Severance Payment Event definition

Severance Payment Event means either a (a) “CIC Severance Payment Event” or (b) “Regular Severance Payment Event”, as such terms are defined below.
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Severance Payment Event means the occurrence of a Change in Control coincident with or followed, at any time before the end of the 24th month immediately following the month in which the Change in Control occurred, by the termination of the Executive’s employment with the Company for any reason other than (a) by the Executive without Good Reason, (b) by the Company because of Disability or for Cause, or (c) by the death of the Executive. Any transfer of the Executive’s employment from the Company to a Subsidiary, from a Subsidiary to the Company, or from one Subsidiary to another Subsidiary is not a termination of the Executive’s employment by the Company for purposes of the Agreement (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Executive for Good Reason).
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Severance Payment Event means the termination of the Executive's employment with the Company and all Affiliates, for any reason other than (a) voluntarily by the Executive without Good Reason or (b) involuntarily by the Company for Cause, which termination occurs at any time within the period beginning six (6) months prior to a Change-in-Control and ending at the end of the twenty-fourth (24th) month immediately following the month in which the Change-in-Control occurred. Any termination of Executive's employment that does not occur within the prescribed time limits, or is otherwise not described in the first sentence hereof, shall not be considered a Severance Payment Event. Any transfer of the Executive's employment from the Company to an Affiliate, from an Affiliate to the Company, or from one Affiliate to another Affiliate, is not a termination of the Executive's employment by the Company for purposes of the Agreement (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Executive for Good Reason).
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Examples of Severance Payment Event in a sentence

  • If a Severance Payment Event occurs, the Executive need not seek other employment or attempt in any way to reduce the amount of any payments or benefits to the Executive by the Company under this Agreement.

  • Notwithstanding any provision of this Agreement to the contrary, in the event of an Anticipatory Termination, the Company shall compute the Additional Payment payable to Executive as the result of a CIC Severance Payment Event and offset from such amount the aggregate amount of the installments of the Additional Payment, if any, that were already paid to Executive through the Change in Control Date as the result of his Regular Severance Payment Event.

  • If there is not a Severance Payment Event, then any severance or other post-termination benefits shall be provided under the terms and conditions of the Employment Agreement (as defined in Exhibit A) to the extent applicable.

  • This Agreement shall control and govern over the Employment Agreement in such respect but only upon the occurrence of a Severance Payment Event hereunder.

  • In addition to Stock Awards, any compensation due under a performance-based, long-term incentive plan of the Company or a Subsidiary will automatically accelerate and become fully payable and nonforfeitable upon the Severance Payment Event, as though all requisite time had passed to fully vest such compensation and all requisite performance goals attributable thereto have been fully attained or satisfied.

  • If a Severance Payment Event occurs, the Executive need not seek other employment or attempt in any way to reduce the amount of payments due to Executive under this Agreement, except as expressly provided in Section 3.

  • The difference between the amount of Additional Payment attributable to the Executive’s CIC Severance Payment Event and his Regular Severance Payment Event, as offset by any installment payments already made to Executive through the Change in Control Date, is defined as the “Remaining Additional Payment Amount”.

  • When a credit freeze is in place, no one—including you—can open a new account.

  • Regardless of whether attributable to a Regular Severance Payment Event or a CIC Severance Payment Event, and subject to Section 4.1(b)(iii) in the event of an Anticipatory Termination, the Company shall make the Additional Payment to Executive over a one-year period in twenty-four, substantially equal bi-monthly payments that begin within twenty (20) days following the Termination Date.

  • Notwithstanding anything to the contrary, if the terms and conditions of any Stock Award or compensation due under a plan or agreement expressly provide for acceleration of such Stock Award or compensation upon a Severance Payment Event in a manner inconsistent with the foregoing in relation to an event constituting a Severance Payment Event, then such specific terms and conditions shall prevail with respect to such Stock Award or compensation.


