Liquidity Event Bonus Sample Clauses

Liquidity Event Bonus. (i) In the event of a transaction during the Employment Period resulting in a Change of Control (as defined below) of the Company (a “Liquidity Event”), the Executive shall be entitled to a bonus equal to 1.0% of the Net Proceeds (as defined below) actually received by the stockholders of the Company in connection with such Liquidity Event with respect to their capital stock in the Company (the “Liquidity Event Bonus”). The Liquidity Event Bonus will be paid in the same consideration as, and to the extent (if the transaction is a mix of cash and other consideration) received by the holders of shares of common stock of the Company. The Liquidity Event Bonus shall be in addition to any rights that Employee shall have by reason of the Liquidity Event with respect to any equity ownership or other rights to equity ownership he may hold in the Company. For the purposes of this Agreement, “Net Proceeds” means the total value of all consideration actually received by the stockholders of the Company with respect to a Liquidity Event, less investment banking fees and other transaction costs incurred by the Company in connection with the Liquidity Event. In the event that any of the consideration received by the stockholders of the Company is paid into escrow or is a contingent payment, the Executive shall be paid his Liquidity Event Bonus in respect of such escrowed or contingent payments at the time that such payments are received by the other stockholders (or former stockholders) of the Company; provided, however, that payment of the Liquidity Event Bonus may be structured to be paid at a time different than the stockholders to the extent necessary to avoid adverse treatment of such payments under Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”).
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Liquidity Event Bonus. (a) Upon the occurrence of a Liquidity Event (i) during the Employment Term or (ii) within 90 days of the Termination Date (unless Executive’s employment is terminated for Cause (as defined in that certain Limited Liability Company Agreement of Authentic Brands LLC, effective as of July 19, 2018)), Executive shall receive a bonus (the “Liquidity Event Bonus”) in an amount equal to the product of (i) the Net Proceeds from such Liquidity Event transaction and (ii) the Liquidity Event Bonus Percentage; provided, however, that Executive shall not receive any Liquidity Event Bonus if either the Liquidity Event Target Amount is not achieved or the Liquidity Event occurs after the Liquidity Event End Date. The determination of the Liquidity Event Bonus and all calculations associated therewith shall be made in good faith by the Board in its reasonable discretion in accordance with this Agreement and shall be final, binding and conclusive. ​ (b) The Liquidity Event Bonus will be paid within 30 days following the consummation of the Liquidity Event; provided, however, if Executive continues in the employment of the Company or its successor following a Sale of the Company, Executive shall not be entitled to receive the Liquidity Event Bonus until six months following the date of consummation of the Sale of the Company. (c) For purposes of this Section 2.3:
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Liquidity Event Bonus. Upon the first to occur following the date hereof and during the term of your employment under this Agreement of (y) a Change in Control in which the Company’s Enterprise Value is at least $125 million (a “Qualified Change in Control”) or (z) a Public Listing (the first of such events to occur, a “Qualified Liquidity Event”) you shall be entitled to the benefits provided under either Section 3(a)(i) or 3(a)(ii), as applicable, without duplication: (i) In the event the Qualified Liquidity Event is a Public Listing, subject to approval by the Board at that time, the Company will grant you, as of immediately prior to the consummation of such Public Listing, a restricted stock award in consideration for your past services to the Company (the “New Equity Award”) pursuant to the Sonim Technologies, Inc. 2012 Equity Incentive Plan (the “Plan”) for a number of shares of the Company’s common stock that equals 2% of the Company’s fully-diluted capitalization as of the date of grant and including any securities that may be issued by the Company in connection with the Public Listing. The New Equity Award shall be subject to the terms and conditions of the Plan, any amendments thereto, and the applicable grant notice and award agreement, shall be subject to a 9-month lockup period, and shall vest as follows: (1) In the event the Company’s or any parent or successor entity’s capital stock is traded on a nationally or regionally recognized securities exchange, (1) 50% of the shares subject to the New Equity Award shall vest once the Company’s Enterprise Value equals or exceeds $125 million and (2) 100% of the shares subject to the New Equity Award shall vest once the Company’s Enterprise Value equals or exceeds $150 million; (2) In the event the Company’s or any parent or successor entity’s capital stock is quoted for trading on an over-the-counter bulletin board, (1) 50% of the shares subject to the New Equity Award shall vest upon the bona fide sale of, in the aggregate, in a single transaction or in a series of related transactions, 25% or more of the shares of the Company’s capital stock held, as of the date hereof, by Financial Investors; and (2) 100% of the shares subject to the New Equity Award shall vest upon the bona fide sale of, in the aggregate, in a single transaction or in a series of related transactions, 50% or more of the shares of the Company’s capital stock held, as of the date hereof, by Financial Investors; provided, that any sale or other transfer a...
