Compensation and Expense Reimbursements. The amount and timing of the compensation to be paid by Client to Consultant (the “Fees”), together with any invoicing requirements, shall be set forth in each Statement of Work.
Compensation and Expense Reimbursements. In consideration for its services pursuant to this Agreement, ITWA shall receive the following compensation and expense reimbursements:
(A) CASH The Client will pay to ITWA a fee equal to $6,000 upon the execution of this Agreement by both parties hereto, $5,000 on the 8th day of each month for the following two (2) months thereafter, and $3,000 for the next nine (9) months, for a total of twelve (12) months.
(B) WARRANTS As additional compensation, PCNA irrevocably grants to ITWA warrants to purchase 225,000 shares of its common stock (the "Warrants"), fully vested and immediately exercisable at the prices listed below and until the expiration dates listed below. The shares underlying the Warrants shall be subject to restriction from sale, pledge, or hypothecation for periods of time described below (a "Lock-up"), after which the shares underlying the Warrants shall be freely salable or otherwise tradable.
Compensation and Expense Reimbursements. (a) During the term of Executive’s employment under this Employment Agreement, his monthly base salary shall be $10,000, less applicable withholdings, to be paid in accordance with the Company’s normal payroll practices.
(b) Executive will comply with the Company’s expense reimbursement policy, except in instances where the CEO has given prior written approval to a variance.
(c) On or about March 1, 2012, provided that Executive executes and does not revoke the release of claims in the form set forth in Exhibit A (the “First Release”), the Company will pay Executive $140,000 in cash, less applicable withholding. This payment constitutes sufficient consideration for the releases of claims contained in the First Release and represents an amount to which Executive would not otherwise be entitled.
(d) On or about February 1, 2013, the Company will pay Executive $137,500 in cash, less applicable withholding, in full settlement of all unvested options and restricted stock previously awarded to Executive and any claim for unused vacation, provided that he executes and does not revoke a release of claims at such time and in a form substantially similar to the First Release (“Second Release”), as determined by the Company (the “Second Payment”). For avoidance of doubt, the Second Payment will be in full settlement of Executive’s rights under all unvested Equity Awards previously granted to him by the Company. This Second Payment constitutes sufficient consideration for the releases of claims contained in the Second Release and represents an amount to which Executive would not otherwise be entitled. Effective February 1, 2012, all of Executive’s unvested options and restricted stock for which the restrictions have not lapsed as of such date under the Equity Awards will be cancelled and forfeited and Executive will have no further rights thereunder; provided, however, that Executive will be eligible to exercise any vested options pursuant to their terms and to retain any shares of restricted stock for which the restrictions lapsed prior to February 1, 2012 (subject to the terms of the Equity Awards).
Compensation and Expense Reimbursements. In consideration for its services pursuant to this Agreement ITWA shall receive the following compensation expense reimbursements.
Compensation and Expense Reimbursements. Immediately upon consummation of the Financing Transaction, the Consultant will be reimbursed for all of the Consultants expenses, a non-recourse amount of $100,000 from the proceeds of the Financing.
Compensation and Expense Reimbursements. The amount and timing of the compensation to be paid by Client to Consultant (the “Fees”), together with any invoicing requirements, shall be set forth in each SOW.
Compensation and Expense Reimbursements. For all services rendered to GGE during the term of this agreement, Xxxxxxxx shall receive monthly compensation of $5,000.00. In addition, Xxxxxxxx shall be entitled to reimbursement of reasonable and properly documented expenses incurred in rendering services as an independent contractor hereunder including, but not limited to, $.36 per mile for travel expenses.
Compensation and Expense Reimbursements. The Company shall not pay the Manager any salary or other compensation for acting as Manager.
Compensation and Expense Reimbursements. The Advisory Board will be compensated as follows:
8.1 The members of the Advisory Board shall receive an annual retainer fee for their services, including the right to defer such compensation as is currently provided by MSA Holdings, and shall be entitled to reimbursement for expenses and indemnification against third party claims, all as provided for under the Merger Agreement. Such compensation shall be paid on a quarterly basis.
8.2 In consideration for the annual retainer fee, the Advisory Board will meet four (4) times in the first year of the Term in accordance with the past schedule of the MSA Holdings Board of Directors meetings.
8.3 Thereafter, the Advisory Board will meet on such occasions as the members deem necessary or as requested by AFI MHC, not to exceed four (4) times per year, at no additional compensation.
8.4 At any time during the Term, a special meeting may be called pursuant to this charter to discharge the obligations of the Advisory Board under the Merger Agreement.
8.5 AFI MHC may from time to time request that one or more members of the Advisory Board perform services outside the scope of the basic duties of the Advisory Board; any such request shall include an offer of such additional compensation as AFI MHC deems appropriate.
8.6 In addition to the provisions of subsection 8.5 above, in the event the Advisory Board reasonably determines that it is necessary and appropriate to take action with respect to an alleged violation of a post-closing covenant as provided for in the Merger Agreement, and provided that the Advisory Board has notified AFI MHC of such alleged violation promptly after making such determination, then any settlement of, or award arising out of, any claim brought by the Advisory Board in connection with such alleged violation shall include reasonable compensation for time actually spent by any Advisory Board member in connection with such claim, in excess of the four (4) meetings described in Section 8.3.
Compensation and Expense Reimbursements