More Definitions of Severance Payment Event

Severance Payment Event means the termination of the Executive's employment with the Company and all Affiliates, for any reason other than (a) voluntarily by the Executive without Good Reason or (b) involuntarily by the Company for Cause, which termination occurs at any time within the period beginning six (6) months prior to a Change in Control and ending at the end of the twenty-fourth (24th) month immediately following the month in which the Change in Control occurred. Any termination of Executive's employment that does not occur within the prescribed time limits, or is otherwise not described in the first sentence hereof, shall not be considered a Severance Payment Event. Any transfer of the Executive's employment from the Company to an Affiliate, from an Affiliate to the Company, or from one Affiliate to another Affiliate, is not a termination of the Executive's employment by the Company for purposes of the Agreement (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Executive for Good Reason).
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Severance Payment Event means either a (a) "CIC Severance Payment Event" or (b) "Regular Severance Payment Event", as such terms are defined below.
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Severance Payment Event means either: (a) the termination of the Executive’s employment with the Company and all Affiliates, for any reason other than (i) voluntarily by the Executive without Good Reason or (ii) involuntarily by the Company for Cause, provided that in any case such termination must occur within the time period beginning on the Change in Control Date and ending on the last day of the twelfth (12th) month next following the month containing the Change in Control Date (the “Protection Period”), or (b) the termination of Executive’s employment with the Company and all Affiliates for any reason, including, without limitation, a voluntary termination, within the 30-day period next following the end of the Protection Period. For purposes of clarity and not limitation, a termination of the Executive’s employment due to Executive’s death or Disability during the prescribed period is a Severance Payment Event. Any termination of the Executive’s employment that does not occur within the prescribed time limits, or is for a reason other than as described in this paragraph, shall not be considered a Severance Payment Event. Any transfer of the Executive’s employment from the Company to an Affiliate, from an Affiliate to the Company, or from one Affiliate to another Affiliate, is not a termination of the Executive’s employment by the Company for purposes of the Agreement (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Executive for Good Reason).
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Severance Payment Event means the termination of the Participant’s employment with the Company Group that results in a payment becoming due under Section 4. Any termination of Participant’s employment that does not occur within the Protected Period shall not be considered a Severance Payment Event. Moreover, any transfer of the Participant’s employment from the Company to an Affiliate, from an Affiliate to the Company, or from one Affiliate to another Affiliate, is not a termination of the Participant’s employment by the Company for purposes of this Policy (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Participant for Good Reason).
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Severance Payment Event means the termination of the Employee’s employment with the Company and all Affiliates, for any reason other than (a) voluntarily by the Employee without Good Reason or (b) involuntarily by the Company for Cause, which termination occurs at any time within the period beginning six (6) months prior to a Change-in-Control and ending at the end of the twenty-fourth (24th) month immediately following the month in which the Change-in-Control occurred. Any termination of Employee’s employment that does not occur within the prescribed time limits, or is otherwise not described in the first sentence hereof, shall not be considered a Severance Payment Event. Any transfer of the Employee’s employment from the Company to an Affiliate, from an Affiliate to the Company, or from one Affiliate to another Affiliate, is not a termination of the Employee’s employment by the Company for purposes of the Agreement (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Employee for Good Reason). “Specialized Training” includes the training the Company provides to Employee that is unique to its business and enhances Employee’s ability to perform Employee’s job duties effectively. Specialized Training includes, without limitation, sales methods/techniques training; operation methods training; engineering and scientific training; and computer and systems training.
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Severance Payment Event means either of: (a) the termination of the Executive’s employment with the Company and all Affiliates, for any reason other than (i) voluntarily by the Executive without Good Reason or (ii) involuntarily by the Company for Cause, provided that in any case such termination must occur within the time period beginning on the Change in Control Date and ending on the last day of the twelfth (12th) month next following the month containing the Change in Control Date (the “Protection Period”), or (b) an Anticipatory Termination. Any termination of the Executive’s employment that does not occur within this prescribed time limit, or is for a reason other than as described in this paragraph, shall not be considered a Severance Payment Event. Any transfer of the Executive’s employment from the Company to an Affiliate, from an Affiliate to the Company, or from one Affiliate to another Affiliate, is not a termination of the Executive’s employment by the Company for purposes of the Agreement (though any such transfer might, depending on the circumstances, constitute or result in a termination of employment by the Executive for Good Reason). Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other Party.
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Related to Severance Payment Event

  • Severance Payment means any amount paid by a board to or in behalf of a superintendent on early termination of the superinten- dent’s contract that exceeds the amount earned by the superinten- dent under the contract as of the date of termination, including any amount that exceeds the amount of earned standard salary and benefits that is paid as a condition of early termination of the con- tract. Payments to a former superintendent who remains employed by a district in another capacity or contracts with a district to pro- vide the district services may be severance payments in whole or in part if the payments are compensation for the early termination of a prior employment agreement. Severance payments include any payment for actual or threatened litigation involving or related to the employment contract. Education Code 11.201(c); 19 TAC 105.1021(a)(1)

  • Payment Event means the event or events giving rise to the right to payment of a Performance Award.

