Incentive Awards and Shared Loss Obligations Sample Clauses

Incentive Awards and Shared Loss Obligations. CIN may be eligible for Incentive Awards in accordance with the terms of the MSSP or a Commercial Program Agreement. CIN will use and/or distribute each Incentive Award in accordance with the applicable Incentive Award Methodology. To the extent CIN receives Incentive Awards for a Commercial Program and distributes all or a portion of such Incentive Awards to Participants, You shall only be entitled to receive a distribution for Incentive Awards associated with Commercial Programs in which You and Your applicable Providers have participated during the applicable period. CIN understands and agrees that it will not enter into Commercial Program Agreements that include downside risk until such time as the Board of Managers determines that CIN is capable to manage such downside risk. If CIN enters into a Commercial Program Agreement that has a Shared Loss Obligation, CIN will satisfy the obligation in accordance with the applicable Shared Loss Payment Methodology for such Commercial Program Agreement. As compensation for Your provision of MSSP Services, You may also be entitled to receive a distribution of a portion of any Incentive Award received by CIN for CIN’s participation in the MSSP. Any such distribution will be made in accordance with the applicable Incentive Award Methodology as determined by CIN. As an Other Entity, You will not be liable for any Shared Loss Obligation in relation to the MSSP.
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Incentive Awards and Shared Loss Obligations. CIN may be eligible for Incentive Awards in accordance with the terms of Program Agreements. CIN will use and/or distribute each Incentive Award in accordance with the applicable Incentive Award Methodology. To the extent CIN receives Incentive Awards and distributes all or a portion of such Incentive Awards to Participants, You shall only be entitled to receive a distribution for Incentive Awards associated with Programs in which You and Your applicable Providers have participated during the applicable period. CIN understands and agrees that it will not enter into Program Agreements that include downside risk until such time as the Board of Managers determines that CIN is capable to manage such downside risk. If CIN enters into a Program Agreement that has a Shared Loss Obligation, CIN will satisfy the obligation in accordance with the applicable Shared Loss Payment Methodology for such Program Agreement.

Related to Incentive Awards and Shared Loss Obligations

  • Incentive Awards a) The Executive shall participate in the Company's annual incentive plan for senior-level executives as in effect from time to time, subject to the performance standards set by the Compensation Committee. Payment of any annual incentive award shall be made at the same time that such awards are paid to other senior-level executives of the Company. The Executive's annual incentive award target shall be set by the Compensation Committee. b) The Executive shall be eligible to receive grants under the Company's long-term incentive plans as in effect from time to time; provided, however, that the size, type and other terms and conditions of any such grant to the Executive shall be determined by the Compensation Committee.

  • Long-Term Incentive Awards The Executive shall participate in any long-term incentive awards offered to senior executives of the Company, as determined by the Compensation Committee.

  • Performance Obligations The Purchaser shall have performed in all respects all obligations required to be performed by it under this Agreement at or prior to the Closing.

  • Performance Awards With respect to any Performance Award, the length of any Performance Period, the Performance Goals to be achieved during the Performance Period, the other terms and conditions of such Award, and the measure of whether and to what degree such Performance Goals have been attained will be determined by the Board.

  • Performance Obligation 11.1 Interconnection Customer's Interconnection Facilities 11.2 Participating TO's Interconnection Facilities 11.3 Network Upgrades and Distribution Upgrades

  • Performance Bonuses The Executive will be eligible to receive an annual cash bonus at an annualized rate of up to 40% of his base salary, based on the achievement of reasonable individual and Company performance targets to be established by the Company and Parent.

  • Awards 1. The disputing parties may agree on a resolution of the dispute at any time before the tribunal issues its final award. 2. Where a tribunal makes a final award against either of the disputing parties, the tribunal may award, separately or in combination, only: (a) monetary damages and any applicable interest; and (b) restitution of property, in which case the award shall provide that the disputing Member State may pay monetary damages and any applicable interest in lieu of restitution. 3. A tribunal may also award costs and attorneys fees in accordance with this Agreement and the applicable arbitration rules. 4. A tribunal may not award punitive damages. 5. An award made by a tribunal shall have no binding force except between the disputing parties and in respect of the particular case. 6. Subject to paragraph 7 and the applicable review procedure for an interim award, the disputing party shall abide by and comply with an award without delay. (15) 7. The disputing party may not seek enforcement of a final award until: (a) in the case of a final award under the ICSID Convention: (i) 120 days has elapsed from the date the award was rendered and no disputing party has requested revision or annulment of the award; or (ii) revision or annulment proceedings have been completed; (b) in the case of a final award under the ICSID Additional Facility Rules, the UNCITRAL Arbitration Rules, or the rules selected pursuant to Article 33(1)(e): (i) 90 days have elapsed from the date the award was rendered and no disputing party has commenced a proceeding to revise, set aside, or annul the award; or (ii) a court has dismissed or allowed an application to revise, set aside, or annul the award and there is no further appeal. 8. A claim that is submitted for arbitration under this Section shall be considered to arise out of a commercial relationship or transaction for purposes of Article 1 of the New York Convention. 9. Each Member State shall provide for the enforcement of an award in its territory.

  • Performance Share Awards On the Performance Share Vesting Date next following the Executive's date of death, the number of Performance Shares that shall become Vested Performance Shares shall be determined by multiplying (a) that number of shares of Company Common Stock subject to the Performance Share Agreement that would have become Vested Performance Shares had no such termination occurred; provided, however, in no case shall the number of Performance Shares that become Vested Performance Shares exceed 100% of the Target Number of Performance Shares set forth in the Performance Share Agreement, by (b) the ratio of the number of full months of the Executive's employment with the Company during the Performance Period (as defined in the Performance Share Agreement) to the number of full months contained in the Performance Period. Vested Common Shares shall be issued in settlement of such Vested Performance Shares on the Settlement Date next following the Executive’s date of death.

  • Long-Term Incentive Award During the Term, Executive shall be eligible to participate in the Company’s long-term incentive plan, on terms and conditions as determined by the Committee in its sole discretion taking into account Company and individual performance objectives.

  • Equity Incentive Awards The Executive shall be eligible to receive grants of equity-based long-term incentive awards, which may include options to purchase Company stock, performance or restricted stock units and Company restricted stock contributions to Company’s deferred compensation plan, or other equity-based awards. Such awards shall be determined in the discretion of the Board and the Executive shall be eligible for consideration for such awards in the same manner as other senior executive officers of the Company. In the event of a Change of Control in which the surviving or acquiring corporation does not assume the Executive’s outstanding equity-related awards (including options and equity-based awards granted both before and after the Effective Date) or substitute similar equity-related awards of substantially equivalent value, such equity-related awards shall immediately vest and become exercisable if the Executive’s service with the Company has not terminated before the effective date of the Change of Control; provided, however, that the foregoing provision shall only apply if the Company is not the surviving corporation or if shares of the Company’s common stock are converted into or exchanged for other securities or cash.

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