Incentive Plan Payments. If you qualify for severance, you will also receive (i) any Annual Executive Incentive Plan (“AEIP”) payment for the calendar year preceding your termination, if it was not previously paid to you, and (ii) a portion of the AEIP payment you have earned during the year of termination, prorated based upon the number of your complete months of employment during the year. These AEIP payments will be made at the same time such payments are normally made for the applicable year to executives who continue in employment, but in any event by March 15 of the calendar year following your termination of employment. Amounts are payable based on actual performance. In addition, if you qualify for severance and you have five or more years of service or you have attained age 55, you will be eligible for payment of an award under the Long-Term Incentive Plan (LTIP), regardless of your age at termination, as follows. For termination before a Change in Control, your award will be determined and paid in the same manner as awards to employees who retire at or after age 55 under the LTIP. For termination after a Change in Control, awards will be paid in accordance with the terms of the LTIP.
Incentive Plan Payments. (i) Upon the date on which bonuses earned under Ferro’s Annual Incentive Plan (the “AIP”) and the U.S. Incentive Plan (the “USIP”) for calendar year 2014, if any, generally are paid to eligible employees of Sellers who are not Transferred Employees, Seller shall pay to Buyer an amount sufficient to pay to the Transferred Employees who remain employed by Buyer or any of its Subsidiaries as of December 31, 2014, or who have retired between the Closing Date and December 31, 2014, the 2014 bonus amounts, if any, earned by such Transferred Employees under AIP and the USIP for calendar year 2014 together with the amount of payroll, employment or other Taxes required to be paid by Buyer in connection with the payment of such amounts. Buyer will promptly use such amount to pay such bonuses to the Transferred Employees (subject to applicable withholding).
(ii) In determining the bonus amounts payable to each eligible Transferred Employee under the AIP (w) such bonus amounts will be equal to or greater than the 2014 AIP payment such Transferred Employee would have received, if any, if such Person remained an employee of a Seller (and had not become a Transferred Employee), (x) such bonus amounts will be determined in accordance with the terms of the AIP as communicated to the Transferred 50 Employees prior to the date hereof, and (y) except as otherwise provided in this Section 8.01(b)(ii) Sellers shall not use bonus criteria or factors that are less favorable to the Transferred Employees than those used for Sellers’ other employees.
(iii) In determining the bonus amounts payable to each eligible Transferred Employee under the USIP (w) such amounts will be equal to the sum of: (A) the site-specific performance amount payable to such Transferred Employee, plus (B) 100% of such Transferred Employee’s 2014 corporate performance amount in each case determined as if such Transferred Employee had remained an employee of Seller, (x) such bonus will be determined in accordance with the terms of the USIP as communicated to the Transferred Employees prior to the date hereof, and (y) Sellers shall not use bonus criteria or factors that are less favorable to the Transferred Employees than those used for Sellers’ other employees.
Incentive Plan Payments. Subject to the terms of this Agreement and the Company’s 2024 Annual Incentive Plan (the “2024 Plan”), solely to the extent Executive’s employment terminates on the End Date or in accordance with Section 1(a)(ii), Executive shall receive Executive’s annual bonus in respect of fiscal year 2024, pro-rated for the number of days Executive is employed in 2024, through the Separation Date, and based on actual individual and Company performance (the “Prorata Bonus”). The Prorata Bonus will be payable at such time as annual bonuses are otherwise paid to senior executives of the Company, but in no event later than March 15, 2025. Executive acknowledges and agrees that, other than as specified in Section 2 and this Section 3, Executive shall not be eligible to receive any other payment under the 2024 Plan or any subsequent year’s annual incentive plan, or any other cash incentive plan.
Incentive Plan Payments. All payments required to be made under the At-A-Glance Long-Term Incentive Plan effective February 1, 1998, as a result of the transactions contemplated by this Agreement, shall have been made as of the Closing.
Incentive Plan Payments. Pursuant to the terms of the Chameleon Management Incentive Plan dated December 22, 2004, the Chameleon Management Incentive Award Agreement dated December 23, 2004, as amended January 27, 2005, the Chameleon Key Employee Incentive Plan dated December 22, 2004, the several Chameleon Key Employee Incentive Agreements dated December 23, 2004 and subsequent discussions between Buyer and Chameleon, upon the Closing, Buyer agrees to make the following payments: (i) $80,000 in cash and $60,000 in Buyer Preferred Stock (which stock will be subtracted from the Aggregate Stock Consideration Amount) to Dale Quick and (ii) $55,000 in cash to certain individuals who, priox xx the Closing, were employees of Chameleon.
Incentive Plan Payments. Subject to Buyers receiving sufficient funds from Ferro to make the payments provided for in this Section 8.01(l), upon the later of (A) the date on which bonuses earned under Ferro’s Annual Incentive Plan (the “AIP”) and U.S. Incentive Plan (the “USIP”) for calendar year 2014, if any, generally are paid to eligible employees of Sellers who are not Transferred Employees or Union Employees and (B) the date on which Buyer receives written notice, Buyer will pay (subject to applicable withholding by Buyer and payment by Buyer of any applicable payroll taxes) to the Transferred Employees and Union Employees who remain employed by Buyer or any of its Affiliates as of December 31, 2014, or who have retired between the Closing Date and December 31, 2014, the 2014 bonus amounts, if any, earned by such Transferred Employees or Union Employees under the AIP and the USIP for calendar year 2014, as calculated pursuant to this Section 8.01(l), in each case as determined by Ferro in its sole and absolute discretion.