  • Change in Control Severance Benefits means the benefits payable pursuant to Section 3 of this Agreement.

  • Severance Payments shall have the meaning set forth in Section 6.1 hereof.

  • Severance Amount means (A) for any Termination other than during a Covered Period, an amount equal to one hundred percent (100%) of Executive’s then-current Annual Base Salary as of the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Termination.

  • Change in Control Benefits means the following benefits:

  • Change in Control Benefit means the benefit set forth in Section 4.1 below.

  • Severance Pay means any amount that is payable in cash and is identified by a Participating Company as severance pay, or any amount which is payable on account of periods beginning after the last date on which an employee (or former employee) is required to report for work for a Participating Company.

  • Change in Control Payment means a lump sum payment in an amount equal to the sum of (i) 300% of Executive's annual base salary as in effect pursuant to Section 2.1 immediately prior to Executive's termination of employment with Company and (ii) three times 45% of the maximum annual incentive bonus amount pursuant to Section 2.2 that Executive could have earned for the year during which Executive's employment with Company terminates.

  • Repayment Event means any event or condition which gives the holder of any note, debenture or other evidence of indebtedness (or any person acting on such holder’s behalf) the right to require the repurchase, redemption or repayment of all or a portion of such indebtedness by the Company or any of its subsidiaries.

  • Optimal Adjustment Event With respect to any Class of Class B Certificates and any Distribution Date, an Optimal Adjustment Event will occur with respect to such Class if: (i) the Principal Balance of such Class on the Determination Date succeeding such Distribution Date would have been reduced to zero (regardless of whether such Principal Balance was reduced to zero as a result of principal distribution or the allocation of Realized Losses) and (ii) (a) the Principal Balance of any Class of Class A Certificates would be subject to further reduction as a result of the third or fifth sentences of the definition of Principal Balance or (b) the Principal Balance of a Class of Class B Certificates with a lower numerical designation would be reduced with respect to such Distribution Date as a result of the application of clause (ii) of the definition of Class B-1 Principal Balance, Class B-2 Principal Balance, Class B-3 Principal Balance, Class B-4 Principal Balance, Class B-5 Principal Balance or Class B-6 Principal Balance.

  • Severance Benefit means the payment of severance compensation as provided in Article III.

  • Change in Control Termination means an “Involuntary Termination Without Cause” or “Resignation for Good Reason,” either of which occurs on, or within three (3) months prior to, or within twelve (12) months following, the effective date of a Change in Control, provided that any such termination is a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h). Death and disability shall not be deemed Change in Control Terminations.

  • Termination Benefits means the benefits described in Section 4.1(b).

  • Potential Adjustment Event means any of the following:

  • Separation Payment means any lump sum cash payment in excess of Earned Salary and Accrued Obligations payable to Employee under this Agreement.

  • Severance Date means the date on which an Executive incurs a Severance, which shall be the date of termination as determined under Section 5.2.

  • Severance Benefits means the payment of severance compensation as provided in Section 3.3 herein.

  • Control Termination Event shall have the meaning given to such term or any one or more analogous terms in the Lead Securitization Servicing Agreement.

  • Termination Payment Date means the date on which the RECIPIENT is required to repay to ECOLOGY any outstanding balance of the loan and all accrued interest.

  • Change in Control Period means the period beginning three (3) months prior to a Change in Control and ending twelve (12) months following a Change in Control.

  • Compensation Accrued at Termination means the following:

  • Early Termination Payment is defined in Section 4.3(b) of this Agreement.

  • Change of Control Triggering Event means the occurrence of both a Change of Control and a Rating Event.

  • Change of Control Termination means (i) a Termination Without Cause of the Employee’s employment by the Employer (other than for death or disability) within twelve (12) months after a Change of Control or (ii) the Employee’s resignation for Good Reason within twelve (12) months after a Change of Control.

  • Qualifying Termination means a termination of the Executive’s employment either (i) by a Company Group member without Cause (excluding by reason of Executive’s death or Disability) or (ii) by the Executive for Good Reason, in either case, during the Change in Control Period (a “Qualifying CIC Termination”) or outside of the Change in Control Period (a “Qualifying Non-CIC Termination”).