Performance Cash Awards. A Performance Cash Award is a cash award granted subject to the attainment of specified Performance Goals during a Performance Period. A Performance Cash Award may also require the completion of a specified period of continuous Service. The length of the Performance Period, the Performance Goals to be attained during the Performance Period, and the degree to which the Performance Goals have been attained shall be determined conclusively by the Committee. The aggregate amount that may be paid to any Participant for any fiscal year of the Company as a Performance Cash Award shall not exceed $___,000,000. The Committee may prescribe or may permit a Participant to elect (subject to such terms and conditions as the Committee may specify) that the payment of a Performance Cash Award will be deferred to a specified date or event. The Committee may also specify the form of payment of a Performance Cash Award, including cash or Common Shares, or may permit a Participant to elect the form of payment. Such Common Shares shall be treated for all purposes under the Plan like Common Shares issued in settlement of Stock Units and shall, when issued, reduce the number of Common Shares available under Article 3.
Performance Cash Awards. Upon the Termination Date, Executive shall be fully vested in the right to receive, without pro-ration, his outstanding performance cash awards. Exhibit A hereto lists Executive’s outstanding performance cash awards granted in June 2015 and June 2016 which shall be payable to Executive on July 25, 2017 based upon achievement of “target” level performance criteria.
Performance Cash Awards. The Committee shall designate the participants to whom cash incentives based upon long-term performance (“Performance Cash Awards”) are to be awarded and determine the amount of the award and the terms and conditions of each such award; provided the stated performance period will not be less than 12 months. Each Performance Cash Award shall entitle the participant to a payment in cash upon the attainment of performance goals and other terms and conditions specified by the Committee. Notwithstanding the satisfaction of any performance goals, the amount to be paid under a Performance Cash Award may be adjusted by the Committee on the basis of such further consideration as the Committee in its sole discretion shall determine. However, the Committee may not, in any event, increase the amount earned under Performance Cash Awards upon satisfaction of any performance goal by any participant who is a Covered Employee (as defined in section 2 above) and the maximum amount earned by a Covered Employee in any calendar year may not exceed $10,000,000. The Committee may, in its discretion, substitute actual shares of common stock for the cash payment otherwise required to be made to a participant pursuant to a Performance Cash Award.
Performance Cash Awards. Following the Effective Time, the DigitalGlobe Board (or, if appropriate, any committee thereof) shall adopt such resolutions or take such other actions as it deems appropriate to adjust, in accordance with and subject to the terms of the applicable awards and agreements relating thereto, the performance metrics of all outstanding GeoEye long term cash awards the value or vesting of which is contingent upon the achievement of specified performance metrics.
Performance Cash Awards. Upon the earlier to occur of the Resignation Date or Qualifying Event, Executive shall be fully vested in the right to receive an amount, without pro-ration, based on the actual achievement of the performance criteria applicable to his outstanding performance cash awards, which shall be paid to Executive on the same date such awards are paid to the Company’s active employees. Appendix A hereto lists Executive’s outstanding performance cash awards as of the Effective Date, the projected unvested awards as of the Resignation Date and the amount payable upon achievement of “target” level performance criteria.
Performance Cash Awards. Upon the Termination Date, Executive shall be fully vested in the right to receive, without pro-ration, her outstanding performance cash awards. Exhibit A hereto lists Executive’s outstanding performance cash awards granted in June 2014, June 2015 and June 2016 which shall be payable to Executive on the Settlement Date based upon achievement of “target” level performance criteria.
Performance Cash Awards. A Performance Cash Award is a cash award that is payable contingent upon the attainment during a Performance Period of certain Performance Goals. A Performance Cash Award may also require the completion of a specified period of Continuous Service. At the time of grant of a Performance Cash Award, the length of any Performance Period, the Performance Goals to be achieved during the Performance Period, and the measure of whether and to what degree such Performance Goals have been attained will be conclusively determined by the Committee (or the Board), in its sole discretion. The Board may specify the form of payment of Performance Cash Awards, which may be cash or other property, or may provide for a Participant to have the option for his or her Performance Cash Award, or such portion thereof as the Board may specify, to be paid in whole or in part in cash or other property.
Performance Cash Awards. As of the Effective Time, each performance cash award granted under the Company Stock Plan shall, as required by the terms of the Company Stock Plan and applicable award agreements as in effect on the date hereof, vest at maximum performance, and each holder thereof shall remain subject to the service-based vesting component of such award in accordance with the terms of the Company Stock Plan and applicable award agreements as in effect at the date hereof.
Performance Cash Awards. The Company and the Executive agree that, as of the date of this Agreement, the Executive holds a Performance Cash Award (the “PCA”) that was granted by the Company to the Executive pursuant to that certain Notice of Performance Cash Award and Performance Cash Award Agreement dated July 26, 2022 (the “PCA Agreement”), and the Plan. The PCA shall be treated in accordance with the terms and conditions of the PCA Agreement and the Plan, as they may be amended from time to time, it being the agreement and understanding of the parties that the date of the Executive’s “Termination of Service” for purposes of the Plan and the PCA Agreement shall be the Advisory Period Termination Date and that such Termination of Service shall be treated for all purposes of the Plan and the PCA Agreement as a Retirement within the meaning thereof.
Performance Cash Awards. Exhibit D hereto sets forth a complete list of all of EMPLOYEE’s performance cash awards (the “Performance Cash Awards”) that are currently outstanding under CONVERGYS’s Amended and Restated Long-Term Incentive Plan, 1998 Long Term Incentive Plan or otherwise, and the maximum amount payable under such Performance Cash Awards as of the date of grant. Notwithstanding any provision contained in the applicable award agreement governing an award of Performance Cash Awards or in the applicable long-term incentive plan, on the Termination Date, in full settlement of EMPLOYEE’s Performance Cash Awards, EMPLOYEE shall receive the amount in cash identified on Exhibit D under the column entitled “Performance Cash Awards Payout” (the “Performance Cash Award Payout”). which amount shall be determined in accordance with the terms of the applicable long- term incentive plan and award agreement, and EMPLOYEE shall be entitled to no additional amounts with respect to any Performance Cash Awards; provided, however, that each of the Performance Cash Awards shall continue to be subject to the provisions, if any, in any applicable Performance Cash Awards award agreement with respect to EMPLOYEE’s engagement in a “Detrimental Activity” (as defined therein).
