Change in Control Severance Payment definition

Change in Control Severance Payment means the Severance Payment and Benefit Continuation Payment.
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Change in Control Severance Payment shall have the meaning set forth in Section 3.01(a).
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Change in Control Severance Payment means an amount equal to: (a) 2.5 if the Participant is the Chief Executive Officer of the Company, or 2.0 if the Participant is not the Chief Executive Officer of the Company; multiplied by (b) the sum of: (i) the Participant’s Base Salary; plus (ii) the Participant’s Average Cash Bonus.
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Examples of Change in Control Severance Payment in a sentence

  • Assuming timely delivery of the release by the Company, if the release is pursuant to and in accordance with this Section 4.6, and Executive fails to execute such release on or prior to the Release Expiration Date, Executive will not be entitled to Severance Payments or the Change in Control Severance Payment.

  • If Employee does not execute and deliver the Release, Employee shall only be entitled to receive a Change in Control Severance Payment in an amount equal to one (1) month’s compensation.

  • The escrow agreement shall provide that, to the extent that Employee for any reason must report and pay federal, state, or local income tax or employment or excise tax on the Change in Control Severance Payment or the Gross-up Payment, the escrow agent shall distribute to the Employee the amount necessary to pay all federal, state and local income tax, employment tax and any excise tax as it becomes due.

  • Except as otherwise provided in Section 4, the Change in Control Severance Payment will be paid in one lump sum within five business days following the date on which the Release Agreement required pursuant to Section 8 becomes irrevocable.

  • The Change in Control Severance Payment shall be reduced by the full amount of any payments to which you may be entitled due to your termination pursuant to any other Company severance policy, any agreement between you and the Company providing for severance, or applicable law.

  • In the event that Executive shall become entitled to a Change in Control Severance Payment as provided herein, the Company shall cause its independent auditors promptly to review, at the Company's sole expense, the applicability to those payments of Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended (the "Code").

  • Upon a Change in Control, the Company or its successor shall (i) provide prompt written notice to Employee of the occurrence of the Change in Control, and (ii) deliver to an independent corporate trustee in an escrow account, upon terms reasonably satisfactory to Employee, an amount equal to the Employee’s Change in Control Severance Payment and the Gross-up Payment to which he is entitled in accordance with this Section 12.

  • If the auditors determine that any payment of the Change in Control Severance Payment would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties with respect to such excise tax, then such payment owed to Executive shall be reduced by an amount calculated to provide to Executive the maximum Change in Control Severance Payment which will not trigger application of Sections 280G and 4999 of the Code.

  • The stipend shall be paid at the same time as, and along with, the Change in Control Severance Payment.

  • Subject to applicable law, any Change in Control Severance Payment shall be paid in accordance with the terms of the Release or, if Employee does not execute and deliver the Release, within ten (10) business days after the expiration of the Release Execution Period.

Related to Change in Control Severance Payment

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

  • 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)

  • Change in Control Benefits means the following benefits:

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

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