Annual Performance Cash Bonus. Upon meeting pre-determined periodic Key Performance Indicators (“KPIs”) every calendar year, you will be eligible for a target annual cash bonus of 40% of your Base Salary, as adjusted from time to time. Your KPI’s will be set by the mutual agreement of the Board of Directors (or a committee thereof) and yourself within two months of your Employment Start Date and within two months of the beginning of each year thereafter (the “Cash Performance Bonus”). To qualify for the Cash Performance Bonus, you must meet all of part of the KPI’s. A partial cash bonus will be possible if some but not all KPI’s are achieved or other achievements outside of the KPI’s are deemed to justify a cash bonus.
Annual Performance Cash Bonus. Upon meeting pre-determined periodic Key Performance Indicators (“KPIs”) every year, you will be eligible for an annual cash bonus of 40% of your base salary. Your KPI’s will be set by the mutual agreement of the Company and yourself within 30 days from your Employment Start Date (the “Cash Performance Bonus”). The Failure to establish KPI’s which is not the fault of the Company will exclude you from eligibility for the Performance Bonus. To qualify for the Cash Performance Bonus, you must meet the KPI’s. Equity Awards. As a “C” level executive of the Company, you will be entitled to receive equity awards under the Company’s Incentive Plan, (the “Incentive Plan”), which should be in place shortly after your Employment Start Date. The aggregate annual award value under the Incentive Plan will be equal to 50% of your Base Salary, as adjusted from time to time, (the “Grant”). Twenty-Five percent (25%) of such Grant will be in the form of Restricted Common Stock (the “RCSs”) and the remaining Seventy-Five percent (75%) of such Grant will be in the form of options to purchase the Company’s common stock (the “Stock Options”). The number of Stock Options shall be calculated in accordance with the Company’s option valuation practices. The RCSs shall vest on the first anniversary of the day they were granted, the RCS grant will include a cash payment upon vesting to cover expected ordinary income tax charges and will be calculated at the highest individual personal income tax rate (“Gross Up”). The Stock Options shall vest in equal one-third (1/3) increments on each anniversary of the day they were granted. All Equity Awards shall be granted to you, provided that: (1) at the end of each applicable vesting date, you are still employed by the Company; and (2) provided that you satisfy the KPIs and the other performance criteria established by the Incentive Plan. All Stock Options that will be granted to you shall expire 5 years following their vesting.
Annual Performance Cash Bonus. For each fiscal year during the Employment Period, Executive shall be eligible to participate in the Annual Performance Cash Bonus Plan (the “Annual Performance Plan”), as it may be amended from time to time. Pursuant to the Annual Performance Plan, Executive shall be entitled to receive annual performance cash bonuses in an amount up to one hundred percent (100%) of her Base Salary (the "Performance Bonus") based upon the achievement of such performance metrics (the “Bonus Metrics”) established by the Compensation Committee. Any Performance Bonuses payable pursuant to the Annual Performance Plan shall be paid as soon as reasonably practicable after the end of each fiscal year to which the Performance Bonus relates, but in no event later than two and one-half (2 ½) months after the end of such fiscal year. Subject to the Compensation Committee's discretion, and Section 3 of this Agreement, in no event shall Executive be eligible to receive a Performance Bonus, or any portion thereof, unless Executive is employed in good standing by the Company both at the time the amount of the Performance Bonus, if any, is determined by the Compensation Committee, and at the time such Performance Bonus, as so determined, is paid.
