COMPENSATION, EXPENSES, ETC. In consideration of performance of the services and activities hereby, the Company shall pay Employee compensation as follows: A. An initial base salary of forty-five thousand dollars ($65,000) per annum until such time as the Company is operational. At such time as the Company is operational, Employee's base salary shall increase to eighty thousand dollars ($90,000.00) per annum, payable semi-monthly in arrears. For the purposes of this Agreement, the Company shall be deemed to be "operational" at such a time as the Company executes a binding agreement(s) with a managed care organization(s) covering at least two thousand five hundred (2,500) lives. B. Employee shall receive an additional performance bonus (the "Bonus") equal to twenty percent (20%) of the Company's management bonus pool ("Management Bonus Pool"). The management Bonus Pool shall be equal to ten percent (10%) of the Company's annual pre-tax income, determined in accordance with generally accepted accounting principles ("GAAP"). However, in no case shall the Management Bonus Pool exceed five million dollars ($5,000,000.00) annually. In the event Employee terminates his employment agreement with the Company, his Bonus will be reallocated by the Board. In the event the Company is obligated in fiscal year 1998 to fund shortfall in its capital reserves to meet managed care contracting requirements, the Company shall defer payment of the Bonus due employee in fiscal year 1998 until fiscal year 1999 and such deferred Bonus shall not be included as part of the five million dollar ($5,000,000.00) cap on the Management Bonus Pool for that year. In the event this Agreement is terminated by the Company in accordance with section 5 herein, unless such termination is for Cause, Employee shall receive a pro rata portion of the Bonus. C. Three
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COMPENSATION, EXPENSES, ETC. In consideration of performance of the services and activities hereby, the Company shall pay Employee compensation as follows:
A. An initial base salary of forty-five thousand dollars ($65,00045,000) per annum until such time as the Company is operational. At such time as the Company is operational, Employee's base salary shall increase to eighty thousand dollars ($90,000.0080,000.00) per annum, payable semi-monthly in arrears. For the purposes of this Agreement, the Company shall be deemed to be "operational" at such a time as the Company executes a binding agreement(s) with a managed care organization(s) covering at least two thousand five hundred (2,500) lives.
B. Employee shall receive an additional performance bonus (the "Bonus") equal to twenty percent (20%) of the Company's management bonus pool ("Management Bonus Pool"). The management Bonus Pool shall be equal to ten percent (10%) of the Company's annual pre-tax income, determined in accordance with generally accepted accounting principles ("GAAP"). However, in no case shall the Management Bonus Pool exceed five million dollars ($5,000,000.00) annually. In the event Employee terminates his employment agreement with the Company, his Bonus will be reallocated by the Board. In the event the Company is obligated in fiscal year 1998 to fund shortfall in its capital reserves to meet managed care contracting requirements, the Company shall defer payment of the Bonus due employee in fiscal year 1998 until fiscal year 1999 and such deferred Bonus shall not be included as part of the five million dollar ($5,000,000.00) cap on the Management Bonus Pool for that year. In the event this Agreement is terminated by the Company in accordance with section 5 herein, unless such termination is for Cause, Employee shall receive a pro rata portion of the Bonus.
C. Three
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COMPENSATION, EXPENSES, ETC. In consideration of performance of the services and activities hereby, the Company shall pay Employee compensation as follows:
A. An initial base salary of forty-five thousand dollars ($65,00068,000) per annum until such time as the Company is operational. At such time as the Company is operational, Employee's base salary shall increase to eighty thousand dollars ($90,000.00) per annum, payable semi-monthly in arrears. For the purposes of this Agreement, the Company shall be deemed to be "operational" at such a time as the Company executes a binding agreement(s) with a managed care organization(s) covering at least two thousand five hundred (2,500) lives.
B. Employee shall receive an additional performance bonus (the "Bonus") equal to twenty percent (20%) of the Company's management bonus pool ("Management Bonus Pool"). The management Bonus Pool shall be equal to ten percent (10%) of the Company's annual pre-tax income, determined in accordance with generally accepted accounting principles ("GAAP"). However, in no case shall the Management Bonus Pool exceed five million dollars ($5,000,000.00) annually. In the event Employee terminates his employment agreement with the Company, his Bonus will be reallocated by the Board. In the event the Company is obligated in fiscal year 1998 to fund shortfall in its capital reserves to meet managed care contracting requirements, the Company shall defer payment of the Bonus due employee in fiscal year 1998 until fiscal year 1999 and such deferred Bonus shall not be included as part of the five million dollar ($5,000,000.00) cap on the Management Bonus Pool for that year. In the event this Agreement is terminated by the Company in accordance with section 5 herein, unless such termination is for Cause, Employee shall receive a pro rata portion of the Bonus.
C. Three
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COMPENSATION, EXPENSES, ETC. In consideration of performance of the services and activities hereby, the Company shall pay Employee compensation as follows:
A. An initial base salary of forty-five thousand dollars ($65,00090,000) per annum until such time as the Company is operational. At such time as the Company is operational, Employee's base salary shall increase to eighty thousand dollars ($90,000.00150,000.00) per annum, payable semi-monthly in arrears. For the purposes of this Agreement, the Company shall be deemed to be "operational" at such a time as the Company executes a binding agreement(s) with a managed care organization(s) covering at least two thousand five hundred (2,500) lives.
B. Employee shall receive an additional performance bonus (the "Bonus") equal to twenty percent (20%) of the Company's management bonus pool ("Management Bonus Pool"). The management Bonus Pool shall be equal to ten percent (10%) of the Company's annual pre-tax income, determined in accordance with generally accepted accounting principles ("GAAP"). However, in no case shall the Management Bonus Pool exceed five million dollars ($5,000,000.00) annually. In the event Employee terminates his employment agreement with the Company, his Bonus will be reallocated by the Board. In the event the Company is obligated in fiscal year 1998 to fund shortfall in its capital reserves to meet managed care contracting requirements, the Company shall defer payment of the Bonus due employee in fiscal year 1998 until fiscal year 1999 and such deferred Bonus shall not be included as part of the five million dollar ($5,000,000.00) cap on the Management Bonus Pool for that year. In the event this Agreement is terminated by the Company in accordance with section 5 herein, unless such termination is for Cause, Employee shall receive a pro rata portion of the Bonus.
C. ThreeAn automobile allowance in the amount of five hundred dollars ($500.00) per month, commencing at such a time as the Company is operational.
D. Four (4) weeks of compensated vacation which shall vest ratably throughout the year. Vacation accrued but unused at the end of the calendar year may be carried over into the following year and used in accordance with Company policy.
E. The Company shall make available such health benefits and any other benefits as it makes available to its executive employees.
F. Upon termination of this Agreement by mutual written agreement, death, or disability of the Employee, or change of control (where change of control shall mean (i) any transaction that has the result that stockholders of the Company immediately before such transaction cease to own at least fifty-one percent (51%) of the voting stock of the Company or of any entity that results from the participation of the Company in a reorganization, liquidation or any other form of corporate transaction; (ii) a merger, consolidation, reorganization, liquidation or dissolution in which the Company does not survive; or (iii) a sale, lease exchange or other disposition of all or substantially all the property and assets of the Company), the Employee shall receive a severance package equal to fifty percent (50%) of Employee's annual base salary at the time of termination, payable in six (6) equal monthly installments, beginning in the second calendar month following the month in which termination occurs. Employee shall be entitled to all holidays that are prescribed by the Company's policies and practices. The Employee shall be entitled to five (5) days paid sick
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