Average Base Salary means the average of the annual Base Salary or, if applicable, Adjusted Base Salary received by Executive for each of the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company. For purposes of this Agreement, “Average Incentive Compensation” shall mean the average of the annual incentive compensation under Subparagraph 3(a) received by Executive for the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company. In no event shall “Average Incentive Compensation” include any sign-on bonus, retention bonus or any other special bonus. Notwithstanding the foregoing, if the Executive breaches any of the provisions contained in Paragraphs 4 and 5 of this Agreement, all payments of the Severance Amount shall immediately cease. Notwithstanding the foregoing, in the event Executive terminates his employment for Good Reason as provided in Subparagraph 6(e), he shall be entitled to the Severance Amount only if he provides the Notice of Termination provided for in Subparagraph 6(f) within thirty (30) days after the occurrence of the event or events which constitute such Good Reason as specified in clauses (A), (B), (C), (D), (E) and (F) of Subparagraph 6(e);
Average Base Salary means the average of the Executive’s annual base salary (excluding bonuses, incentive compensation and any other compensation or amounts) paid in the three (3) complete fiscal years preceding the Executive’s last day of employment with the Bank, or in the event that the Executive has been employed by the Bank for less than three (3) complete fiscal years, then the Average Base Salary shall be calculated using the Executive’s average monthly base salary based upon the number of months that the Executive has been employed by the Bank and multiplied by twelve.
Average Base Salary means the greater of (X) the average of the annual Base Salary received by Executive during the three (3) immediately preceding complete fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company or (Y) the amount of Base Salary for the immediately prior fiscal year. For purposes of this Agreement, “Average Incentive Compensation” shall mean the average of the annual cash incentive compensation under Subparagraph 3(a) received by Executive for the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company or the amount of cash incentive compensation for the prior fiscal year, whichever is higher. In no event shall “Average Incentive Compensation” include any sign-on bonus, retention bonus or any other special bonus. Notwithstanding the foregoing, if the Executive breaches any of the provisions contained in Paragraphs 4 and 5 of this Agreement, all payments of the Severance Amount shall immediately cease and the entire Severance Amount shall be forfeited and become repayable to the Company to the extent paid. Furthermore, in the event Executive terminates his employment for Good Reason as provided in Subparagraph 6(e), he shall be entitled to the Severance Amount only if he provides the Notice of Termination provided for in Subparagraph 6(f) within thirty (30) days after he has complied with the Good Reason Process; and
Examples of Average Base Salary in a sentence
Payments under this Section 5(c) for Executive’s Base Salary or Average Base Salary will be made in accordance with Section 3(a) of this Agreement as if they were Base Salary.
The term "Average Base Salary Rate" means the average of the highest three (3) of the last five (5) Base Salary Rates of a Participant which are the Base Salary Rates in effect on his Retirement Date and on the same day and month for each of the four (4) years (or the period of Continuous Service if fewer than four (4) years) immediately preceding the Retirement Date.
In the event (A) the Company terminates Executive's employment during the Term other than for Cause, death, or Disability (including if the Company terminates Executive’s employment by Non-Renewal); or (B) Executive resigns during the Term for Good Reason, then the Company will pay Executive (a) Executive's Average Base Salary (as defined below) and (b) Executive's Average Assumed Cash Incentive Compensation (as defined below), over the one-year periods following termination of employment.
The amount payable shall be equal to one-twelfth (1/12) of fifty percent (50%) of the Participant's Average Base Salary Rate (as defined in paragraph (d) below) reduced by the amount determined under paragraph (c) below and, as applicable, paragraph (e) below.
Xxxxx Nevada does not have any predecessor corporation(s) or subsidiaries, and does not own, beneficially or of record, any shares of any other corporation, except as disclosed in Schedule 1.03.
More Definitions of Average Base Salary
Average Base Salary generally means the average of base salary in effect during the 60 sequential (but not necessarily consecutive) full calendar months of a participant's last 120 or fewer consecutive full calendar months of service before retirement or other termination of service that will produce the largest average monthly amount; and
Average Base Salary means the average of the annual base salary rate of Executive in effect immediately prior to the Date of Termination and as of the last day of each of the two fiscal years of Employer ending immediately prior to the Date of Termination or, if fewer, each of such fiscal years during which Executive was at any time employed by Employer; provided that if Executive's employment is -------- terminated by Executive pursuant to clause (iii) of the definition of Good Reason, Executive's annual base salary rate in effect immediately prior to any reduction thereof shall be substituted for Executive's annual base salary rate in effect immediately prior to the Date of Termination in calculating the Average Base Salary.
