Average Bonus Amount shall be the average annual amount paid or payable to Executive as bonuses for the Company's three calendar years ended immediately prior to the occurrence of the Change of Control (or for the number of calendar years that Executive has been an employee of the Company before the occurrence of the Change of Control, if less than three); provided that any payment otherwise payable under this Section 8(a) shall be subject to Section 7(h) notwithstanding that such payment is not a severance payment.
Average Bonus Amount means the greater of: (A) the average of the combined annual bonus awards received by Executive from the Company pursuant to its annual incentive plan in the three calendar years immediately before the Date of Termination (including, for the avoidance of doubt, the annual bonus awards received from Rowan and/or RCI prior to the Commencement Date) and (B) Executive’s Target Annual Bonus for the year during which the termination of employment occurs;
Average Bonus Amount means the average of the most recent two Cash Bonus amounts paid to the Executive. The Severance Payment shall be paid, in a lump sum within twenty (20) days after the Release becomes irrevocable; provided, however, that (i) if the Executive’s termination of employment occurs during the last seventy-three (73) days of any calendar year, the Severance Payment will in all events be paid in the following calendar year, and (ii) if Severance Payment would be subject to additional taxes and interest under Section 409A of the Internal Revenue Code because the timing of such payment is not delayed as provided in Section 409A(a)(2)(B) of the Internal Revenue Code, then such payment shall be paid on the date that is six (6) months after the date of Executive’s termination of employment with the Company (or if such payment date does not fall on a business day of Company, the next following business day of Company), or such earlier date upon which such payment can be paid under Section 409A of the Internal Revenue Code without being subject to such additional taxes and interest. Each payment under this Agreement shall be treated as a right to a separate payment for purposes of Section 409A of the Internal Revenue Code. If Executive is eligible for continuation insurance coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) and has timely elected such coverage, then the Company shall waive the cost to the Executive of COBRA continuation coverage for the twelve (12) months following a termination of employment pursuant to Sections 6(b), 6(c), 6(d) (in case of Disability) above; provided that, in order to receive such waiver, Executive must not be eligible to participate in the group health plan of any other employer. For the avoidance of doubt, the Executive will be responsible for any applicable taxes and withholding on the waived COBRA cost.
Examples of Average Bonus Amount in a sentence
The Company shall pay Executive an amount equal to the sum of Executive’s Base Salary plus Executive’s Average Bonus Amount, multiplied by three (3).
The Company shall pay Executive an amount equal to the sum of Executive’s Base Salary plus Executive’s Average Bonus Amount, multiplied by two (2).
The Company shall pay Executive an amount equal to the sum of Executive’s Base Salary plus Executive’s Average Bonus Amount.
In lieu of any further compensation payments to Executive for periods subsequent to the Date of Termination, the Company shall pay to Executive an amount equal to 3.0 times the sum of (A) the Base Compensation as of the Date of Termination and (B) the Average Bonus Amount.
The Participant shall be awarded, for each fiscal year ending during the Employment Period, an annual bonus in cash at least equal to the Average Bonus Amount.
More Definitions of Average Bonus Amount
Average Bonus Amount means the average of the most recent two Annual Bonus amounts paid to the Executive (including such amounts paid by PEG LP in relation to the Executive’s service as an employee of PEG LP prior to the Effective Date). The Severance Payment shall be paid, in a lump sum within twenty (20) days after the Release becomes irrevocable; provided, however, that (i) if the Executive’s termination of employment occurs during the last 73 days of any calendar year, the Severance Payment will in all events be paid in the following calendar year, and (ii) if Severance Payment would be subject to additional taxes and interest under Section 409A of the Internal Revenue Code because the timing of such payment is not delayed as provided in Section 409A(a)(2)(B) of the Internal Revenue Code, then such payment shall be paid on the date that is six months after the date of Executive’s termination of employment with the Company (or if such payment date does not fall on a business day of Company, the next following business day of Company), or such earlier date upon which such payment can be paid under Section 409A of the Internal Revenue Code without being subject to such additional taxes and interest. Each payment under this Agreement shall be treated as a right to a separate payment for purposes of Section 409A of the Internal Revenue Code. If Executive is eligible for continuation insurance coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) and has timely elected such coverage, then the Company shall reimburse Executive for the monthly premium he pays for such continuation coverage for the first twelve (12) months following a termination of employment pursuant to Sections 6(b), 6(c), 6(d)(in case of Disability) above; provided that in order to receive such reimbursement, Executive must not be eligible to participate in the group health plan of any other employer.
Average Bonus Amount means the average annual bonus earned by Executive for the two full fiscal years prior to the fiscal year in which the Qualifying Termination occurs, which, for the avoidance of doubt, shall exclude any sign-on, retention, change in control or similar bonus; provided, that, if the Executive has only been employed for one full fiscal year prior to the year in which the Qualifying Termination occurs, then “Average Bonus Amount” means the annual bonus earned for such full fiscal year; provided, further, if the Executive has not been employed for at least one full fiscal year prior to the year in which the Qualifying Termination occurs, then “Average Bonus Amount” means the Executive’s Bonus Amount.
