Common use of Compensation Benefits Etc Clause in Contracts

Compensation Benefits Etc. During the Employment Period, the Executive shall be compensated as follows: (a) The Executive shall receive an annual cash salary, payable not less frequently than semi-monthly, which is not less than (i) the average of the Executive's aggregate compensation from the Company and its subsidiaries during the two calendar years preceding the Effective Date (or such lesser period as the Executive shall have been employed by the Company or its subsidiaries), as reported on the Executive's Internal Revenue Service Forms W-2 (other than compensation relating to relocation expense; the grant, exercise or settlement of stock options; the sale or other disposition of shares received upon exercise or settlement of such options; the grant, vesting or settlement of stock grants made under the Company's 1983 and 1993 Stock Option and Grant Plans; or the sale or other disposition of shares received upon vesting or settlement of such grants), or (ii) at the Executive's sole option, exercised in writing within 90 days after the Effective Date, the Executive's average annual base salary from the Company and its subsidiaries during such two-year period (or such lesser period as the Executive shall have been employed by the Company or its subsidiaries). (b) The Executive shall be entitled to receive fringe benefits, employee benefits and perquisites (including, but not limited to, vacation, automobile, medical, disability, dental and life insurance benefits) which are at least as favorable to the Executive as the fringe benefits, employee benefits and perquisites provided directly or indirectly by the Company to executives with comparable duties. (c) If the Executive limits his compensation pursuant to subsection (a)(ii) to his or her average base salary (but not otherwise), he or she shall be eligible to participate in all stock option, restricted stock and other short-term and long-term incentive compensation plans and programs which provide opportunities to receive compensation which are at least as favorable to the Executive as the opportunities provided by the Company to executives with comparable duties. (d) Notwithstanding any other provision of this Agreement (whether in this Section 4, in Section 6 or elsewhere), (i) the Board of Directors may authorize an increase in the amount, duration and nature of and or the acceleration of any compensation or benefits payable under this Agreement, as well as waive or reduce the requirements for entitlement thereto, and (ii) the Company may deduct from amounts otherwise payable to the Executive such amounts as it reasonably believes it is required to withhold for the payment of federal, state and local taxes.

Compensation Benefits Etc. During the Employment Period, the Executive shall be compensated as follows: (a) The Executive In consideration of the services to be rendered by the Employee hereunder, the Company shall pay to the Employee, and he shall accept, compensation at an annual rate of (omitted), payable biweekly or monthly, at the Company's option. If the Company shall have satisfied the annual projections for a year as set forth in Schedule A annexed hereto, Employee shall receive an increase in annual cash salary, payable not less frequently than semi-monthly, which is not less than compensation in the amount of (iomitted) for the average next year of the Executive's aggregate compensation from term hereof. Any other provision of this Agreement to the Company and its subsidiaries during contrary notwithstanding, any commission payments due to the two calendar years preceding the Effective Date (or such lesser period as the Executive Employee by any party shall have been employed by the Company be paid directly to G&C, or its subsidiaries)appropriate subsidiary, as reported on and no other compensation, except compensation described herein, shall be due to the Executive's Internal Revenue Service Forms W-2 (other than compensation relating to relocation expense; the grant, exercise or settlement of stock options; the sale or other disposition of shares received upon exercise or settlement of such options; the grant, vesting or settlement of stock grants made under the Company's 1983 and 1993 Stock Option and Grant Plans; or the sale or other disposition of shares received upon vesting or settlement of such grants), or (ii) at the Executive's sole option, exercised in writing within 90 days after the Effective Date, the Executive's average annual base salary from the Company and its subsidiaries during such two-year period (or such lesser period as the Executive shall have been employed by the Company or its subsidiaries)Employee. (b) The Executive Employee shall receive health insurance and paid holidays, as are made available to other employees of the Company. The Employee shall receive 4 weeks of paid vacation/personal/sick days each year, which may be entitled taken at any time up to receive fringe benefits, employee benefits and perquisites (including, 6 months after the year of accrual but not limited tothereafter, vacation, automobile, medical, disability, dental