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Liquidity Event Bonus. If a Liquidity Event occurs during the Term and, in connection therewith all other obligations of the Employer and its subsidiaries are either assumed by the purchaser or satisfied from the proceeds of the Liquidity Event, then the Executive shall be entitled to a Liquidity Event Bonus of up to $1 million from the cash proceeds remaining after taxes (the "Net Proceeds") for distribution on account of the outstanding equity of Employer or to the former equity holders of Employer. If the cash Net Proceeds available to the shareholders of Employer as a result of a Liquidity Event exceed $20 million, then the Executive shall be entitled to an additional Liquidity Event Bonus equal to 10% of the amount by which the cash Net Proceeds available to such shareholders exceed $20 million. The Executive shall be entitled to a Liquidity Event Bonus only if he is employed directly by Employer at the time of consummation of the Liquidation Event. Nothing in this paragraph shall limit the right of the Employer or any shareholder to sell any portion of the assets or equity of the Employer or entitle the Executive to any bonus in the event of any such sale that does not constitute a Liquidation Event. Nothing in this paragraph or elsewhere in this Agreement shall create in the Executive an entitlement to employment with the Employer or otherwise create any relationship between the Executive and the Employer other than an employment-at-will employment relationship.
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Liquidity Event Bonus. (i) The Executive shall receive a one-time cash bonus (the “Liquidity Event Bonus”) upon the occurrence of a Bonus Liquidity Event which results in a cash return to the Investors in respect of Investor Equity, after taking into account the Pre-Event Investor Cash Return, equal to or in excess of one and one-half times the Investment and less than three times the Investment, in accordance with the following schedule: At least 1.5x Investment but less than 2.0x Investment $5.0 million At least 2.0x Investment but less than 2.5x Investment $7.5 million At least 2.5x Investment but less than 3.0x Investment $10 million 3x Investment or above $0 (ii) Notwithstanding Section 3(e)(i) above, if a Liquidity Event Bonus is paid to the Executive, and subsequent to the Bonus Liquidity Event resulting in such payment a 3X Restricted Stock Liquidity Event occurs, then the amount previously paid to the Executive as the Liquidity Event Bonus shall be repaid by the Executive to the Company upon the consummation of such 3X Restricted Stock Liquidity Event in the form, as elected by the Executive, of cash, securities of the Company or any consideration received by the Executive in connection with the 3X Restricted Stock Liquidity Event (the Fair Market Value of any such form of payment other than cash shall be as set forth in Section 3(e)(iii)(3) below); provided, however, that if the Executive demonstrates to the reasonable satisfaction of the Company that the after-tax cost to him of such repayment or reduction is greater than the portion of the previously paid Liquidity Event Bonus retained by the Executive after payment of all taxes thereon, the repayment or reduction obligation shall be reduced accordingly until such after-tax cost equals such retained portion of the previously paid Liquidity Event Bonus. (iii) For purposes of this Section 3(e), and also as and if used elsewhere in this Agreement, the following terms shall have the following meanings:
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Liquidity Event Bonus. In the event of a transaction during the Employment Period resulting in a Change of Control (as defined below) of the Company (a “Liquidity Event”), the Executive shall be entitled to a bonus equal to 1.0% of the Net Proceeds (as defined below) actually received by the members of the Company in connection with such Liquidity Event with respect to their membership interests in the Company (the “Liquidity Event Bonus”). The Liquidity Event Bonus will be paid in the same consideration as, and to the extent (if the transaction is a mix of cash and other consideration) received by the holders of Common Units. The Liquidity Event Bonus shall be in addition to any rights that Employee shall have by reason of the Liquidity Event with respect to any equity ownership or other rights to equity ownership he may hold in the Company. For the purposes of this Agreement, “Net Proceeds” means the total value of all consideration actually received by the members of the Company with respect to a Liquidity Event, less investment banking fees and other transaction costs incurred by the Company in connection with the Liquidity Event. In the event that any of the consideration received by the members of Reliant is paid into escrow or is a contingent payment, the Executive shall be paid his Liquidity Event Bonus in respect of such escrowed or contingent payments at the time that such payments are received by the other members (or former members) of the Company.
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Related to Liquidity Event Bonus

