (2under Section 409A(a)(2)(B) years from the date of termination (the “Severance Period”); provided, however, that if the Employee is a “specified employee” (as that term is used in Section 409A of the Internal Revenue Code of 1986Code, as amended (the “Code”)) on the date of his termination of employment, the monthly payments (or portions thereof) that are to be paid or provided during the first six (6) month period following the Employee’s termination of employment shall not be paid or provided commence until (i) the first business day after regular payroll date following the date that is six months after the Termination Date, or if earlier, (6ii) Executive’s death); ii. A single lump sum cash payment in the amount of $27,259, representing the cost to Executive to extend his current group health plan benefits under COBRA for eighteen (18) months following the Employee’s termination Termination Date, payable on the Commencement Date; and iii. The Company shall transfer to Executive the title to the Company vehicle assigned to Executive (a 2023 Ford F-150, with VIN ending in 5312) (free and clear of employment any liens and encumbrances) (along with any insurance coverage if assignable) or, if the Employee dies during Company is leasing such six (6) month periodvehicle, on the first business day after Company shall assign to employee all of its right, title and interest in and to such lease, which transfer and assignment shall be completed by the date of the Employee’s deathCompany not later than March 15, 2024. Any delayed payment pursuant to the prior sentence such transfer and assignment shall include the cumulative amount of any amounts that could not be paid during the six (6) month period following the Employee’s termination of employment. monthly salary as of the date of termination; provided, however, that if the Board of Directors of the Company has voted to elect an individual to serve as President and Chief Executive Officer of the Company immediately succeeding the Employee’s performance of duties as President and CEO, and such designation of successor is made prior to the Employee’s date of termination and cessation of service as CEO, then in such event, during the second year of the Severance Period, the monthly severance payments shall be equal to one-hundred percent (100%) of the Employee’s monthly salary as of the date of termination. All severance payments shall be made in accordance with the Company’s then current payroll practices and will be subject to Executive providing the Company sufficient cash to satisfy any tax withholding obligation with respect to such transfer, and Executive signing any and all applicable federaldocumentation necessary or appropriate to effectuate such transfer. Executive hereby authorizes the Company to reduce on an after-tax basis any cash payments that are owed to Executive under this Agreement or otherwise (including any salary), local and state withholding, payroll and other taxesso that the Company can satisfy any tax withholding obligation it has with respect to any such transfer.

Xxxxxxxxx Payments. In Company shall pay (via wire transfer) and provide the event that the Employee’s employment with the Company is terminated either (i) at the Employee’s option and either the Employee or the Company elects for the Employee to receive following severance payments pursuant to paragraph 3.AExecutive (provided Executive is not at any time in material breach of this Agreement or any other agreement with Company), subject to applicable federal and state tax withholding: (1) Company shall pay Executive $672,750 (representing 23 months of Executive’s current regular base salary, excluding incentive pay, bonuses and other compensation or (iibenefits) at as follows: A. On the Company’s option pursuant to first regular pay date following the later of the date on which this Agreement becomes enforceable as set forth in paragraph 3.D17 or March 1, 2007, the Employee Company shall pay Executive $175,500 (representing six months of salary). For purposes of this Agreement, the Company’s regular pay dates are the 15th day and the last day of each calendar month (“Regular Pay Dates”). B. The balance of $497,250 shall be entitled to receive severance payments from paid in installments of $14,625 on each of the Company during Company’s Regular Pay Dates which are on and after the period beginning on later of the date of the Employee’s termination and ending two on which this Agreement becomes enforceable as set forth in paragraph 17 or March 15, 2007. (2) years from Executive shall receive payment of her Deferred Benefit Account (“Account”) in the Executive Benefit and Estate Accumulation Plan (“EBP Plan”) as a Termination Benefit, pursuant to Section 3.4 of the EBP Plan and Paragraph 8 of her EBP Plan Agreement. Her Account shall be paid to her in a lump sum within three business days following the date of termination (on which this Agreement becomes enforceable as set forth in paragraph 17 in the “Severance Period”); provided, however, that if the Employee is a “specified employee” (as that term is used in Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”)) on the date of his termination of employment, the monthly payments (or portions thereof) that are to be paid or provided during the first six (6) month period following the Employee’s termination of employment shall not be paid or provided until the first business day after the date that is six (6) months following the Employee’s termination of employment or, if the Employee dies during such six (6) month period, on the first business day after the date of the Employee’s death. Any delayed payment pursuant to the prior sentence shall include the cumulative amount of $965,929.00. (3) Both parties stipulate that payment for any amounts that could not be paid during the six (6) month period following the Employee’s termination of employment. monthly salary accrued but unused vacation days as of the date Termination Date is included in the foregoing amounts, and that under the Company’s policies there are no payments due for payment of termination“sick pay”; providedand (4) Effective on the Termination Date, howeverExecutive shall cease making Salary Reduction Contributions to her SERP Account in the Supplemental Deferred Compensation Plan (“ESP Plan”), that if the Board of Directors of and accordingly the Company has voted shall discontinue making Employer Matching Contributions to elect an individual to serve as President and Chief Executive’s SERP Account. Executive Officer of the Company immediately succeeding the Employee’s performance of duties as President and CEO, and such designation of successor is made prior shall also cease making contributions to the Employee’s date of termination Coachmen Industries, Inc. Retirement Plan and cessation of service as CEO, then in such event, during the second year of the Severance Period, the monthly severance payments shall be equal to one-hundred percent Trust (100%“401(k) of the Employee’s monthly salary Plan”) as of the date Termination Date, and the Company shall discontinue making Employer Matching Contributions to the Executive’s Account in the 401(k) Plan as of terminationsaid date. All severance payments No contributions shall be made to Executive’s SERP Account or the 401(k) Plan from the severance payments described in Paragraph 2(b)(1) above. Under the terms of the Supplemental Deferred Compensation Plan and the 401(k) Plan, all Employer Matching Contributions in the Executive’s SERP Account and 401(k) Account are fully vested, except that Executive’s SERP Account remains subject to the claims of creditors of the Company. Executive’s 401(k) Plan Account shall be distributed in accordance with the Companyterms of the 401(k) Plan. Company shall distribute to Executive all of the Executive’s then current payroll practices pre-2005 Salary Reduction and will be subject Bonus Reduction sub-Accounts of her SERP Account within 60 to one hundred 100 days following the Termination Date. The Company shall distribute to Executive the balance of her Accounts in the SERP (i.e., all applicable federalpost-December 31, local 2004 Salary Reduction and state withholding, payroll Bonus Reduction sub-Accounts and other taxesall Employer Contribution sub-Accounts) no sooner than six months after the Termination Date and no later than seven months after the Termination Date.