5. | The Payment of Bonuses. |
The bonus or bonuses for a fiscal year (including all short performance periods ending with or within such year) will be paid as soon as practicable following the approval of such bonuses following the end of such year or short performance period, as the case may be (but in any event no later than the 15th day of the third month of the calendar year following the calendar year in which the Executive’s right to payment ceased being subject to a substantial risk of forfeiture). Further, unless otherwise provided in a written agreement with an Executive, the Executive must be employed by the Company on the date that bonus payments are distributed for a fiscal year or short performance period, as the case may be, or have terminated employment prior to that time solely on account of death or disability. If an Executive is entitled to payment of a performance bonus under Section 4 hereof, but was not employed by the Company for the entire fiscal year or short performance period, as the case may be, he or she may, at the discretion of the Compensation Committee, receive a prorated amount of the bonus amount payable as though he or she were employed for the entire year determined as follows: (i) if the performance period for such bonus is the entire fiscal year, the full year bonus amount will be multiplied by a fraction, the numerator of which is the number of days the Executive was employed by the Company during the fiscal year and the denominator of which is the number of days in the entire fiscal year; or (ii) if the bonus for the fiscal year represents the bonus or sum of bonuses computed separately for each short period within the fiscal year, then the bonus otherwise payable for each short period will be multiplied by a fraction, the numerator of which is the number of days the Executive was employed by the Company during such short period and the denominator of which is the total number of days in such short period.
6. | Amendment and Termination. |
The Compensation Committee may terminate or amend the Plan at any time, for any or no reason, including any amendment to the Plan in order to adjust the amount of any Executive’s bonus payments.
7. | Cadence Design Systems, Inc. Clawback Policy. |
All amounts earned under the Plan are subject to the Cadence Design Systems, Inc. Clawback Policy as in effect from time to time, a current copy of which may be requested from the Company at any time, and the terms and conditions of which are hereby incorporated by reference into this Plan.
8. | Section 409A of the Code. |
To the extent applicable, it is intended that this Plan and any awards granted hereunder either be exempt from the requirements of, or else comply with the requirements of, Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and any related regulations or other guidance promulgated with respect to such Section by the U.S. Department of the Treasury or the Internal Revenue Service. Any provision that would cause any award granted hereunder to incur additional taxes under Section 409A of the Code will have no force or effect until amended to comply with Section 409A of the Code, which amendment may be retroactive to the extent permitted by Section 409A of the Code.
9. | No Right to Employment, Reelection or Continued Service. |
Nothing in this Plan or a bonus granted hereunder will interfere with or limit in any way the right of the Company to terminate any participant’s employment or service for the Company at any time or for any reason not prohibited by law, nor will this Plan or a bonus granted
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