Compensation and Other Consideration. Unless subsequently modified by the Company and Executive in writing, the issuance of the Shares constitutes the Executive's compensation.
Compensation and Other Consideration. Unless subsequently modified by the Company and Employee in writing, the issuance of the Shares constitutes the Employee’s compensation.
Compensation and Other Consideration. Unless subsequently modified by the Company and Executive in writing, the Company agrees to pay Executive gross wages in the amount of $24,000, and the issuance of common stock in the Company valued at $24,000 as of the close of business, 5:00 p.m. Mountain Savings Time on the date of the first anniversary of the Effective Date stated in Section A to this Condition No. 2, plus any other benefits under this Condition No.
Compensation and Other Consideration. Subject to Section 5(a), in consideration of the Services, including the services and duties of Xxxxxxxxx as Interim CEO, during the Retention Term:
(a) Fox shall pay to Vulcan (or its designee or designees) an annual fee in readily available funds in an amount equal to $700,000 (the “Annual Fee”), payable in arrears in equal semi-monthly installments on or about the 15th and the last day of each calendar month (each a “Payment Date”) during the Retention Term, commencing on the first Payment Date following the Effective Date (the first installment to be pro rated from the Effective Date to the applicable Payment Date).
(b) Vulcan shall also be eligible to receive from Fox in respect of the secondment of Xxxxxxxxx the following incentive fees:
(i) an incentive fee payable annually (pro rated for each portion of a calendar year) (the “Incentive Fee”) equal to the sum of (A) an escalating percentage of $500,000 (the “Maximum First Tier Incentive Fee”) plus (B) an escalating percentage of $250,000 (the “Maximum Second Tier Incentive Fee”), where each such applicable escalating percentage is a function of actual EBITDA (as defined below) for the applicable calendar year (or pro rated portion thereof) as compared to EBITDA as budgeted for such calendar year and approved by the Board of Directors of Fox (“Budgeted EBITDA”), all as set forth in the table below (for purposes of this Section 2(b)(i), “EBITDA” shall mean, for each calendar year, consolidated net income of Fox and its subsidiaries for such year plus, to the extent deducted in determining such consolidated net income, interest expense, income tax expense, depreciation and amortization): £ 90% 0% 0% ³110% 100% 100%
Compensation and Other Consideration. In consideration for the services Executive performs during the term of this Agreement, and subject to his compliance with the conditions, obligations, and other provisions contained in this Agreement, Executive shall receive the following:
Compensation and Other Consideration. Unless subsequently modified by the Company and Executive in writing, the Company agrees to continue paying Executive any and all compensation earned and/or discussed according to Condition No.1, and the Company agrees to negotiate an increase in compensation to Executive at such time the Company’s Board of Directors and Executive terminates Condition No.1 in favor of Condition No.2, and the Company agrees to the issuance of Twenty-Five Thousand (25,000.00) Shares of additional common stock in the Company to the Excutive as of the close of business, 5:00 p.m. Mountain Savings Time on the date of the first anniversary of the Effective Date stated in Section A to this Condition No. 2, plus any other benefits under this Condition No.
Compensation and Other Consideration a. Separation Pay - Xxxxx shall receive a lump sum of $85,000, payable on the date of separation, which consists of the Employee Stock Ownership Trust as described in paragraph 2(d) and Stock Options as described in paragraph 2 (h) , less required withholdings, as separation pay. In addition, Xxxxx shall receive the sum of $511,200.16, less required withholdings, during each of the years of 1998 and 1999 pursuant to his A.C.I. employment agreement. Xxxxx shall have the option of determining when in each year the payment is to be made.
b. Medical, Dental and Vision Insurance - Following the termination of Xxxxx'x present L-P-paid coverages upon Xxxxx'x last regular workday, Xxxxx will be offered medical, vision and dental continuation coverage pursuant to the Federal Consolidated Omnibus Reconciliation Act ("COBRA")at Xxxxx'x own expense.
c. Other Insurance - Business Accident Travel insurance will cease on Xxxxx'x last regular workday. Personal Accident Insurance and Long Term Disability will continue until the last regular workday for which a Personal Accident Insurance and Long Term Disability payroll deduction for Xxxxx is taken.
d. Employee Stock Ownership Trust - Xxxxx acknowledges that as of his last regular workday, he has 1,250 shares vested in this trust but that he has no further rights in the trust.
