Compensation and Other Matters Sample Clauses

Compensation and Other Matters. (a) The Placement Agent shall be entitled, on each Closing, as compensation for its services as Placement Agent under this Agreement, a commission equal to 10% of the gross subscription proceeds received by the Company. (b) In addition to the compensation payable to the Placement Agent set forth in clause (a) above, the Company shall pay the Placement Agent a non-accountable expense equal to 3% of the gross subscriptions received by the Company payable on the date hereof. (c) The Placement Agent shall have a right to receive notice of all meetings of the Company's Board of Directors and to have a representative present at all meetings of the Board of Directors. (d) The Company agrees that, for a period of three (3) years from the date hereof, it shall not solicit any offer to buy from or offer to sell to any person introduced to the Company by the Placement Agent in connection with the Offering, directly or indirectly, any securities of the Company or of any other entity, or provide the name of any such person to any other securities broker or dealer or selling agent. In the event that the Company or any of its affiliates, directly or indirectly, solicits, offers to buy from or offers to sell to any such person any such securities, or provides the name of any such person to any other securities broker or dealer or selling agent, and such person purchases such securities or purchases securities from any other securities broker or dealer or selling agent, the Company shall pay to the Placement Agent an amount equal to 10% of the aggregate purchase price of the securities so purchased by such person. (e) In the event that subscriptions have been received in escrow prior to the expiration of the Offering Period and accepted by the Company, the Placement Agent shall thereafter have an irrevocable right of first refusal for a period of three years from the final Closing to sell for the account of the Company, or any subsidiary of or successor to the Company any securities of the Company or any such subsidiary or successor of the Company, that the Company or any such subsidiary or successor may seek to sell through an underwriter, placement agent or broker-dealer whether pursuant to registration under the Act or otherwise. The Company, any such subsidiary or successor will consult with the Placement Agent with regard to any such offering and will offer the Placement Agent the opportunity to purchase or sell any such securities on terms not more favorable to the C...
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Compensation and Other Matters. In consideration of the performance and observance by Consultant of his agreements hereunder, Corporation during the term of this Agreement shall: a) Pay Consultant $70,000 per annum, payable pro rata on a monthly basis in arrears; b) Reimburse Consultant or pay directly for up to $5,000 per annum for financial services provided to Consultant by AYCO; and c) Provide continued coverage to Consultant under the Limited Executive Medical Plan of the Corporation, such coverage to be provided to Consultant at a cost equal to the COBRA premium applicable to such coverage. Normal COBRA period for such coverage to begin at the termination of this Agreement for the statutory period and thereafter retiree medical premiums and coverages under the Viad Corp Medical Plan shall apply. Equivalent coverage will be provided in the event that COBRA is or becomes unavailable.
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Compensation and Other Matters. As compensation in full for the ------------------------------- services to be rendered by the Employee hereunder, the Employer shall pay, and the Employee shall accept, the compensation set forth in Exhibit B, which compensation shall be subject to all applicable federal, state and local withholding taxes. Employee will not accept any rebates, "kickbacks" or other third party payments unless all such amounts are immediately remitted in full to Employer upon receipt by Employee. Employer may elect to provide Employee with additional benefits or compensation as Employer may determine in its sole and absolute discretion, but, Employer shall not be obligated to provide any such benefits or compensation to Employee during the term hereof.
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Compensation and Other Matters. As compensation in full for the services to be rendered by the Employee hereunder, the Employer shall pay, and the Employee shall accept, the compensation set forth on the Job Description Memorandum, which compensation shall be subject to all applicable federal, state and local withholding taxes and paid in accordance with the Employer's payroll policy. Employee will not accept any rebates, "kickbacks" or other third party payments unless all such amounts are immediately remitted in full to Employer upon receipt by Employee. The Employee also shall receive such additional compensation and benefits as set forth in Exhibit A and as the Employer may provide to its employees in the Employer's Employee Manual, which currently provides, without limitation, (i) family medical and dental coverage, (ii) life insurance in the amount of $100,000, (iii) short and long term disability insurance, (iv) accidental death and dismemberment insurance, (v) vacation, (vi) holidays and (vii) sick leave; provided, however, the Employee expressly acknowledges and agrees that the Employer may, in its sole and absolute discretion, add to, delete from or otherwise change such Employee Manual and/or compensation and benefits at any time. The Employee is also eligible for a discretionary bonus in December 1997 and any respective December thereafter as Employer may determine in its sole and absolute discretion, but Employer shall not be obligated to provide any such bonus to Employee during the term hereof.
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Compensation and Other Matters 
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Related to Compensation and Other Matters

