Competitive Assessment. Notwithstanding the foregoing paragraphs 3 through 6, if, in connection with the annual review of your Salary and Target Bonus, it is determined that your annualized target compensation package (consisting of Salary, Target Bonus and target long-term incentives, without regard to any deferrals) is, in the aggregate, less than that of other chief executive officer(s) of comparably-sized diversified media and entertainment companies (to be determined by the Compensation Committee with input from its independent compensation consultant), the Compensation Committee will consider an increase to your annual target compensation package, taking into account the financial and stock performance of Employer relative to other diversified media and entertainment peer companies and, in particular, to the comparably-sized diversified media and entertainment companies that have chief executive officers whose annualized target compensation exceeds yours.
Competitive Assessment. (A) Customer shall have the right, at any time during the Term, but after a one-year period from the Effective Date of this Framework Agreement and/or at regular intervals as set forth in the Transaction Agreement, to benchmark or competitively assess any of the Products or Services being performed by Supplier, to ensure that such Products or Services are competitive with respect to price, quality, service and technology. Customer may consult with Supplier in advance regarding the definition and specifications of each such Product or Service to be benchmarked or competitively assessed, provided that Customer shall finally determine such definitions and specifications.
(B) Supplier shall, at Customer's reasonable request, prepare and provide, or cooperate with Customer or its consultants in the preparation or provision of, comparative competitive information and data verifying the competitive nature of the Products or Services being performed or that are available from Supplier, in such frequency, methodology and detail as required by Customer, including but not limited to the provision of access to Customer and its consultants. Customer agrees to select one or more experienced benchmarking companies which are not generally considered to be direct competitors of Supplier and such benchmarking companies shall be subject to the same confidentiality requirements the Customer is subject to under the Agreements.
(C) If the written benchmarking report indicates, in Customer's reasonable judgment, that all or part of the Products or Services provided by Supplier are not competitive with respect to price, quality, service or technology, then Customer shall provide Supplier with a copy of the benchmark results and the Parties shall negotiate in good faith to adjust the related price, quality, service or technology of the Products or Services to meet the benchmark results or such other standards as the Parties may have agreed to during the review period. If the Parties are unable to reach an agreement on price adjustments to meet the benchmark results or such other standards as the Parties may have agreed to during the review period, Customer shall have the right to procure such benchmarked Products and Services under the terms of Section 1.7 and such procurement shall be deemed a termination without any penalties.
Competitive Assessment. Notwithstanding the foregoing Section 2.1, 2.2, 2.3, 2.4, 2.5, 2.6, 2.7, 2.8 and 2.9, if, in connection with the annual review of all compensation and consideration contained therein, it is determined that Executive’s annualized target compensation package (consisting of Base Salary, Target Bonus, Additional Bonuses and target long-term incentives, without regard to any deferrals) is, in the aggregate, less than that of other chief executive officer(s) of comparably-sized diversified media and entertainment companies (to be determined by the Compensation Committee with input from its independent compensation consultant), the Compensation Committee will consider an increase to Executive’s annual target compensation package, taking into account the financial and stock performance of the Company relative to other diversified media and entertainment peer companies and, in particular, to the comparably-sized diversified media and entertainment companies that have chief executive officers whose annualized target compensation exceeds Executive’s.
Competitive Assessment. Subsections 5.6(A) and (B) of the Framework Agreement shall apply to this Transaction Agreement. Notwithstanding anything to the contrary in the foregoing: (i) Customer shall conduct, or have conducted on its behalf, no more than one benchmark or competitive assessment per year period after the initial one-year period, (ii) Supplier shall only be required to provide such information in such frequency, methodology and detail which is reasonably required by Customer, and (iii) the bench marking company performing the benchmark or competitive assessment shall execute a non-disclosure agreement substantially in the form set forth in Exhibit I prior to its conduct of such assessment. Changes to the non-disclosure agreement may only be made with the written consent of Supplier.
Competitive Assessment. A competitive assessment task was carried out comparing the SUBITO system against current state of the art unattended baggage technologies. The scope of the assessment was limited to comparing the functionality of SUBITO against existing products in the marketplace. The main constraint of the evaluation was the level of access and detail that could be obtained from sources about the capability of the systems investigated. It was decided that the assessment would focus on existing products in the marketplace as these are the most mature systems. A number of avenues were explored to identify a list of systems/companies for the assessment. This included: Gathering information from past SUBITO activities, internet searches for products with unattended baggage/object capability, requesting information from partners & in-house capability experts and contacting companies requesting information on the capability of their systems relating to unattended objects. The assessment focussed on functional capabilities as a full comparison of the functional and performance capability of systems was not appropriate or feasible due to the level of access and detail available. The criteria used for the assessment was based on the SUBITO primary objectives [Ref 1]: • Detect UB events • Identify an owner • Locate current position of owner • Pre and post event owner track data for UB event The criteria also included the basic functionality required (detection, classification, tracking, and behavioural analysis) as well as underlying enabling technologies (3D detection & tracking, PTZ, carried object detection, face detection & recognition, concept of ownership & social relations) that can be utilised to provide a more robust solution (one of the key drivers of the SUBITO project). An assessment of the underlying enabling technologies and general capabilities of the surveyed products allowed a top level comparison against the main SUBITO objectives to be carried out. The results are shown below in Table 3-4: Detect UB events Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes Identify an owner No No No No No No No No Yes No Yes Locate current position of owner No No No No No No No No Yes No Yes Pre & post event tracking of owner No No No No No No No No Yes No Yes The results showed that, as expected, all the systems investigated have the basic image and behavioural analysis capability required to detect unattended baggage events. Some systems include more complex image and behavioural an...
