Management Incentive Program. Executive shall be eligible to participate in the Rural/Metro Management Incentive Program ("MIP") (or any other plan that is designated by the Board as replacing the MIP) and to receive such additional compensation as may be provided by the MIP from time to time.
Management Incentive Program. For each fiscal year completed during Employee’s employment under this Agreement, Employee will be eligible to participate in the Company’s Management Incentive Program at the Chief Operating Officer/Executive Vice President level, which Program specifies the parameters of an annual bonus payable based upon Employee’s performance and that of the Company against achievement of pre-established and approved goals and targets (the “Annual Bonus”). The Management Incentive Program currently provides for an Annual Bonus in the range of 100%-200% of Base Pay, but the Program and these parameters are subject to change from time to time by the Company in its sole discretion. But for the percentages included in this Agreement, the Company’s Management Incentive Plan will control all process and procedure. Employee must be an employee in good standing throughout the fiscal year in which an Annual Bonus is earned and on the date the Annual Bonus is paid in order to be eligible for payment of such Annual Bonus. The Annual Bonus, if any is earned, will be paid by the Company within the timeframe specified by the Management Incentive Program policies and procedures.
Management Incentive Program. The Executive shall be eligible to receive a targeted annual bonus based on Company and individual performance criteria established annually by the Compensation Committee (the “Incentive Bonus”).
Management Incentive Program. Executive will be eligible to participate in the Company’s 2014 Management Incentive Plan and successor annual plans. Executive’s participation in these plans will be subject to the terms and provisions of these plans. The amount and criteria for determination of Executive’s bonus and incentive compensation in the Annual Management Incentive Plan program will be solely within the discretion of the Board of Directors and the Compensation Committee, which may be amended from time to time by the Board.
Management Incentive Program. The Company has adopted or will adopt a Management Incentive Program (“MIP”) to motivate and reward certain employees and other eligible participants for their contributions toward meeting the Company’s financial objectives and strategic goals. The Company has authorized 10,000 shares of Class B common stock (the “Class B shares”) to be awarded under the MIP and subject to terms and restrictions set out in the MIP and a related restricted stock award agreement. Any such awards shall be governed by the MIP and may be modified, suspended, revoked, or terminated in accordance with the terms of the MIP without violating this Agreement. The Company anticipates granting a majority of the Class B shares to eligible participants as of the Closing Date (as defined in the Purchase Agreement). The Company also contemplates that initial grants of 75% of the Class B shares will be made to its senior Employees (consisting of 25% to Xxxxxxx X. Xxxxxxx, 20% to Xxxx X. Xxxxx, 15% to C. Xxxxxxx Xxxxx, and 15% Xxxxxxx X. Xxxxxx), and the remaining 25% will be reserved in a dedicated pool for grants to other employees of the Company and its Affiliates and eligible participants in accordance with the MIP. If there is any inconsistency between the terms of the MIP and the terms of this Agreement, the terms of the MIP shall govern.
Management Incentive Program. Effective as of the Closing, the Seller shall cause the Company to terminate its participation as an adopting employer with respect to the Quanex Corporation Management Incentive Program maintained for the benefit of current and former employees of the Seller and its subsidiaries and their beneficiaries. Effective as of the Closing, the Seller shall cause that portion of the Quanex Corporation Management Incentive Program covering current and former salaried employees of the Company and their beneficiaries to be spun-off into a new deferred compensation plan entitled the "LaSalle Steel Company Management Incentive Program" which shall be solely a contractual obligation of the Company and which, as of the Closing, shall otherwise be substantially identical to the Quanex Corporation Management Incentive Program.
Management Incentive Program. The Company has adopted a Management Incentive Program (“MIP”) to motivate and reward certain employees and other eligible participants for their contributions toward meeting the Company’s financial objectives and strategic goals. The Company has authorized 10,000 shares of Class B common stock (the “Class B shares”) to be awarded under the MIP and subject to terms and restrictions set out in the MIP and a related restricted stock award agreement. Any such awards shall be governed by the MIP and may be modified, suspended, revoked, or terminated in accordance with the terms of the MIP without violating this Agreement. Subject to Board approval, the Company will grant 600 Class B shares to Employee. If there is any inconsistency between the terms of the MIP and the terms of this Agreement, the terms of the MIP shall govern.