and life insurance benefits) which are at least as favorable subject to the Executive as the fringe benefitsCompany's prior approval, employee benefits and perquisites provided directly which shall not be unreasonably withheld or indirectly by the Company to executives with comparable dutiesdelayed. (c) If The Employee shall receive reimbursement or inclusion on the Executive limits his compensation pursuant Company expense account for up to subsection (a)(ii) to his or her average base salary (but not otherwise)$1,000 per month of discretionary business expenses, he or she shall be eligible to participate in all stock option, restricted stock and other short-term and long-term incentive compensation plans and programs which provide opportunities to receive compensation which provided that receipts for such expenses are at least as favorable provided to the Executive as the opportunities provided by the Company to executives with comparable dutiesCompany, and $1,500 per month for car expenses. (d) Notwithstanding any other provision The Employee shall receive (omitted) options to purchase common stock in G&C, par value $.01 (the "Stock"), at an exercise price of this Agreement $8.75. The options shall be in the form of the Company's standard employee stock option and shall have a term of five (whether in this Section 4, 5) years from vesting. G&C shall register the issuance of the shares underlying such options with the Securities and Exchange Commission on Form S-8 and use its best efforts to maintain the effectiveness of such registration during the exercisability of said Options. (e) Except as hereinafter provided in Section 6 or elsewhere)6, (i) the Board of Directors may authorize an increase in the amount, duration and nature of and or the acceleration of any compensation or benefits payable under this Agreement, as well as waive or reduce the requirements for entitlement thereto, and (ii) the Company may deduct from amounts otherwise payable shall pay the Employee, for any period during which he is unable fully to the Executive such amounts perform his duties because of physical or mental (f) North Ridge shall continue to insure itself and employees, including Levy, under North Ridge's errors and omissions policy in effect as it of June 30, 1998 or under a reasonably believes it is required to withhold for the payment of federal, state and local taxescomparable occurrence-based policy.

Compensation Benefits Etc. During the Employment Period, the Executive shall be compensated as follows: (a) The Executive shall receive an annual cash salary, payable not less frequently than semi-monthly, which is not less than (i) the average of the Executive's aggregate compensation from the Company and its subsidiaries during the two calendar years preceding the Effective Date (or such lesser period as the Executive shall have been employed by the Company or its subsidiaries), as reported on the Executive's Internal Revenue Service Forms W-2 (other than compensation relating to relocation expense; the grant, exercise or settlement of stock options; the sale or other disposition of shares received upon exercise or settlement of such options; the grant, vesting or settlement of stock grants made under the Company's 1983 and 1993 Stock Option and Grant Plans; or the sale or other disposition of shares received upon vesting or settlement of such grants), or (ii) at the Executive's sole option, exercised in writing within 90 days after the Effective Date, the Executive's average annual base salary from the Company and its subsidiaries during such two-year period (or such lesser period as the Executive shall have been employed by the Company or its subsidiaries). (b) The Executive shall be entitled to receive fringe benefits, employee benefits and perquisites (including, but not limited to, vacation, automobile, medical, disability, dental and life insurance benefits) which are at least as favorable to the Executive as the fringe benefits, employee benefits and perquisites provided directly or indirectly by the Company to executives with comparable duties. (c) If the Executive limits his or her compensation pursuant to subsection (a)(ii) to his or her average base salary (but not otherwise), he or she shall be eligible to participate in all stock option, restricted stock and other short-term and long-term incentive compensation plans and programs which provide opportunities to receive compensation which are at least as favorable to the Executive as the opportunities provided by the Company to executives with comparable duties. (d) Notwithstanding any other provision of this Agreement (whether in this Section 4, in Section 6 or elsewhere), (i) the Board of Directors may authorize an increase in the amount, duration and nature of and or and/or the acceleration of any compensation or benefits payable under this Agreement, as well as waive or reduce the requirements for entitlement thereto, and (ii) the Company may deduct from amounts otherwise payable to the Executive such amounts as it reasonably believes it is required to withhold for the payment of federal, state and local taxes.