Annual Performance Cash Bonus. The Annual Performance Cash Bonus payable to the Executive in March of 2021, based on the Company’s performance during the 2020 calendar year, shall be paid and governed by the provisions of the 2017 Incentive Agreement. During the remainder of the Term, the Executive shall participate in an annual cash performance based incentive compensation plan. Subject to adjustment as provided in Section 3(f), the Executive’s target bonus opportunity (the “Target Bonus”) pursuant to such plan for each year during the Term shall be $2,928,200, with an annual bonus upon achievement of threshold performance equal to $1,464,100 and a maximum annual bonus equal to $4,392,300, subject to the provisions of the second paragraph of Exhibit A hereto. Any cash performance based bonuses payable to the Executive payable under this Agreement (an “Annual Cash Bonus”) will be paid at the time the Company normally pays bonuses to its senior executives (subject to Section 5 hereof). The goals and weightings for the Annual Cash Bonus shall be as follows, and the metrics for the 2021 Annual Cash Bonus payable in 2022, shall be those set forth on Exhibit A hereto:
(i) Fifty percent (50%) of the Annual Cash Bonus shall be based on the achievement of Distributable Earnings per Share goals.
(ii) Twenty percent (20%) of the Annual Cash Bonus shall be based on the achievement of corporate capital growth goals.
(iii) Ten percent (10%) of the Annual Cash Bonus shall be based on the achievement of balance sheet management goals.
(iv) Ten percent (10%) of the Annual Cash Bonus shall be based on the achievement of efficiency goals.
(v) Ten percent (10%) of the Annual Cash Bonus shall be based on the achievement of goals with respect to the relative risk of the portfolio as measured by the average (over the four quarters of the applicable year) First Dollar LTV, and the average (over the four quarters of the applicable year) Last Dollar LTV, each measured by the loan to value ratio at the time, as applicable, of the original investment, investment maturity extension, investment modification or time of foreclosure/deed in lieu.
Annual Performance Cash Bonus. The Executive shall be entitled to receive additional bonus income (the “Performance Cash Bonus”) in an amount up to $450,000.00, based on the attainment by the Executive of certain financial, clinical development and business milestones (the “Performance Objectives”) as established annually by mutual agreement of the Board of Directors and the Executive. The Executive will have a target cash bonus equal to 50% of base salary, with the potential to be awarded up to 100% of base salary. The Performance Cash Bonus actually awarded for each annual period during the Term shall be pro-rated based on the percentage of Performance Objectives achieved for that annual period; however, the Board of Directors may, in its sole judgment, make discretionary adjustments to the Performance Cash Balance. The Board of Directors and the Executive shall, by mutual agreement, establish the Performance Objectives for each upcoming year in connection with the establishment of annual Corporate Goals.
Annual Performance Cash Bonus. For each fiscal year during the Employment Period, Executive shall be eligible to participate in the Annual Performance Cash Bonus Plan (the “Annual Performance Plan”), as it may be amended from time to time. Pursuant to the Annual Performance Plan, Executive shall be entitled to receive annual performance cash bonuses in an amount up to one hundred percent (100%) of his Base Salary (the "Performance Bonus") based upon the achievement of such performance metrics (the “Bonus Metrics”) established by the Compensation Committee. Any Performance Bonuses payable pursuant to the Annual Performance Plan shall be paid as soon as reasonably practicable after the end of each fiscal year to which the Performance Bonus relates, but in no event later than two and one-half (21/2) months after the end of such fiscal year. Executive acknowledges that he has no expectation that in any fiscal year there will be a Performance Bonus, and that the amount of the Bonus, if any, that the Executive may be granted may change from year to year as described in this Section 2.2. Subject to the Compensation Committee's discretion, and Section 3 of this Agreement, except to the minimum extent required in order to comply with the Employment Standards Act, 2000 (Ontario), as amended from time to time (the “ESA”), in no event shall Executive be eligible to receive a Performance Bonus, or any portion thereof, unless Executive is employed in good standing by the Company both at the time the amount of the Performance Bonus, if any, is determined by the Compensation Committee, and at the time such Performance Bonus, as so determined, is paid.
Annual Performance Cash Bonus. Upon meeting pre-determined periodic Key Performance Indicators (“KPIs”) every year, you will be eligible for an annual cash bonus of 45% of your base salary. Your KPI’s will be set by the mutual agreement of the Company and yourself within 60 days from your Employment Start Date (the “Cash Performance Bonus”). The Failure to establish KPI’s which is not the fault of the Company will exclude you from eligibility for the Performance Bonus. To qualify for the Cash Performance Bonus, you must meet the KPI’s.