Management Incentive Program. Additionally, under the terms of the Celanese Corporation Deferred Compensation Plan and the 2004 Incentive Plan you will be entitled to certain payments and or considerations in connection with your termination from Celanese:
1. For purposes of these plans generally your termination is considered for “Good Reason” on account of corporate restructuring or reorganization. We further recognize that for the year 2005 both the Tier II EBITDA and the Tier II FCF Target have been achieved.
2. We confirm that according to sec. 4.4 (b) (i) of the Deferred Compensation Plan, your termination of employment shall be deemed Mx. Xxxxxxx Xxxxxxxx June 30, 2006 to have occurred on the Time Condition Date of December 31, 2006, and with regard to sec. 4.4 (b) (ii) on the Performance Condition Date of December 31, 2006.
3. Payout under the terms of the Celanese Corporation Deferred Compensation Plan will take place on January 1, 2007 for the 2005 entitlement of $5,198,614 and for the 2006 entitlement of $5,198,614. The calculation of the 2006 amount is based on the assumption of achieving both the Tier II EBITDA and the Tier II FCF targets. Should the actual results not achieve those targets, you will be obliged to pay back the respective “over-payment” in March 2007.
4. For stock option purposes only, in particular with regard to sec. 3 (c) of the Nonqualified Stock Option Agreement you will be treated as if your employment terminates as of December 31, 2006, regardless of the actual Termination Date. We confirm that 152,077 options vested on the grant date already. Additionally 263,600 stock options for 2005 have vested in 2006 and another 263,600 stock options will deemed to have vested on December 31, 2006. Stock options planned to vest for 2007 and beyond will forfeit.
5. As of December 31, 2006, the lock-up conditions of the Employee Stockholders Agreement dated January 21, 2005, both with regard to the 148,007 Shares you subscribed for in January 2005 and with regard to any other shares which might be subject to the Employee Stockholders Agreement, will be lifted.
6. In an exit event of Blackstone or a change in control event prior to December 31, 2006, your compensation from the Management Incentive Program will be as set forth in the terms and conditions of those plans and agreements.
Management Incentive Program. Executive will be eligible to participate in MGC’s Incentive Plan. Executive’s participation in and the criteria for this plan will be subject to the written terms and provisions of the plan, as established annually by and solely within the discretion of the Board of Directors, which may be amended at any time by the Board. Executive may earn up to fifty percent (50%) of his Base Salary each year under the plan if he meets the eligibility requirements and criteria.
Management Incentive Program. You may be invited to participate in the Company ‘ s Management Incentive Program (“Management Incentive Program”) subject to the rules which are set by the Managing Director & CEO, Amcor Limited from time to time. The Company reserves the right to alter or disband the Management Incentive Program at its discretion. You will be advised early in each financial year if you are invited to participate in the Program for that year. Commencing with the 2013/14 financial year, you will continue to be eligible to participate, subject to the guidelines, in the Management Incentive Program with the potential to earn between 0% and 100% of base salary (target 50%). In addition to the cash bonus under this Program, an award of time restricted Share Rights (Rights to Amcor Limited shares) to the value of 50% of the cash bonus will be made to you. These Rights become available to you two years from the award, provided you remain with Amcor at that time. Participation in this MIP equity program is by invitation each year and subject to Managing Director & CEO discretion. The terms and conditions of this Program are governed wholly by the Plan Rules. Formal performance objectives will be set and reviewed for you regarding any incentive payable under the Management Incentive Program. Any payment under the Management Incentive Program in any year does not guarantee payment in any subsequent year. Any payment made is not pensionable and will not be considered in the calculation of any other salary related benefit. To be eligible for payment under the Management Incentive Program, you must be an employee of the Company, and not serving any period of notice, at the time the incentive payments are declared and paid, usually in the September following the end of the relevant financial year.
