Incentive Pool. There shall be an incentive for all bargaining unit members in each year of this agreement, as follows: A group incentive pool and should not be confused with individual merit. Recognizing the need for the entire district to perform better, this 1% pool will be for all bargaining unit members and paid as either a lump sum or in tax-sheltered annuity. The 1% will be divided into eight (8) categories based on the district targets for improvement. Each target will be weighted at .125%. If the district hits all targets the sum will be 1% of the individual’s salary (for example: A teacher making $55,000 would receive $550). If the district hits a percentage of the targets the bonus will be prorated (for example, Seven targets achieved means 7/8 or .875%). This incentive pool will reset on an annual basis, based upon the targets achieved by the district in that year. In any year that bonuses are awarded, each individual bargaining unit member shall elect to receive his or her bonus as a lump sum or a payment to a tax-sheltered annuity. Payment shall be made no later than September 1 of the following school year in which the district target(s) was reached. Any teacher who leaves the District due to resignation or retirement at the end of the school year when the district target(s) was reached remains eligible to receive this payment. (See Appendix D)
Incentive Pool. To provide an incentive to the Principal Officers and other key employees of the Companies, the Companies shall establish an incentive compensation pool (“Incentive Pool”) from which they will authorize distributions of bonuses to such employees (“Bonus Distributions”). The terms of any incentive compensation plan with respect to the Incentive Pool shall be determined by the Principal Officers, subject to Board approval. The Incentive Pool shall be equal to the balance (if any) of the RNOR remaining after subtraction of all Company Expenditures other than Bonus Distributions with respect to a financial year. The Management Committee of Permal pursuant to Section 2(b) (the “Management Committee”) shall recommend to the Permal Board (as hereinafter defined) the recipients and amounts of all Bonus Distributions. Bonus Distributions shall be paid for the period beginning on the date of the Initial Closing and ending on March 31, 2006 and for the semi annual periods ending on September 30 and March 31, thereafter, upon, and subject in all respects to, approval by the Permal Board, it being understood that Bonus Distributions for periods ending on March 31 will be paid during the following April, and those for the periods ending on September 30 will be paid during the following October; provided, however, that a Bonus Distribution for a period ending on March 31, will be subject to a 5% retention, with any adjustment in the amount of such Bonus Distribution as a result of the annual audit of the Companies’ financial statements for such period to be applied against such retention and the balance thereof to be paid during the following May. The Common Shareholders and the Preferred Shareholders will use their best efforts to cause the members of the Board respectively designated by them to act pursuant to the preceding sentence in a reasonable and timely manner. Bonus Distributions shall not be paid in excess of the total of the current Incentive Pool. Notwithstanding anything to the contrary in this Agreement, no Bonus Distributions shall be paid or committed to any employee of any of the Companies unless and until Permal is current with respect to its required distributions of the Common Shareholders’ Payments, or, in lieu thereof, the payment in full of principal of and interest on all working capital loans made pursuant to Section 2(i). Nothing contained in this Agreement shall establish or be deemed to constitute an obligation of the Companies to any particul...
Incentive Pool. As soon as practicable following the Effective Time, Parent shall grant awards under a bonus program (collectively, the “Incentive Awards”) with an aggregate value equal to $20 million to the Persons and in the amounts set forth on Schedule 8.12(a). The Incentive Awards shall be subject to such terms and conditions as determined by Parent as set forth in an award agreement evidencing the applicable Incentive Award (each an “Award Agreement”), the form of which shall be subject to the Company’s prior review and comment, which comments shall be considered in good faith. Each such Award Agreement shall provide that the Incentive Awards (1) may be settled in cash or in Parent Common Stock at the sole discretion of Parent, (2) shall be scheduled to vest in full on the first anniversary of the Closing Date, subject (for holders other than the holders identified on Schedule 8.12(b)) to the holder of such Incentive Awards continuing to provide service through the vesting date, and shall be settled as soon as reasonably practicable following the vesting date, but in any event not later than thirty days thereafter (the “Settlement Date”). Notwithstanding the foregoing, a holder of an Incentive Awards (A) whose service to the Company is terminated by the Company without Cause (as defined in Parent’s Change of Control and Severance Policy) or who resigns for Good Reason shall remain entitled to his or her Incentive Award to the same extent as if such Person has continued to provide services through the vesting date, or (B) who is listed on Schedule 8.12(b) shall not be subject to any continued service requirement and, in all cases, shall remain entitled to his or her Incentive Award without regard to any otherwise-applicable continued service requirements.
