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 R&A, R&A shall establish an incentive compensation pool ("Incentive Pool"),which shall be equal to the balance (if any) of the Retained Operating Revenues remaining after subtraction of all Company Expenditures (other than the Incentive Pool) with respect to a fiscal year. The Incentive Pool shall be used by R&A to make cash bonus payments to such Principal Officers and key employees ("Incentive Pool Bonus Distributions"), and the entire Incentive Pool in the aggregate shall be paid as Incentive Pool Bonus Distributions with respect to each fiscal year. The Management Committee shall recommend to the Board of Directors of R&A (the "Board") the recipients and amounts of any Incentive Pool Bonus Distributions, and Incentive Pool Bonus Distributions shall be paid promptly following the completion of each fiscal year (and determination of amounts under Section 2(e) of this Agreement) upon (and subject to) approval by the Board of the recipients and individual bonus amounts to be received from the Incentive Pool for such fiscal year, which approval shall not be unreasonably delayed; provided, however, that, during the initial term of this Agreement, the aggregate portion of the Incentive Pool for any fiscal year to be paid to those Principal Officers and key employees of R&A ("Initial Senior Management Members") who were parties to Employment Agreements with R&A as of the Effective Date (but, for the avoidance of doubt, not the specific recipients of such aggregate portion of the Incentive Pool from among the Initial Senior Management Members, which shall remain subject to approval by the Board in its discretion) shall be jointly determined in good faith by (w) the Board and (x) CMR (for so long as CMR is employed by Royce) or the CMR Representative (as defined in the Stock Purchase Agreement) (following such time as CMR is no longer employed by Royce), each acting reasonably, provided that, in the event the Board and CMR or the CMR Representative (as applicable) are unable to jointly determine in good faith the aggregate portion of the Incentive Pool for any fiscal year to be paid to the Initial Senior Management Members (each acting reasonably), such aggregate portion shall be determined by the Board in good faith for such fiscal year, and provided, further, that, following such time as CMR is no longer employed by Royce, the consent of the CMR Representative shall not be required un...
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. 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