Annual Performance Cash Bonus. The Executive shall be entitled to receive additional bonus income (the “Performance Cash Bonus”) in an amount up to $450,000.00, based on the attainment by the Executive of certain financial, clinical development and business milestones (the “Performance Objectives”) as established annually by mutual agreement of the Board of Directors and the Executive. The Executive will have a target cash bonus equal to 50% of Base Salary, with the potential to be awarded up to 100% of Base Salary. The Performance Cash Bonus actually awarded for each annual period during the Term shall be pro-rated based on the percentage of Performance Objectives achieved for that annual period; however, the Board of Directors may, in its sole judgment, make discretionary adjustments to the Performance Cash Bonus. In no event shall Executive’s target cash bonus be reduced below 50% of Base Salary. The Board of Directors and the Executive shall, by mutual agreement, establish the Performance Objectives for each upcoming year in connection with the establishment of annual Corporate Goals. Executive’s Performance Cash Bonus shall be paid at the time all other cash bonuses are paid to other executives of the Company but in no event later than March 31 of the following year.
Annual Performance Cash Bonus. (i) Prior to or within sixty (60) days of the beginning of each calendar year during the Term (each a “Performance Period”), the Board’s Compensation Committee (the “Committee”) and the Executive shall agree on the objective performance criteria dashboard (with respect to the Executive and POPT) that will serve as the basis for determining an annual performance cash bonus (the “Annual Performance Bonus”). The Executive shall have the opportunity to earn a maximum Annual Performance Bonus equal to 100% of the Company Salary; provided, that, with respect to the first Performance Period during the Term (beginning on the Effective Date and ending on December 31, 2010), the Executive shall be guaranteed an Annual Performance Bonus of not less than $375,000. The Annual Performance Bonus earned by the Executive for any Performance Period shall be paid within sixty (60) days after the end of the applicable Performance Period, provided the Executive is employed on the last day of such Performance Period, except as provided in Sections 7(a) and (d) below.
Annual Performance Cash Bonus. (i) Prior to or within sixty (60) days of the beginning of each calendar year during the Term (each a “Performance Period”), the Chief Executive Officer, the Committee and the Executive shall agree on the objective performance criteria dashboard (with respect to the Executive and POPT) that will serve as the basis for determining an annual performance cash bonus (the “Annual Performance Bonus”). The Executive shall have the opportunity to earn a maximum Annual Performance Bonus equal to 100% of the Company Salary; provided, that, with respect to the first Performance Period during the Term (beginning on the Effective Date and ending on December 31, 2010), the Executive shall be guaranteed an Annual Performance Bonus equal to not less than $100,000 (pro rated on a per diem basis for the number of days employed during 2010 divided by 365). The Annual Performance Bonus earned by the Executive for any Performance Period shall be paid within sixty (60) days after the end of the applicable Performance Period, provided the Executive is employed on the last day of such Performance Period.
(ii) If it is ever determined that any Annual Performance Bonus was paid to the Executive based on materially inaccurate financial statements or performance metrics, regardless of the Executive’s cause of or involvement in such inaccuracy, the Executive agrees to repay to the Company the gross amount of any such Annual Performance Bonus; provided, that notice is delivered to the Executive not later than twenty-four (24) months following the date of payment of such bonus. The Executive agrees to repay to the Company any such Annual Performance Bonus within thirty (30) days of notification in writing that such amounts are due to be repaid to the Company. If the Executive does not repay any such amounts within such thirty (30) day period, the Executive shall be liable for any costs, including reasonable legal fees, incurred by the Company in pursuing such repayment. The foregoing claw-back provision shall not apply to reduce the Annual Performance Bonus below the guaranteed amount for the calendar year 2010.