Average Bonus Amount means the average annual bonus earned by Executive for the two full fiscal years prior to the fiscal year in which the Qualifying Termination occurs, which, for the avoidance of doubt, shall exclude any sign-on, retention, change in control or similar bonus.
Average Bonus Amount means Executive’s average annual bonus based on the amount of bonus, if any, deemed to be earned for the three (3) most recent fiscal years completed prior to the Date of Termination, provided that, if Executive was not eligible to earn an annual bonus for at least three (3) completed fiscal years prior to the Date of Termination, then the Average Bonus shall be (x) if Executive was eligible to earn a bonus for two (2) fiscal years completed prior to the Date of Termination, the amount of such average annual bonus deemed to have been earned, if any, for the prior two (2) fiscal years; (y) if Executive was eligible to earn a bonus for only one (1) fiscal year completed prior to the Date of Termination, the amount of such bonus, if any, deemed to have been earned for such fiscal year; and (c) if Executive has not been employed long enough to be eligible to earn an annual bonus, then the amount of Executive’s target annual bonus for the fiscal year in which the Date of Termination occurs. In the event a qualifying termination occurs following the completion of a fiscal year but prior to the date the amount of the bonus is determined by the Committee with respect to such fiscal year, the amount of such bonus shall not be used in determining the Average Bonus.
Average Bonus Amount means the average annual cash bonuses paid or payable, including any amount that would have been paid or have been payable were it not for a mandatory or voluntary deferral of such amount, to a Participant by the Employer in respect of the three fiscal years (or the actual length of the Participant’s employment if less than three fiscal years) immediately preceding the fiscal year in which the Change in Control occurs. If a Participant was not employed by the Employer for each of the full three fiscal years, then the Participant’s annual cash bonus paid with respect to a partial year shall be annualized for purposes of determining his or her Average Bonus Amount.
Average Bonus Amount shall equal (x) if, at the time of the Date of Termination, the Executive has been employed by the Company for two calendar years or more, the average amount of the bonus to be earned for the then-current year (i.e., the year in which the Change in Control occurs) and the bonuses received for the two immediately prior years; (y) if, at the time of the Date of Termination, the Executive has been employed by the Company for more than one calendar year but less than two calendar years, the average amount of the bonus to be earned for the then-current year and the bonus received for the prior year; and (z) if, at the time of the Date of Termination, the Executive has been employed by the Company for less than one calendar year, the amount of the bonus to be earned for the then-current year. For purposes of calculating the Average Bonus Amount, the amount of the bonus for the then-current year shall equal the amount earned or scheduled to be earned by the Executive as if the bonus targets set in the bonus plan have been met. The Average Bonus Amount, which is payable in lump sum, shall be paid contemporaneously with the Date of Termination. “Change in Control” means an occasion upon which (i) any one person, or more than one person acting as a group (as defined in Treasury Regulation Section 1.409A-3(i)(5)(v)(B)), other than a member of the Board of Directors or fiduciary holding securities under an employee benefit plan of the Company or a corporation controlled by the Company, acquires (either directly and/or through becoming the “beneficial owner” (as defined in Rule 13d-3 under the Securities Exchange Act)), directly or indirectly, securities of the Company representing 50% or more of the combined voting power of the Company’s then outstanding securities (or has acquired securities representing 50% or more of the combined voting power of the Company’s then outstanding securities during the 12-month period ending on the date of the most recent acquisition of Company securities by such person); or (ii) during any period of twelve (12) consecutive months , a majority of the members of the Board of Directors is replaced by directors whose appointment or election is not endorsed by a majority of the members of the Board of Directors before the date of the appointment or election; or (iii) any one person, or more than one person acting as a group (as defined in Treasury Regulation Section 1.409A-3(i)(5)(v)(B)) acquires (or has acquired during the 12-month period ...
Average Bonus Amount means, in the case of a termination of Executive’s employment, an amount equal to the average of the annual bonus amounts received by Executive under this Agreement for the two (2) years prior to such termination. If the terms of any such employee benefit plans do not permit such coverage after termination of employment, the Company shall reimburse Executive in full for the cost reasonably incurred by Executive in obtaining similar coverage. Any amount due to Executive under clause (i) and (ii)(A) of this Section shall be payable as follows: fifty percent (50%) of such amount shall be payable in a lump sum within thirty (30) days of termination of employment, and the balance shall be payable in twenty four (24) equal monthly installments over the period of twenty four (24) months following such termination; provided, however, that if such amounts due to Executive become payable under this Section as a result of a termination of Executive’s employment occurring at any time before the first (1st) anniversary of the date of any Change of Control, such amounts shall be paid in a single lump sum payment within thirty (30) days of termination of employment, except as provided in Section 19 hereof. Amounts payable to Executive under this Section 16(c), if any, are hereinafter referred to as the “Parachute Amount.”