Incentive Pool. Parent shall have received documentation that establishes a $3 million incentive pool for employees of the Company funded by Xxxxxxx X.X. Xxxxxxx and certain other Company Stockholders in such form and substance that is reasonably acceptable to Parent.
Incentive Pool. During the Term, in addition to the Base Cash Consideration and Additional Consideration, within 90 days following each Threshold Date, the Company shall pay the Officers' Co. an amount equal to 75% of the Incentive Pool. Fifteen percent of such amount shall be payable in cash and 85% shall be payable in the form of registered shares of Stock; provided, that no cash payment will be payable under this Section 7 prior to the consummation of a Viable Financing; and, provided, further, that if the Board in its sole discretion shall determine in good faith that the payment of the Officers' Co.'s share of the Incentive Pool in cash would have a materially adverse effect on the Company, then the Officers' Co.'s share of the Incentive Pool shall be paid in such greater proportion of registered shares of Stock as the Board deems necessary to avoid such materially adverse effect.
Incentive Pool. A pool of Distributions representing 12.5% of the total Distribution issued by the Company (“Incentive Pool”) shall be further set aside as incentives to employees and management of the Company or American Medical REIT, to be distributed as follows:
Incentive Pool. To provide an incentive to the Principal Officers and other key employees of the Companies, the Companies shall establish an incentive compensation pool ("Incentive Pool") from which they will authorize distributions of bonuses to such employees ("Bonus Distributions"). The Incentive Pool shall be equal to the balance (if any) of the Retained Operating Revenues remaining after subtraction of all Company Expenditures other than Bonus Distributions with respect to a year. The Chief Executive Officer of PCM Holdings (the "CEO") shall recommend to the Management Committee of PCM Holdings pursuant to Section 2(b) (the "Management Committee") the recipients and amounts of all Bonus Distributions. Bonus Distributions in any given year shall be paid annually upon, and subject in all respects to, approval by the PCM Holdings Board, which approval shall not be unreasonably withheld or delayed. Bonus Distributions shall not be paid in excess of the sum of (i) the current Incentive Pool and (ii) to the extent the Company has not distributed all or part of the Incentive Pool for a prior fiscal year, all or part of such previously undistributed Incentive Pool amounts. Notwithstanding anything to the contrary in this Agreement, no Bonus Distributions shall be paid or committed to any employee of any of the Companies unless and until PCM Holdings is current with respect to its required distributions of the Xxxx Xxxxx Distribution, including the payment in full of principal of and interest on all working capital loans made pursuant to Section 2(f). Nothing contained in this Agreement shall establish or be deemed to constitute an obligation of the Companies to any particular employee of any of the Companies to pay bonuses or other compensation to such employee, or restrict the right of the Companies to terminate the employment of any employee at any time, with or without cause.
Incentive Pool. 54 8.13 Post-Closing Employee Matters. 55 8.14 Promised Option Waivers. 56 ARTICLE IX CONDITIONS TO THE MERGER 56 9.1 Conditions to Obligations of Each Party to Effect the Merger. 56 9.2 Conditions to the Obligations of Parent and Sub. 56 9.3 Conditions to Obligations of the Company. 59 ARTICLE X SURVIVAL OF REPRESENTATIONS, WARRANTIES AND COVENANTS 59
Incentive Pool
