Change of Control Severance definition

Change of Control Severance means an amount equal to (a) two times the sum of (1) the Employee’s Base Salary for the calendar year in which the termination became effective, (2) the average of the target bonus for the Employee for the current calendar year and the bonus paid to the Employee for the previous year, (3) the amount of employer contributions contributed to the Employee’s account for the most recent plan year before the termination date, under Administaff Retirement Services (ARS) 401k Plan or any successor plan, and (4) the amount paid by the Company for welfare benefits on behalf of the Employee for the most recent year, plus (b) a portion of the target bonus for the Employee for the current calendar year which is pro rata to the portion of such year prior to the Employee’s Change of Control Termination.
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Change of Control Severance means: 2.7.1. an amount, payable in one lump sum at the time of termination, equal to the product of (a) one-twelfth of the Executive’s annual base salary in effect at the time of termination times (b) the number of months included in the Severance Period, subject to standard deductions and withholdings; 2.7.2. an amount, payable in one lump sum at the time of termination, equal to the product of the Executive’s Bonus Rate times the Executive’s base salary in effect at the time of termination prorated, on the basis of a 365-day year, to reflect the number of days elapsed in the year of Executive’s termination prior to and including the date of termination; 2.7.3. an amount, payable in one lump sum at the time of termination, equal to the product of (a) one-twelfth of the Executive’s annual base salary as in effect at the time of termination times (b) the Executive’s Bonus Rate times (c) the number of months included in the Severance Period, subject to standard deductions and withholdings; and 2.7.4. an amount, payable monthly, equal to the monthly COBRA payments to continue medical and dental benefits for a period ending on the earlier of (a) the end of the last month of the Severance Period and (b) the date on which the Executive is covered by medical and dental insurance through his or her own employment.
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Change of Control Severance means an amount equal to (a) two times the sum of (1) the Employee’s Base Salary for the calendar year in which the termination became effective, (2) the average of the target bonus for the Employee for the current calendar year and the bonus paid to the Employee for the previous year, plus (b) a portion of the target bonus for the Employee for the current calendar year which is pro rata to the portion of such year prior to the Employee’s Change of Control Termination.
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Examples of Change of Control Severance in a sentence

  • Any reduction in the Change of Control Severance Payment shall be implemented in accordance with Section 7(b).

  • The Safe Harbor Amount, as defined herein, is an amount expressed in present value which maximizes the aggregate present value of the Change of Control Severance Payment without causing the Change of Control Severance Payment to be subject to the excise tax under Section 4999 (and related Section 280G) of the Code (the “Excise Tax”), determined in accordance with Section 280G(d)(4).

  • Executive may designate one or more persons or entities as the primary and/or contingent Beneficiaries of any Severance Benefits or Change of Control Severance Benefits owing to Executive under this Agreement.

  • In addition, the Company may terminate the payment of any remaining Change of Control Severance Benefits or Standard Severance Benefits in the event of a breach or threatened breach of any of the covenants set forth in this Section 7.

  • Executive will not receive the Severance, the Change of Control Severance or any other severance compensation or benefits, except that the Company shall pay to Executive the Guaranteed Payments.

  • You may be required by the separation agreement to provide reasonable transitional services as a condition to receiving the Severance Benefits and/or the Change of Control Severance Benefits.

  • You will not be eligible for any Severance Benefits or Change of Control Severance Benefits under any circumstances other than those described herein, including circumstances in which your employment is terminated for Cause, you terminate your employment for any reason other than Good Reason, or your employment terminates due to your death or disability.

  • No Severance Benefits or Change of Control Severance Benefits will be paid or provided hereunder prior to such Release Effective Date.

  • The Executive shall be eligible for the benefits described in Section 3.2 (the "Change of Control Severance Benefits") if there has been a Change of Control and during the twelve (12) month period commencing on the Change of Control Date (the "Post Change of Control Period"), the Executive's employment with the Company is terminated (i) by the Company without Cause or (ii) by the Executive for Good Reason.

  • Notwithstanding anything in this Agreement to the contrary, neither the Retention Bonus, the Change of Control Severance Benefits nor the Standard Severance Benefits shall be payable to the Executive pursuant to this Agreement unless and until the eighth (8th) day after the Executive executes, in each case, a general release in the form of Exhibit A attached hereto (the "Release").


More Definitions of Change of Control Severance

Change of Control Severance has the meaning accorded such term in Section 3.05 of this Agreement.
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Change of Control Severance means an amount equal to (a) two times the sum of (1) the Employee’s Base Salary for the calendar year in which the termination became effective, (2) the average of the target bonus for the Employee for the current calendar year and the bonus paid to the Employee for the previous year, (3) the amount of employer RRSP contributions contributed to the Employee’s account for the most recent plan year before the termination date, and (4) the amount paid by the Company for welfare benefits on behalf of the Employee for the most recent year, plus (b) a portion of the target bonus for the Employee for the current calendar year which is pro rata to the portion of such year prior to the Employee’s Change of Control Termination.
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Change of Control Severance means an amount equal to (a) two times the sum of (1) the Employee’s Base
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Change of Control Severance means: (i) if the Change of Control occurs on or prior to July 31, 2013, 1.5 times the sum of (A) Executive’s annual base salary as in effect on the Termination Date, plus (B) Executive’s target bonus for the fiscal year of the Termination Date; or (ii) if the Change of Control occurs after July 31, 2013, then 2 times the sum of (A) Executive’s base salary as in effect on the Termination Date, plus (B) Executive’s target bonus for the fiscal year of the Termination Date.
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Change of Control Severance means an amount equal to (a) three (3) times the sum of (1) the Employee’s Base Salary for the calendar year in which the termination became effective, (2) the average of the target bonus for the Employee for the current calendar year and the bonus paid to the Employee for the previous year, (3) the amount of employer contributions contributed to the Employee’s account for the most recent plan year before the termination date, under Administaff Retirement Services (ARS) 401k Plan or any successor plan, and (4) the amount paid by the Company for welfare benefits on behalf of the Employee for the most recent year, plus (b) a portion of the target bonus for the Employee for the current calendar year which is pro rata to the portion of such year prior to the Employee’s Change of Control Termination. 4. A new Section 6(d) shall be added as follows:
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Change of Control Severance. Benefits shall mean all of the following payments: (A) any installments of Executive's Annual Base Salary through the date of termination of employment at the rate in effect at the time the Notice of Termination is given, (B) the Special Termination Payment; and
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Related to Change of Control Severance

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

  • Change in Control Benefits means the following benefits:

  • Change of Control Period means the period commencing on the date hereof and ending on the third anniversary of the date hereof; provided, however, that commencing on the date one year after the date hereof, and on each annual anniversary of such date (such date and each annual anniversary thereof shall be hereinafter referred to as the "Renewal Date"), unless previously terminated, the Change of Control Period shall be automatically extended so as to terminate three years from such Renewal Date, unless at least 60 days prior to the Renewal Date the Company shall give notice to the Executive that the Change of Control Period shall not be so extended.

  • 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.

  • 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.