Compensation During Employment Period. (a) During the Employment Period, the Executive will receive an annual base salary (“Annual Base Salary”), at least equal to the greater of (i) the highest annual base salary payable to the Executive by Fidelity in respect of the twelve full calendar month period immediately preceding the Commencement Date or (ii) the highest annual base salary rate of the Executive payable on and after the Commencement Date and prior to the Change of Control. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time so as to be substantially consistent with increases in base salaries generally awarded in the ordinary course of business to other peer executives of Fidelity. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. The Annual Base Salary will not be reduced thereafter nor shall any such increase during the Employment Period be reduced thereafter. In the event a Change of Control occurs and the Executive has previously incurred a Termination of Employment within the one (1) year period prior to the Change of Control, if the Executive’s Compensation for the period of the Executive’s employment hereunder during that one (1) year period prior to the Change of Control is less than a prorated portion of the Executive’s Annual Base Salary for that same period of employment, then on the first business day of the calendar month following the Change of Control the difference between the Compensation for the period of employment during the prior year and the prorated Annual Base Salary for the period of employment shall be paid to the Executive in a lump sum payment, net of any applicable tax withholding or similar obligations.
(b) During the Employment Period, the Executive will be entitled to participate in all incentive plans (including, without limitation, stock option, stock purchase, savings, supplemental medical and retirement plans) and other programs and practices applicable generally to other peer executives of Fidelity, but in no event will such plans and other programs, practices, including policies to provide the Executive with incentive opportunities, savings opportunities and retirement and other benefit opportunities, in each case, be less favorable, in the aggregate, than those provided by Fidelity for the Executive under such plans, practices, policies and program as in effect at any time on and after the Commencement Date and prior t...
Compensation During Employment Period. As compensation for the services to be rendered by Executive to the Company during the Employment Period, Executive shall be paid the following compensation and other benefits:
Compensation During Employment Period. (a) During the Employment Period, the Executive will receive an annual base salary ("Annual Base Salary"), at least equal to the base salary paid or payable to the Executive by Jefferson and its Affiliates in respect of the twelve-month period immediately preceding the Change of Control Date. During the Employment Period, the Annual Base Salary will be increased at any time and from time to time as will be substantially consistent with increases in base salary generally awarded in the ordinary course of business to other peer executives of Jefferson and its Affiliates. Any increase in Annual Base Salary will not serve to limit or reduce any other obligation to the Executive under this Agreement. Annual Base Salary will not be reduced after any such increase.
(b) During the Employment Period, the Executive will be entitled to participate in all incentive (including, without limitation, stock incentive), savings, retirement, split dollar life insurance plans, practices, policies and programs applicable generally to other peer executives of Jefferson and its Affiliates, but in no event will such plans, practices, policies and programs provide the Executive with incentive opportunities (measured with respect to both regular and special incentive opportunities, to the extent, if any, that such distinction is applicable), savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than those provided by Jefferson and its Affiliates for the Executive under such plans, practices, policies and program as in effect at any time during the six (6) months immediately preceding the Change of Control Date, provided that the Executive's total incentive compensation for each fiscal year during the Employment Period will be not less than the total incentive compensation paid or payable to the Executive by Jefferson and its Affiliates in respect of the fiscal year immediately preceding the Change of Control Date.
(c) During the Employment Period, the Executive and/or the Executive's family, as the case may be, will be eligible for participation in and will receive all benefits under welfare benefit plans, practices, policies and programs provided by Jefferson and its Affiliates (including, without limitation, medical, prescription, dental, disability, salary continuance, employee life, group life, accidental death and travel accident insurance plans and programs) to the extent applicable generally to other peer executives of Je...
Compensation During Employment Period. During the Employment Period, Employee shall be entitled to the following compensation:
(i) The Company shall pay to Employee a monthly base salary in an amount which is at least equal to Employee's highest base monthly salary in effect during the 12-month period immediately preceding the Effective Date.
(ii) The Company shall pay to Employee an annual cash bonus (the "Required Bonus"), payable within 45 days after each anniversary of the Effective Date, in an amount which is at least equal to the greater of (A) the highest annual bonus paid to Employee in respect of any of the three fiscal years of the Company ended immediately preceding the Effective Date or (B) the bonus which would otherwise be required to be paid to Employee under the EVA Plan for the applicable period.
(iii) The Company shall continue to provide all employee benefit programs and fringe benefits, including ,without limitation, incentive, savings, bonus, welfare benefit, reimbursement and retirement plans and the provision of Company automobile or allowance, and permit Employee to participate therein at rates of participation and on terms and conditions which are at least equal to the most favorable rates of participation and terms and conditions available to Employee at any time during the 120-day period immediately preceding the Effective Date.
(iv) All cash compensation payable pursuant to this Section shall be subject to all withholding and deductions required by applicable law.
Compensation During Employment Period. As long as the Executive remains employed by the Company during the Employment Period, the Company agrees to pay or cause to be paid to the Executive, and the Executive agrees to accept in exchange for the services rendered hereunder by the Executive, the following compensation:
Compensation During Employment Period. During the Employment Period, the Executive shall be compensated as follows:
(a) The Executive shall receive an annual salary which is not less than his Annual Base Compensation immediately prior to the Employment Period, payable in accordance with the normal payroll practices of the Company (or its applicable affiliate).
