Termination Compensation means a monthly cash amount equal to one-twelfth ( 1/12th) of the highest amount of the annual cash compensation (including cash bonuses and other cash-based compensation, including for these purposes amounts earned or payable whether or not deferred) received by Executive during any one of the three (3) calendar years immediately preceding the calendar year in which Executive’s Termination Date occurs; provided, that if the cash compensation received by Executive during the Termination Year exceeds the highest amount of the annual cash compensation received by Executive during any one of the immediately preceding three (3) consecutive calendar years, the cash compensation received by Executive during the Termination Year shall be deemed to be Executive’s highest amount of annual cash compensation. In no event shall Executive’s Termination Compensation include equity-based compensation (e.g., income realized as a result of Executive’s exercise of non-qualified stock options or other stock based benefits).
Termination Compensation means: (i) one hundred percent (100%) of Employee’s then current annual base salary plus (ii) one hundred percent (100%) of the greater of the actual cash bonus paid to employee attributable to the prior year’s service or Employee’s target cash bonus for the current year, all of which shall be payable in a lump sum within 2 weeks after separation of employment, conditioned on Employee executing the Company’s standard form severance and release agreement, and shall be subject to customary withholding and other applicable payroll processes.
Termination Compensation shall have the meaning ascribed to it in Section 2(a) of this Agreement.
Examples of Termination Compensation in a sentence
In this regard, the Authority shall encash the entire Performance Security as the Termination Compensation due from the Operator.
Upon Termination of this Agreement due to a Non-Political Force Majeure Event, the Authority shall not be liable to make any payments to the Operator in respect of Termination Compensation.
Upon Termination of this Agreement on account of an Operator Event of Default at any time, the Operator shall pay the Authority, as Termination Compensation, an amount equal to the value of the Performance Security.
Notwithstanding anything to the contrary elsewhere in this Agreement, any Termination Compensation determined pursuant to this Article 17.3 shall, once paid, be in full and final settlement of any claim, demand, and/ or proceedings of the Operator against the Authority in relation to any misrepresentation, breach and/ or Termination of this Agreement and the Operator shall be excluded from all other rights and remedies in respect of such misrepresentation, breach and/ or Termination.
All accrued rights and obligations of either Party under this Agreement, including, without limitation, all rights and obligations with respect to Termination Compensation, shall survive the Termination of this Agreement, to the extent such survival is necessary for giving effect to such rights and obligations.
More Definitions of Termination Compensation
Termination Compensation as provided in Section 7(c) of the Agreement, is hereby deleted and replaced in its entirety by the following definition:
Termination Compensation means the compensation payable to the Operator on the Termination Date, in accordance with this Agreement.
Termination Compensation has the meaning specified in Paragraph 3(a)(1).
Termination Compensation equal to two years of Employee’s Base Salary (not taking into account any reduction in Base Salary that serves as the basis for a termination for Good Reason), payable in equal installments (no less frequently than monthly) over a 24-month period (the “Severance Period”) (commencing with the first payroll period following the sixtieth (60th) day after Employee’s date of termination of employment) in accordance with the Company’s general policies and procedures for the payment of salaries to its executive officers;
Termination Compensation means: (i) one hundred forty percent (140%) of the Employee’s then current annual base salary which shall be payable in a lump sum within forty-five (45) days after separation of employment, conditioned on Employee executing the Company’s standard form severance and release agreement within twenty (20) days of the Employee’s termination, and shall be subject to customary withholding and other applicable payroll processes. If Employee fails to execute and deliver the Company’s standard form severance and release agreement within twenty (20) days after the Employee’s termination, Employee will have no right to any Termination Compensation under this Agreement.
Termination Compensation means a monthly cash amount equal to one-twelfth (1/12th) of the highest amount of the annual cash compensation (including cash bonuses and other cash-based compensation, including for these purposes amounts earned or payable whether or not deferred) received by Executive during any one of the three (3) calendar years immediately preceding the calendar year in which Executive’s Termination Date occurs or, if higher, during any one of the three (3) calendar years immediately preceding the calendar year in which the Closing Date occurs (such highest amount, the “Highest Prior Year Compensation”); provided that, if the cash compensation received by Executive during the Termination Year exceeds the Highest Prior Year Compensation the cash compensation received by Executive during the Termination Year shall be deemed to be Executive’s highest amount of annual cash compensation for purposes of calculating the Termination Compensation. In no event shall Executive’s Termination Compensation include equity-based compensation (e.g., income realized as a result of Executive’s exercise of non-qualified stock options or other stock-based benefits) or any retention or integration bonus awarded in connection with the Merger, including the award under the Synergy Letter.
10. This Amendment shall be binding on the parties hereto effective as of the date hereof but shall only become effective as of upon, and subject to, the consummation of the Merger, provided that as of such date, Executive has remained in continuous employment with Employer. If the Merger is abandoned and the Merger Agreement is terminated in accordance with its terms, this Amendment shall be of no force.
11. In all other respects, the parties hereby ratify and affirm the terms of the Agreement. This Amendment may be executed in several counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement.
Termination Compensation means the highest amount of cash compensation paid (or earned and payable whether or not deferred) to or for the benefit of Employee in respect of any of the three most recent calendar years ending prior to the date of termination, determined by reference to the annual cash compensation (salary and bonus) reflected in columns (c) and (d) of the summary compensation table set forth in Employer’s proxy statement for such year, or, in the absence of such previously reported table, by reference to the amount of such compensation as would be reflected for such year in such a summary compensation table prepared in accordance with Item 402(b) of Regulation S-K of the Securities and Exchange Commission; provided that if termination occurs prior to March 31, 2002, such amount shall be $350,000.00.