Average Base Salary means the average of the annual Base Salary received by Executive for each of the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company or the amount of Base Salary for the prior fiscal year, whichever is higher. For purposes of this Agreement, "Average Incentive Compensation" shall mean the average of the annual incentive compensation under Subparagraph 3(a) received by Executive for the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company or the amount of incentive compensation for the prior fiscal year, whichever is higher. In no event shall "Average Incentive Compensation" include any sign-on bonus, retention bonus or any other special bonus. Notwithstanding the foregoing, if the Executive breaches any of the provisions contained in Paragraphs 4 and 5 of this Agreement, all payments of the Severance Amount shall immediately cease. Furthermore, in the event Executive terminates his employment for Good Reason as provided in Subparagraph 6(e), he shall be entitled to the Severance Amount only if he provides the Notice of Termination provided for in Subparagraph 6(f) within thirty (30) days after the occurrence of the event or events which constitute such Good Reason as specified in clauses (A), (B), (C), (D) and (E) of Subparagraph 6(e); and
Average Base Salary means the actual amount of Base Salary paid to Executive for the immediately preceding fiscal year, which amount shall be annualized as if Executive had been employed by the Company for the entire immediately preceding fiscal year, and if Executive was not employed by the Company during the immediately preceding fiscal year, then “Average Base Salary” shall mean the actual amount of Base Salary paid to Executive for the fiscal year in which termination occurs, which amount shall be annualized as if Executive had been employed for such entire fiscal year. For purposes of this Agreement, “Average Incentive Compensation” shall mean the average of the annual Incentive Compensation under Subparagraph 3(a) received by Executive for the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company; provided, however, that if Executive has not been employed by the Company for a full fiscal year, then “Average Incentive Compensation” shall mean the actual amount of Incentive Compensation received by Executive for the immediately preceding fiscal year, which amount shall be annualized as if Executive had been employed for the entire immediately preceding fiscal year, and if Executive was not employed by the Company during the immediately preceding fiscal year, “Average Incentive Compensation” shall be zero. In no event shall “Average Incentive Compensation” include any sign-on bonus, retention bonus or any other special bonus. Notwithstanding the foregoing, if Executive breaches any of the provisions contained in Paragraphs 4 and 5 of this Agreement, all payments of the Severance Amount shall immediately cease. Notwithstanding the foregoing, in the event Executive terminates his employment for Good Reason as provided in Subparagraph 6(e), he shall be entitled to the Severance Amount only if he provides the Good Reason Notice provided for in Subparagraph 6(e) within thirty (30) days after the occurrence of the event or events which constitute such Good Reason as specified in clauses (A), (B), (C), (D) and (E) of Subparagraph 6(e) and he provides the Notice of Termination provided for in Subparagraph 6(f) within five (5) days after the expiration of the Good Reason Process Period; and
Average Base Salary is the average (mean) of the base salaries earned by the Employee during the three year period ending on or preceding the Termination Date (including any Compensation Years that precede or end on the Effective Date). If any base salary was to be paid in whole or in part in property other than cash (such as Common Stock) the amount so earned and included for purpose of this calculation shall be the fair market value thereof on the date for determination of such fair market value that is specified in the agreement that such payment be so paid, and if no such date is therein specified for such determination then on the date of such agreement, and if there is no such agreement, then on the date of payment.
Average Base Salary means the average of the annual Base Salary or, if applicable, Adjusted Base Salary received by Executive for each of the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company or any of Previous Employer. For purposes of this Agreement, "Average Incentive Compensation" shall mean the average of the annual incentive compensation under Subparagraph 3(b) received by Executive for the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company or any of Previous Employer. Notwithstanding the foregoing, in the event Executive terminates his employment for Good Reason as provided in Subparagraph 7(f), he shall be entitled to the Severance Amount or the Minimum Severance Amount only if he provides the Notice of Termination provided for in Subparagraph 7(g) within thirty (30) days after the occurrence of the event or events which constitute such Good Reason as specified in clauses (A), (B), (C), (D), (E) or (F) of Subparagraph 7(f);
Average Base Salary means, in respect of a calendar year, the average annual base salary of the Generator’s employees calculated as at the end of such calendar year. Such amount will be calculated by dividing the aggregate amount paid by the Generator as base salary to all of its employees in such calendar year by the number of employees that the Generator had (in full time equivalents) in such year. For greater certainty, base salary does not include pension, Other Post-Employment Benefits, overtime, “your Share” bonuses, management bonuses, employer contributions to source deductions, or long-term incentive plans. The average base salary for the calendar year 2014 was the amount set forth in Section 1.1(3) of the Technical Schedule.