Long-term Incentive Compensation Programs. During the Employment Period, the Executive shall participate in all long-term incentive compensation programs for key executives at a level that is commensurate with the Executive's participation in such plans immediately prior to the Effective Date, or, if more favorable to the Executive, at the level made available to the Executive or other similarly situated officers at any time thereafter.
Long-term Incentive Compensation Programs. During the Employment Period, the Executive shall participate in all long-term incentive compensation programs for key executives, including stock option or stock incentive plans, at a level that is commensurate with the Executive's opportunity to participate in such plans immediately prior to the Effective Date, or, if more favorable to the Executive, at the level made available to the Executive or other similarly situated officers at any time thereafter. During the Employment Period, the Company will offer such plans and programs to the Executive as were in effect immediately prior to the Change of Control or, if more favorable to the Executive when measured against particular plans or programs previously offered, replacement plans or programs.
Long-term Incentive Compensation Programs. During the term of employment, the Executive shall be eligible to participate in the Company’s long-term incentive compensation programs applicable to the Company’s senior executives, as such programs may be established and modified from time to time by the Board in its sole discretion.
Long-term Incentive Compensation Programs. (a) The Executive shall be eligible to participate in the Company's 1997 Stock Award and Stock Option Plan (the "1997 Plan") or such other successor plan applicable to senior-level executives.
(b) On the Effective Date, the Company shall grant the Executive an award of 27,500 shares of common stock of the Company under the 1997 Plan (the "1997 Stock Award"). Subject to the terms and conditions of the 1997 Plan, the 1997 Stock Award shall vest as set forth below:
(1) 20 percent of the 1997 Stock Award shall be transferable on, and remain transferable after, the date of grant;
(2) 40 percent of the 1997 Stock Award shall become transferable on, and remain transferable after, the day which precedes the first anniversary of the date of grant; and
(3) 40 percent of the 1997 Stock Award shall become transferable on, and remain transferable after, the day which precedes the second anniversary of the date of grant.
(c) The Company shall loan the Executive an amount equal to the aggregate federal, state and local income taxes (based on the highest marginal tax rates in effect on the date of the loan) incurred by the Executive due to (i) a portion of the 1997 Stock Award becoming transferable or (ii) the Executive making an election under Code Section 83(b) with respect to the 1997 Stock Award. The loan shall be made at or, at the Executive's election, prior to the date the Executive is obligated to pay any federal, state or local income tax due to such portion of the 1997 Stock Award becoming transferable or the Executive making such election under Code Section 83(b). The loan's interest rate shall be equal to the short-term applicable federal rate compounded annually in effect on the date of the loan as published by the Internal Revenue Service. The Executive shall pay to the Company in a lump sum the principal and all accrued interest with respect to such loan on the day which precedes the third anniversary of the date of the loan, or, at the Executives's election, on any date which precedes the third anniversary of the date of the loan.
Long-term Incentive Compensation Programs. The Executive shall be eligible to participate in the Company's stock option plans applicable to senior-level executives, the terms, conditions and eligibility of such plans to be determined by the Board.
Long-term Incentive Compensation Programs. Executive shall be eligible to participate in long-term incentive compensation programs (including the 2000 Restricted Unit Plan and the 2003 Long-Term Incentive Plan) applicable to other senior executives of the Partnership in the discretion of the Compensation Committee from time to time.
Long-term Incentive Compensation Programs. (a) The Executive shall be eligible to participate in the Company’s applicable long-term incentive compensation plan as may be established and modified from time to time by the Board in its sole discretion commensurate with his titles and position, and shall be eligible to receive awards (if any) under that plan in such form and amounts, and subject to such conditions, as the Compensation Committee shall determine in its sole discretion.
(b) The Executive hereby agrees that any future equity awards to him shall have a Double-Trigger Vesting provision.
Long-term Incentive Compensation Programs. (a) The Company shall grant at the signing of this agreement to the Executive 2,375,000 performance-based restricted shares of the Company’s common stock and warrants that entitle the holder to purchase 2,500,000 shares of common stock at a price of $0.17 per share for a period of ten (10) years from the date of the options (the “Special Performance-Based Restricted Stock Grant”). The Parties agree that all compensation attributable to the Special Performance-Based Restricted Stock Grant shall be tax deductible under Code Section 162(m). Subject to Section 11 below, the [Missing Graphic Reference] Special Performance-Based Restricted Stock Grant shall vest 100% on the Executive’s 65th birthday, provided that he is still an employee of the Company on that date. The Special Performance-Based Restricted Stock Grant shall be subject to other terms and conditions as set forth by the Compensation Committee of the Board in a Special Performance-Based Restricted Stock Award Agreement. If the Company cannot grant all 2,375,000 shares due to the unavailability of such shares under the Company’s shareholder-approved equity compensation plans, then the Company shall grant the remaining un-granted shares under this Section 6(a) within 30 days of the date that the Company’s shareholders approve either (i) a new equity compensation plan or (ii) an amendment to the Company’s existing equity compensation plan that increases the number of available shares under such plan so that all of the remaining un-granted shares may be granted.
(b) In addition to the Special Performance-Based Restricted Stock Grant, during the Term of Employment, the Executive shall be eligible to participate in the Company’s applicable long-term incentive compensation plan as maybe established and modified from time to time by the Board in its sole discretion commensurate with his titles and position, and shall be eligible to receive awards under that plan in such form and amounts, and subject to such conditions, as the Compensation Committee shall determine each year.
Long-term Incentive Compensation Programs. During the Employment Period, the Executive shall participate in all long-term incentive compensation programs for key executives, including stock option or stock incentive plans, at a level that is commensurate with the Executive's opportunity to participate in such plans of the Company or the REIT immediately prior to the Effective Date, or, if more favorable to the Executive, at the level made available to the Executive or other similarly situated officers at any time thereafter. During the Employment Period, the Company will offer such plans and programs to the Executive as were in effect and available to the Executive at either the Company or the REIT level immediately prior to the Change of Control or, if more favorable to the Executive when measured against particular plans or programs previously offered, replacement plans or programs.
Long-term Incentive Compensation Programs. (a) The Executive shall be eligible to participate in the Company's applicable long-term incentive compensation plan as may be established and modified from time to time by the Board in its sole discretion.
(b) Notwithstanding anything herein to the contrary, the Company shall grant the Executive under its 1997 Performance and Equity Incentive Plan, or such other stock option plan as the Company may establish, an option to purchase 250,000 shares of Common Stock (the "Option"). The exercise price of the Option shall be determined by the Compensation Committee of the Board of Directors of the Company. The Option shall expire on, and shall not be exercisable on and after, the 10th anniversary of the Option's date of grant, subject to earlier expiration in accordance with Section 11 below. No portion of the Option shall be exercisable on the Option's date of grant, but a percentage of the Option shall become exercisable on, and shall remain exercisable on and after, each of the first 5 anniversaries of the Effective Date, as set forth in the table below, and subject to the Option's expiration in accordance with this Section 6(b) and the Option's expiration and/or accelerated exercisability in accordance with Section 11 below. Anniversary Percentage of Option which is of the Exercisable and Remains Effective Date Exercisable Until Option Expires ----------------------------------------------------------- 1st 20% 2nd 40% 3rd 60% 4th 80% 5th 100% In the event of a Change of Control, 100% of the unexercisable portion of the Option shall become immediately exercisable, and shall remain exercisable until the Option's expiration in accordance with this Section 6(b) and Section 11 below.