  • Special Bonus In addition to the Annual Base Salary and Annual Bonus payable as hereinabove provided, if the Executive remains employed with the Company or its affiliated companies through the first anniversary of the Effective Date, the Company shall pay to the Executive a special bonus (the "Special Bonus") in recognition of the Executive's services during the crucial one-year transition period following the Change of Control in cash equal to the sum of (A) the Executive's Annual Base Salary and (B) the Highest Annual Bonus. The Special Bonus shall be paid no later than 30 days following the first anniversary of the Effective Date.

  • Cash Incentive Bonus The pro rata share of any Cash Incentive Bonus that would have been paid to the Executive had the Executive not been terminated Without Cause based on the extent to which performance standards are met on the last day of the year in which the Executive is terminated Without Cause.

  • Annual Incentive Payment The Executive shall participate in the Company's Management Incentive Plan (or such alternative, successor, or replacement plan or program in which the Company's principal operating executives, other than the Chief Executive Officer, generally participate) and shall have a targeted incentive thereunder of not less than $240,000 per year; provided, however, that the Executive's actual incentive payment for any year shall be measured by the Company's performance against goals established for that year and that such performance may produce an incentive payment ranging from none to 200% of the targeted amount. The Executive's incentive payment for any year will be appropriately pro-rated to reflect a partial year of employment.

  • Bonus Amount For purposes of this Agreement, "Bonus Amount" shall mean the greater of (a) the target annual bonus payable to the Executive under the Incentive Plan in respect of the fiscal year during which the Termination Date occurs or (b) the highest annual bonus paid or payable under the Incentive Plan in respect of any of the three full fiscal years ended prior to the Termination Date or, if greater, the three (3) full fiscal years ended prior to the Change in Control.

  • Annual Incentive Bonus The Company shall, in addition to Executive’s Base Salary, pay Executive an Annual Incentive Bonus, which shall be payable within 120 days of the end of each fiscal year in accordance with the formula set forth on Exhibit A, attached hereto and made a part hereof.

  • Annual Bonus In addition to Annual Base Salary, Executive shall be awarded, for each fiscal year ending during the Employment Period, an annual bonus (the “Annual Bonus”) in cash at least equal to Executive’s highest annual bonus for the last three full fiscal years prior to the Effective Date (annualized in the event that Executive was not employed by the Company for the whole of such fiscal year). Each such Annual Bonus shall be paid no later than the end of the third month of the fiscal year next following the fiscal year for which the Annual Bonus is awarded, unless Executive shall elect to defer the receipt of such Annual Bonus.

  • Cash Bonus Executive shall be entitled to a fraction of any Cash Bonus for the fiscal year of the Company within which Executive’s termination of employment occurs which, based upon the criteria established for such Cash Bonus, would have been payable to Executive had he remained employed through the date of payment, the numerator of which is the number of days of such fiscal year prior to his termination of employment and the denominator of which is three hundred and sixty-five (365); and

  • Change in Control Payment The provisions of this Section 5 set forth certain terms of an agreement reached between the Executive and the Company regarding the Executive’s rights and obligations upon the occurrence of a Change in Control of the Company. These provisions are intended to assure and encourage in advance the Executive’s continued attention and dedication to his assigned duties and his objectivity during the pendency and after the occurrence of any such event. These provisions shall apply in lieu of, and expressly supersede, the provisions of Section 4(b) regarding severance pay and benefits upon a termination of employment, if such termination of employment occurs within 12 months after the occurrence of the first event constituting a Change in Control. These provisions shall terminate and be of no further force or effect beginning 12 months after the occurrence of a Change in Control.

  • Incentive Payment 11.3.1 An employer may offer and an employee may accept an early retirement incentive based on the age at retirement to be paid in the following amounts Age at Retirement % of Annual Salary at Time of Retirement 11.3.2 An employer may opt to pay the early retirement incentive in three equal annual payments over a thirty-six (36) month period. 11.3.3 Eligible bargaining unit members may opt for a partial early retirement with a pro- rated incentive.

  • Incentive Bonus During the Term, Employee shall be eligible to receive an incentive bonus up to the amount, based upon the criteria, and payable in such amount, at such times as are specified in Exhibit A attached hereto. The manner of payment, and form of consideration, if any, shall be determined by the Compensation Committee of the Board, in its sole and absolute discretion, and such determination shall be binding and final. To the extent that such bonus is to be determined in light of financial performance during a specified fiscal period and this Agreement commences on a date after the start of such fiscal period, any bonus payable in respect of such fiscal period's results may be prorated. In addition, if the period of Employee's employment hereunder expires before the end of a fiscal period, and if Employee is eligible to receive a bonus at such time (such eligibility being subject to the restrictions set forth in Section 6 below), any bonus payable in respect of such fiscal period's results may be prorated.

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