Compensation Benefits Etc. During the Employment Period, the Executive shall be compensated as follows: (a) The Company shall pay to Executive shall receive an annual cash salary, payable not less frequently than semi-monthly, which is not less than (i) the average of the Executive's aggregate compensation from the Company and its subsidiaries during the two calendar years preceding the Effective Date period of his employment hereunder a salary ("Salary") equal to $325,000 per annum. The Salary, less applicable income tax, employment tax and other required or such lesser period as the authorized withholdings, shall be paid to Executive shall have been employed by the Company or its subsidiaries), as reported on the Executive's Internal Revenue Service Forms W-2 (other than compensation relating to relocation expense; the grant, exercise or settlement of stock options; the sale or other disposition of shares received upon exercise or settlement of such options; the grant, vesting or settlement of stock grants made under in accordance with the Company's 1983 and 1993 Stock Option and Grant Plans; or the sale or other disposition of shares received upon vesting or settlement of such grants), or (ii) at the Executive's sole option, exercised in writing within 90 days after the Effective Date, the Executive's average annual base salary from the Company and its subsidiaries during such two-year period (or such lesser period as the Executive shall have been employed by the Company or its subsidiaries)regular payroll procedures. (b) The During the Term Executive shall will be entitled eligible to receive fringe benefitsearn an annual bonus of up to 150% of the Salary as provided in the following sentences of this Section 5(b). During each fiscal quarter of the Term, employee benefits Executive will be eligible to earn a portion of such bonus of up to 15% of the Salary upon the satisfaction of such "target" goals and perquisites (including, but not limited to, vacation, automobile, medical, disability, dental and life insurance benefits) which are at least objectives as favorable to the Executive as the fringe benefits, employee benefits and perquisites provided directly or indirectly may be agreed upon by the Company and Executive. The goals and objectives shall be based on the Company's performance on a quarterly basis; amounts that are not earned for a quarter may be earned based on the cumulative performance of the Company in later quarters of the same fiscal year. Executive will also be eligible to executives with comparable dutiesearn up to an additional 90% of the Salary to the extent that Lowe's consolidated performance for the year exceeds the "target" goals and objectives established under the Lowe's management incentive plan. The bonus payments, if any, shall be reduced by applicable income tax, employment tax and other required or authorized withholdings. (c) If As of the Effective Time (as defined in the Merger Agreement), Executive limits his compensation will be granted an option to purchase up to 70,000 shares of Lowe's common stock pursuant to subsection the Lowe'x Xxxpanies, Inc. 1997 Incentive Plan. The terms of such option shall be as set forth in the attached Exhibit A. (a)(iid) to his or her average base salary (but not otherwise), he or she shall Executive will be eligible to participate in all stock optionbenefit, restricted stock incentive, savings, retirement, welfare, fringe and other short-term and long-term incentive compensation plans and programs which provide opportunities that are available to receive compensation which are at least as favorable to other senior officers of the Executive as the opportunities provided by the Company to executives with comparable dutiesCompany. (de) Notwithstanding the foregoing and except as provided in Section 7, Executive shall not be entitled to receive any additional Salary or bonus (other provision than accrued but unpaid Salary and previously earned but unpaid bonuses) after Executive's employment with the Company and affiliates ends for any reason. The rights of Executive and his beneficiaries, if any, under retirement, welfare, fringe and other benefit programs of the Company after Executive's termination of employment shall be determined in accordance with the terms of such program. (f) The Company will pay Executive an additional payment of $100,000 (less applicable income tax, employment tax and other required or authorized withholdings), immediately before the consummation of the transactions contemplated by the Merger Agreement. (g) Executive shall be entitled to the number of paid vacation days per year to which he is entitled under the Company's vacation policy as in effect on the date of this Agreement (whether in this Section 4, in Section 6 or elsewhere), (i) the Board of Directors may authorize an increase in the amount, duration and nature of and or the acceleration of any compensation or benefits payable under this Agreement, as well as waive or reduce the requirements for entitlement thereto, and (ii) the Company may deduct from amounts otherwise payable to the Executive such amounts as it reasonably believes it is required to withhold for the payment of federal, state and local taxes.