Transition payment clause samples

2. Transition Payment. In exchange for the promises of Employee contained in this Release Agreement and the Transition Agreement, the Company will pay Employee Three Hundred Sixty Two Thousand Dollars ($362,000.00) (the “Transition Payment”) (which amount in intended to represent a $350,000 transition payment plus a $12,000 contribution to payment of COBRA continuation coverage premiums), less applicable payroll withholding except as otherwise indicated below, on July 8, 2017. The Transition Payment will be issued to Employee in a single lump-sum payment and will be reported to the Internal Revenue Service on a Form W-2. Employee acknowledges that this Transition Payment is not otherwise due to him except in connection with his entry into the Transition Agreement and this Release Agreement.

2.Transition Payment.In consideration of Mr. Naylor’s execution of this Agreement, Monro will to pay Mr. Naylor an amount equal to his regular wages, in accordance with Monro’s regular pay practices, until the Termination Date.Further, in consideration of Mr. Naylor’s execution of the Release Agreement attached as Schedule A to this Agreement (the “Release”), Monro agrees to pay to Mr. Naylor Thirty-Nine Thousand Hundred Dollars ($39,000), grossed-up for purposes of Mr. Naylor’s tax obligations.

3.Release of Claims Required to Receive Transition Payment.Mr.Naylor understands and agrees that in order to be eligible to receive the Transition Payment under this Agreement, and before any such payment is paid to Mr.Naylor, he must execute and not revoke the Release, which contains a general release of claims and covenant not to sue, following the Termination Date.Mr.Naylor agrees that signing and not revoking the Release is a condition precedent to receiving the Transition Payment pursuant to this Agreement, and no Transition Payment shall be earned or payable to Mr.Naylor unless and until, following the Termination Date, he has signed and not revoked the Release and has satisfied all conditions to make the Release effective in a timely manner.

Certain SSB/CSFL Merger Participants will be a party to an SSB/CSFL Merger Services Agreement that provides for a Transition Payment. A Transition Payment (including Deemed Earnings with respect thereto, a “Transition Payment Account”) shall be payable to the applicable SSB/CSFL Merger Participant on the payment schedule set forth in his SSB/CSFL Merger Services Agreement and subject to the terms and conditions thereof.

(d)Transition Payment.On the Effective Date, the Company shall deposit an amount in cash equal to $6,187,000 (the “Transition Payment”) into a deferred compensation account maintained by the Company, with Executive having sole authority to notionally invest the Transition Payment in such account.The Transition Payment shall be payable to Executive in accordance with the Prior Agreement as follows, subject to Executive’s compliance with Sections 8 and 9 of this Agreement:(i) the portion of the Transition Payment in respect of the payment described in Section 9(f) of the Prior Agreement shall be payable to Executive on the payment schedule contemplated by Section 9(f) of the Prior Agreement, and (ii) the portion of the Transition Payment that is not in respect of the payment described in Section 9(f) of the Prior Agreement to be paid in a lump sum on the date of termination, unless a different payment timing is required under Section 409A of the Internal Revenue Code (the “Code”).

(e)Transition Payment.On the Effective Date, the Company shall deposit an amount in cash equal to $3,336,300 (the “Transition Payment”) into a deferred compensation account maintained by the Company, with Executive having sole authority to notionally invest the Transition Payment in such account. The Transition Payment shall be payable to Executive on the payment schedule contemplated by Section 7(b) of the Prior Agreement (with the last date of the Employment Term expected to be treated as the date of the cessation of Executive’s employment with the Company and its affiliates for purposes of Section 7(b) of the Prior Agreement), unless a different payment timing is required under Section 409A of the Code, subject to Executive’s compliance with Sections 8 and 9 of this Agreement.

c. Transition Payment. Following your commencement of employment with the Company on September 16, 2019 (your “Start Date”), the Company made a one-time additional payment to you of $65,000 (the “Transition Payment”), less required deductions for federal and state taxes and other required withholdings. If, prior to the second anniversary of your Start Date, you voluntarily terminate your employment and such voluntary termination does not qualify as a Resignation for Good Reason (as defined below) or your employment is terminated by the Company for Cause (as defined below), you shall repay the Transition Payment in full within sixty (60)days following the date your employment terminates.

(b) Transition Payment. You will receive a $25,000.00 transition payment in March 2020, subject to applicable tax withholdings.

(e) Transition Payment. In consideration of your efforts in preparing for a transition into the role of Interim Chief Executive Officer, you shall also receive the equivalent of one month’s Base Salary on the first regular payroll date after the Start Date.

d.Health Insurance Transition Payment.You will receive a one-time lump sum payment of $7,100.00, which approximates your premiums for COBRA continuation coverage for 12 months based on your current benefit elections.You may use this payment to cover COBRA premiums or as you otherwise see fit.This supplemental payment will be “grossed-up” for tax purposes so you receive the full amount after payroll tax deductions and withholdings.