Executive Payments Sample Clauses

Executive Payments. The Executive shall pay an amount of premium ------------------ equal to the amounts set forth in Schedule A calculated as the value ---------- of the economic benefit attributable to the life insurance protection provided to the Executive under the Agreement. The value of the economic benefit shall be calculated by using the lower of the P.S. 58 rates or the Insurer's lowest published yearly renewable term rate times the excess of the current death proceeds over the Company's total value of its share of the premium. The amount of premium will change as coverage changes. The Company shall remit that amount to the Insurer. The amount shall be paid by the Executive to the Company by payroll deductions of equal installments during the Policy Year or by a full reimbursement at the beginning of the Policy Year.

Executive Payments. The Sellers shall cause any Executive Payments which are the obligation of the Companies or the Sellers to be paid by the Companies prior to Closing.

Executive Payments. Schedule 6.5 hereto lists all stock option rights, stock appreciation rights, phantom stock rights, equity-based bonus rights or similar rights outstanding with respect to Waldorf Entities (collectively, the "Executive Rights"). On or prior to the Closing Date, Frey ▇▇▇reholders shall cause Waldorf Entities to make all payments and to take all other actions necessary to satisfy and to terminate in full all of the Executive Rights. To the extent that the total amount of such payments exceeds Seven Million Four Hundred Fifteen Thousand Five Hundred Twelve Dollars and Sixty-Two Cents ($7,415,512.62), Frey ▇▇▇reholders agree, jointly and severally, to (i) reimburse Purchaser for such excess amount (the "Excess Amount"), and the cash payment otherwise payable to Shareholders pursuant to Section 1.2 hereof shall be reduced by the Excess Amount and (ii) indemnify Purchaser, in the manner prescribed in and subject to the requirements of Section 10 hereof, from, against and in respect of any liability, costs and expenses arising from (aa) any failure to so satisfy and terminate in full the Executive Rights, (bb) any claim based on securities law violations including, without limitation, violations in connection with the Executive Rights or (cc) any claim based on the redemption of stock by the Waldorf Entities including, without limitation, the January, 1995 redemption of common stock disclosed in Schedule 4.4 (excluding payment of the promissory notes identified in Item 4.4.1).

Executive Payments. Parent shall pay or cause the Companies to pay all Executive Payments at or prior to the Closing.

Executive Payments. The fees of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ for tax services to the Executive will be paid by the Company to the extent that those fees, together with any other payments made to the Executive under the discretionary Executive Payments Scheme by the Company for 1996, do not exceed US $10,000 (excluding VAT).

Executive Payments. Section 5.11 of the Company Schedule sets forth (a) the percentage allocation to individual employees of Company of payments pursuant to the Bonus Plan (the "Bonus Payments"), (b) payments to be due all executives of Company in connection with the Merger or the termination of their employment at or prior to the Effective Time denoted as "Specified Payments" therein and (c) all other payments (the "Other Payments") to be due to all executives of Company in connection with the Merger or the termination of their employment at or prior to the Effective Time, other than payments for unreimbursed business expenses due and payable in the ordinary course of business of Company. Company will pay the Bonus Payments and the Other Payments in full immediately prior to the Effective Time. Parent will assume the obligation to pay the Specified Payments at the Effective Time and any amounts in excess thereof shall be deemed Other Payments.

Executive Payments. All Executive Payments which are the obligation of the Shareholders or the Company are listed on Exhibit 5.5. To the extent that any Executive Payments are not made at or Prior to Closing, the Purchase Price shall nonetheless be reduced by such unpaid Executive Payment Amounts at Closing and the Company shall make such payments at its next regularly scheduled payroll following the Closing; provided, however, that such Executive Payments shall be deemed to have accrued prior to the Closing for accounting purposes.