Equity Value Plan Sample Clauses

Equity Value Plan. The Company shall use its commercially reasonable efforts to obtain, at or prior to the Closing, all necessary consents to terminate its Equity Value Plan and the rights granted thereunder in a manner that will eliminate the Company's existing Liabilities under such plan and the units granted thereunder and will not result in any Liability or obligation being imposed on the Company, any of the Company's Subsidiaries, or any successor or assign of the Company.
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Equity Value Plan. A. At the time of an IPO or Sale of Purchaser, the participants in the Equity Value Plan will be entitled to receive the "Equity Value Plan Stock Consideration" consisting of additional stock in the case of an IPO or a sale of all or substantially all of the assets, or stock, or, at the option of the Purchaser, stock appreciation rights (the dollar equivalent value of the stock) in Purchaser in the case of a sale of 80% or more of the Stock of Prism in an amount to be determined by the following formula: Value of Stock or Appreciation Rights to = [*] x PGM Net Income [*] x [*]% be received by EVP By way of example, if Purchaser completes an IPO [*] and at the time of the offering, [*] and PGM Net Income was $22,500,000, Equity Value Plan Participants Stock Consideration would be computed as follows: $ [*] --------------- - $[*] x $22,500,000 [*] x [*]% = $[*] [*]% $[*] = [*]% of Purchaser Stock after ------------------------------------- offering $[*] Alternatively, if there is a Sale of Purchaser, i.e. if there is a sale of all or substantially all of the assets or all of the Stock in a private sale, [*] and, at the time of the sale, [*] and PGM Net Income was $22,500,000, the Equity Value Plan Stock Consideration would be computed as follows: $[*] x $22,500,000 [*] x [*]% = $[*] $[*] = [*]% of Purchaser Post-Sale ------------------------------------- Stock $[*] For purposes of this calculation, PGM Net Income and [*] will be determined on a trailing twelve-months basis. B. An earnout for the five-year period immediately after the Closing equal to 1.0% of PGM Net Income for each year during the first five year period (The Equity Value Plan Earnout Consideration"), which such consideration shall be paid to the Equity Value Plan regardless of whether there occurs an IPO or Sale of Purchaser. C. Notwithstanding anything to the contrary, the costs of establishing the Equity Value Plan shall be covered by or reimbursed from the payment of the Equity Value Plan Earnout Consideration to the Equity Value Plan. If the Purchaser Shareholders enter into any restriction on the sale of their stock for a period of time following any IPO, the Holders shall be subject to the same restriction with respect to stock received as Additional Consideration or Equity Value Plan Stock Earnout. If the Purchaser Shareholders generally obtain [*] or the rights to receive cash or other consideration in an IPO or Sale of Purchaser, the Holders shall be afforded such rights on a pro ra...
Sample 1
Equity Value Plan. Prior to the Effective Time, Bay Net Financial and Bank shall terminate the Bay Net Financial, Inc. Equity Value Plan and shall make cash payments totaling $541,739 to the participants thereunder as a result of such termination, with the amounts of individual payments and the names of the recipients of such payments being as set forth in Bay Net Disclosure Schedule 3.8(a).
Sample 1

Related to Equity Value Plan

  • Equity Incentive Plan The Option is a Nonqualified Option and subject to each and every provision of the Equity Incentive Plan which are incorporated by reference herein, as well as the terms and provisions set forth in this Stock Option Agreement and Notice of Grant (this “Stock Option Agreement”). The Equity Incentive Plan shall govern and be conclusive as to all matters not expressly provided for in this Stock Option Agreement. In the event of any conflict between the terms of this Stock Option Agreement and the Equity Incentive Plan, the terms of this Stock Option Agreement shall govern. All capitalized terms contained herein which are not otherwise defined herein shall have the meanings ascribed to them in the Equity Incentive Plan. By accepting the Option you agree to be bound by the provisions of the Equity Incentive Plan and this Stock Option Agreement. A copy of the Equity Incentive Plan has been previously provided to you.

  • Stock Option Plan The Executive shall be eligible to participate in the Company's Stock Option Plan in accordance with the terms and conditions thereof.

  • Long Term Incentive Plan The Executive shall be entitled to participate in the Company’s long-term incentive plan in accordance with its terms that may be in effect from time to time and subject to such other terms as the Board, in its sole discretion, may approve.

  • Incentive Bonus Plan Employee shall be eligible for a bonus opportunity of up to 65% of his annual base salary in accordance with the Company’s Incentive Bonus Plan as modified from time to time, payable in cash and/or equity of the Company (at the Company’s discretion). The bonus payment and the Company’s targeted performance shall be determined and approved by the Board or the compensation committee thereof.

  • Equity Incentive Plans Each stock option granted by the Company under the Company’s equity incentive plan was granted (i) in accordance with the terms of the Company’s equity incentive plan and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s equity incentive plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

  • Equity Award The Executive will be eligible to receive equity awards, if any, at such times and on such terms and conditions as the Board shall, in its sole discretion, determine.

  • Long-Term Incentive Plans During the Employment Period, the Executive shall be eligible to participate in any long term incentive compensation plan maintained by the Company on the terms established from time to time by the Board or the Compensation Committee of the Board, as applicable.

  • Grant Amount The maximum amount payable by the State under this Grant Agreement shall not exceed $<INSERT AMOUNT>.

  • Annual Incentive Plan Executive shall be entitled to participate fully in the Company's 1996 Management Incentive Compensation Plan, as amended (the "MICP"), and as may be further amended, modified, or replaced, from time to time, in accordance with the terms and conditions set forth herein and therein.

  • Share Option Plans Each share option granted by the Company under the Company’s share option plan was granted (i) in accordance with the terms of the Company’s share option plan and (ii) with an exercise price at least equal to the fair market value of the Ordinary Shares on the date such share option would be considered granted under GAAP and applicable law. No share option granted under the Company’s share option plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, share options prior to, or otherwise knowingly coordinate the grant of share options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

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