(b) The Executive shall be entitled to participate in annual cash-based incentive compensation plans which, in the aggregate, provide bonus opportunities which are not materially less favorable to the Executive than the greater of (i) the opportunities provided by the Company or its affiliates for executives with comparable levels of responsibility as in effect from time to time; and (ii) the opportunities provided to the Executive under all such plans in which he was participating prior to the Employment Period, which bonuses shall be paid in accordance with the terms of the applicable bonus arrangement.
(c) The Executive shall be eligible to participate in other incentive compensation plans and other employee benefit plans on a basis not materially less favorable to the Executive than that applicable to other executives of the Company or its affiliates with comparable levels of responsibility as in effect from time to time.
Compensation During Employment Period. The Company shall pay to Mr. Xxxxxxxxx xxxe salary compensation at the rate of $1,150,000 per year until January 1, 1999, and thereafter as determined by the Compensation Committee of the Company's Board of Directors.
Compensation During Employment Period. For all services rendered by Dehaemers to the Company during the Employment Period, the Partnership Entities and each of the other downstream affiliates of the Partnership Entities (the Partnership Entities and such downstream affiliates, the “Constituent Companies”), the Company will pay Dehaemers an annualized base salary of $500,000 (“Base Salary”), which will accrue and be payable in arrears in accordance with the Company’s general payroll practices (and any increase in Base Salary during the Employment Period shall then be referred to as “Base Salary” for the purposes of this Agreement). In addition, the Company will pay Dehaemers cash bonus compensation of $1,000,000 for each full or partial calendar year (each a “Bonus Year”) that Dehaemers is employed by the Company during the Employment Period (the “Annual Bonus”); provided however, if Dehaemers’s employment hereunder is terminated by the Company for Cause (as defined below) prior to December 31st of the applicable Bonus Year, Dehaemers shall not be entitled to the Annual Bonus for such Bonus Year. If earned, the Annual Bonus for a Bonus Year shall be paid to Dehaemers in a lump sum within 30 days after December 31st of such Bonus Year (or, as otherwise provided in Section 8, if paid earlier). All payments made, and benefits provided, by the Company to Dehaemers under this Agreement are subject to any applicable withholding and other applicable taxes.
Compensation During Employment Period. As compensation in full for his services hereunder and for his entering into a separate and distinct non-competition arrangement as part of his Employment Agreement, Triumph shall cause Company to pay Employee a base salary at the rate of $150,000 per year ("Base Salary") for the fiscal year ending March 31, 1998, payable in monthly payments from the date hereof, less applicable payroll deductions, subject to such increases in Base Salary during the Employment Period as shall be approved by the Board of Directors of Triumph Group, Inc., the parent corporation of Triumph. In addition, Employee will be eligible to receive a target annual bonus of 50% of Base Salary, with an overachievement potential of up to 100% of Base Salary, in accordance with the bonus plan available to senior executives of Triumph's operating companies based upon the achieving the operational and financial goals set forth on Appendix I to his agreement, subject to such deferral arrangements as are provided in the Triumph Supplemental Executive Retirement Plan effective April 1, 1994 (the "Supplemental Retirement Plan") or otherwise approved by the Board of Directors of Triumph Group, Inc.. For the fiscal year ending March 31, 1998, Triumph agrees that Employee's bonus shall be no less than $30,000. Triumph further agrees that, during the Employment Period, Employee shall be entitled to (a) reasonable vacations without cessation of salary payments consistent with Triumph's policies applicable thereto; (b) hospitalization and health and major medical benefits consistent with the existing policies of Company; (c) group term life insurance coverage of $350,000, (d) reimbursement for travel and entertainment expenses related to Business consistent with policies of Triumph; (d) participation in the Triumph Group, Inc. 1996 Stock Option Plan at levels consistent with senior executives of Triumph operating companies, (e) the travel and accidental death life insurance program, and the short term disability and insured long term disability programs applicable to Triumph's operation company presidents, and (f) such other benefits, including sick leave and eligibility for the Triumph Group, Inc. 401(k) plan, as are made generally available to other managers of companies within Triumph occupying similar positions.
Compensation During Employment Period. During the Employment Period:
(i) You will receive an annual base salary of $572,000, payable in accordance with the normal payroll practices of the Company in effect from time to time. Your performance will be reviewed by the Compensation Committee of the Board on an annual basis in conjunction with an annual salary review.
(ii) You will be eligible to receive an annual cash incentive bonus with a target amount equal to 55% of your then-current annual base salary (the “Target Bonus”). Your bonus will be subject to the terms of the applicable bonus plan developed and approved by the Board or the Compensation Committee of the Board in consultation with you. Any bonus awarded will be paid on or before March 15 of the calendar year immediately following the year for which the bonus was awarded, subject to your employment at the end of the calendar year for which the bonus is due, except as otherwise expressly provided for herein. Your annual bonus will be pro-rated for any partial year of service as President and Chief Executive Officer.
(iii) You will be eligible to participate in any and all benefit programs that the Company establishes and makes available to its employees from time to, time, provided that you are eligible under (and subject to all provisions of) the plan documents that govern those programs. Benefits are subject to change at any time in the Company’s sole discretion. You will be entitled to paid time off in accordance with the policies of the Company.
(iv) The Company will reimburse you for all reasonable business expenses incurred by you in the performance of your duties, subject to the Company’s expense reimbursement policies applicable to senior executives in effect from time to time.