Compensation and Other Consideration a. Separation Pay - Malkewitz shall receive a lump sum equal to 52 weeks' base pay, or $199,500, less required withholdings.
b. Medical, Dental and Vision Insurance - Following the termination of Malkewitz's present L-P-paid coverages upon Malkewitz's last regular workday, Malkewitz will be offered medical, vision and dental continuation coverage pursuant to the Federal Consolidated Omnibus Reconciliation Act ("COBRA"), at L-P's expense through February 28, 1999. Thereafter, Malkewitz will be required to make any such payments at her own expense.
c. Other Insurance - Business Accident Travel insurance will cease on Malkewitz's last regular workday. Personal Accident Insurance and Long Term Disability will continue until the last regular workday for which a Personal Accident Insurance and Long Term Disability payroll deduction for Malkewitz is taken.
d. Employee Stock Ownership Trust - Malkewitz acknowledges that as of her last regular workday, she will not have completed the five (5) years of service required for vesting and therefore has no further rights in this trust.
e. Employee Stock Purchase Plans - Nothing in this Agreement will affect or impair Malkewitz's rights under the Employee Stock Purchase Plans offered to L-P employees.
f. Annual Bonus - Malkewitz's 1998 annual bonus, if any, less required withholdings, will be determined at the Board of Directors Meeting held the first quarter of 1999. Any annual bonus will be based upon the level of attainment of individual goals for 1998 under L-P's Annual Cash Incentive Award Plan for executive officers or, where applicable, the executive's contract bonus amount for 1998 if this amount is greater. Malkewitz acknowledges that such annual bonus is not due or owing for purposes of Oregon law until the date on which it is determined.
Compensation and Other Consideration. (a) The Company shall compensate Xxxxxxxx for his services under this Agreement as follows:
(i) The Company will pay Xxxxxxxx a base consulting fee of $100,000 (the "Base Fee") for the services described in Sections 3(a) through 3(d) above, which Base Fee shall be payable in equal quarterly installments, without deduction for federal, state and local taxes.
(ii) The Company shall compensate Xxxxxxxx for additional requested services as described in Section 3(e) above by payment of an additional consulting fee of $800 for each half day and $1,600 for each full working day (the "Additional Fee"). The Additional Fee shall be paid to Xxxxxxxx at the same time as the Company makes payment of its regular employee payroll following each half day served, without deduction for federal, state and local taxes.
(iii) Xxxxxxxx shall be reimbursed for his reasonable out-of- pocket expenses incurred in the performance of his duties hereunder for approved business related travel and other expenses, provided that Xxxxxxxx submits to the Company reasonably detailed receipts with respect thereto.
(b) In consideration of Xxxxxxxx'x willingness to enter into this Agreement and to perform the obligations and provide the services referred to in this Agreement, the Board of Directors has authorized by all appropriate corporate action the continuance of the options held by Xxxxxxxx listed on Exhibit A attached hereto for the remaining term of such options as indicated on Exhibit A.
(c) In consideration of Xxxxxxxx'x separation from the Company as well as his willingness to enter into this Agreement and to perform the obligations and provide the services referred to in this Agreement, the Company shall provide at the Company's expense health insurance and dental insurance to Xxxxxxxx and his spouse for the remainder of each of their lives with substantially similar benefits as the health insurance and dental insurance currently provided to Xxxxxxxx and his spouse, provided that, notwithstanding the foregoing, the Company may change the benefits offered to Xxxxxxxx and his spouse in the Company's discretion if such change (i) is effected for executive officers of the Company, or (ii) is reasonably required by the Company and does not materially change the benefits offered to Xxxxxxxx and his spouse, provided, however, that a material change shall not include a change in the dentists, physicians and providers available under a dental or medical reimbursement plan.
Compensation and Other Consideration. (a) Upon execution of this Agreement, Company shall make a one-time payment of $750,000 in consideration of the additional staffing and other costs Hall will experience at Long Meadow Ranch as a result of the loss of the full-time services of Hall as a consequence of his responsibilities under this Agreement. Hall shall forego the retainer and cash meeting fees payable to members of the Board, but will retain stock option grants to Board members.
(b) Hall shall be paid a monthly fee of $50,000 and a minimum annual cash bonus payment of $400,000, with any higher amounts of stock or cash incentives as may be determined in the discretion of Board, acting upon recommendations of the Board's Compensation Committee.
(c) Hall shall have an office and full-time executive assistant at one of the Company's offices as Company and Hall jointly designate.
(d) Hall will not be a participant in Company's health, insurance, profit sharing or other employee benefit plans.
(e) All travel by Hall will be by first class, commercial or private aircraft as appropriate to the travel itinerary.
(f) Hall shall be reimbursed for any business expenses incurred in the performance of their duties in keeping with Company policies and as approved by the Board.