  • COMPENSATION AND OTHER FEES As compensation for the services provided by Xxxxxx xxxxxxxxx, the Company agrees to pay to Xxxxxx: (A) The fees set forth below with respect to the Placement: 1. A cash fee payable immediately upon the closing of the Placement and equal to 6% of the aggregate gross proceeds raised in the Placement. Additionally, a cash fee payable within 48 hours of (but only in the event of) the receipt by the Company within 12 months of the Closing Date of any proceeds from the exercise of the Warrants sold in the Placement that are solicited by the Placement Agent and otherwise in compliance with Financial Industry Regulatory Authority (“FINRA”) Rule 5110 equal to 5% of the aggregate cash exercise price received by the Company upon such exercise, if any (the “Warrant Solicitation Fee”), provided, however, the Warrant Solicitation Fee shall be reduced (before any reduction to the Xxxxxx Warrants described in the last sentence of Section A.2 below or any reduction to the expense reimbursement to Xxxxxx in Section B below) to the extent (and only to the extent) that Xxxxxx’x aggregate compensation for the Placement, as determined under FINRA Rule 5110, would otherwise exceed 8%. Such determination of the actual Warrant Solicitation Fee shall be made promptly following completion of the Placement and communicated in writing to the Company. 2. Such number of warrants (the “Xxxxxx Warrants”) to be issued to Xxxxxx or its designees at the Closing to purchase shares of Common Stock equal to 5% of the aggregate number of Shares sold in the Placement. The Xxxxxx Warrants shall have the same terms as the Warrants (if any) issued to the Purchasers in the Placement except that the exercise price shall be at least 125% of the public offering price per share, but in any event not less than the Warrant exercise price, and the expiration date shall be November 27, 2012. The Xxxxxx Warrants shall not have antidilution protections or be transferable for six months from the date of the Offering except as permitted by FINRA Rule 5110, and further, the number of Shares underlying the Xxxxxx Warrants shall be reduced if necessary to comply with FINRA rules or regulations. Such determination of the actual number of Shares underlying the Xxxxxx Warrants shall be made promptly following completion of the Placement and communicated in writing to the Company. (B) The Company also agrees to reimburse Xxxxxx’x expenses (with supporting invoices/receipts) up to a maximum of 0.8% of the aggregate gross proceeds raised in the placement, but in no event more than $30,000 and only in the event the Placement has been consummated. If payable, such reimbursement shall be paid immediately upon the closing of the Placement.

  • Litigation and Other Notices Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company obtains actual knowledge thereof: (a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto; (b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect; (c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect; (d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and (e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.

  • Compensation and Other Benefits Subject to the provisions of this Agreement, the Company shall pay and provide the following compensation and other benefits to the Executive during the Term as compensation for services rendered hereunder:

  • Salary and Other Compensation As compensation for the services to be rendered by the Employee to the Company pursuant to this Agreement, the Employee shall be paid the following compensation and other benefits:

  • Servicing and Other Compensation The Servicer, as compensation for its activities hereunder, shall be entitled to receive, on or prior to each Distribution Date, the amounts provided for as the Servicing Fee and as reimbursement for Nonrecoverable Advances, Servicing Advances and reimbursement for Advances, all as specified by Section 5.09. The amount of compensation or reimbursement provided for shall be accounted for on a Mortgage Loan-by-Mortgage Loan basis. Additional servicing compensation in the form of assumption fees, prepayment fees and late payment charges shall be retained by the Servicer, to the extent permitted by applicable law. The Servicer shall be required to pay all expenses incurred by it in connection with its servicing activities hereunder (including the fees and expenses of the Trustee and any Sub-Servicer) and shall not be entitled to reimbursement therefor except as specifically provided in Sections 5.09 and 5.21.

  • Field Examination and Other Fees Subject to any limitations set forth in Section 5.7(c), Borrowers shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Loan Party or its Subsidiaries performed by or on behalf of Agent, and (ii) the fees, charges or expenses paid or incurred by Agent if it elects to employ the services of one or more third Persons to appraise the Collateral, or any portion thereof.

  • Administrative and Other Fees The Borrower agrees to pay the administrative and other fees of the Administrative Agent as provided in the Fee Letter and as may be otherwise agreed to in writing from time to time by the Borrower and the Administrative Agent.

  • Vacation and Other Leave During the Period of Employment, the Executive shall accrue and be entitled to take paid vacation in accordance with the Company’s vacation policies in effect from time to time, including the Company’s policies regarding vacation accruals; provided that the Executive’s rate of vacation accrual during the Period of Employment shall be no less than three (3) weeks per year. The Executive shall also be entitled to all other holiday and leave pay generally available to other executives of the Company.

  • Executive and Other Committees The Trustees by vote of a majority of all the Trustees may elect from their own number an Executive Committee to consist of not less than two members to hold office at the pleasure of the Trustees, which shall have the power to conduct the current and ordinary business of the Trust while the Trustees are not in session, including the purchase and sale of securities and the designation of securities to be delivered upon redemption of Shares of the Trust or a Series thereof, and such other powers of the Trustees as the Trustees may delegate to them, from time to time, except those powers which by law, the Declaration of Trust or these By-Laws they are prohibited from delegating. The Trustees may also elect from their own number other Committees from time to time; the number composing such Committees, the powers conferred upon the same (subject to the same limitations as with respect to the Executive Committee) and the term of membership on such Committees to be determined by the Trustees. The Trustees may designate a Chairman of any such Committee. In the absence of such designation the Committee may elect its own Chairman.

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