Phantom Equity Plan. An executed agreement in substantially the form set forth as Exhibit E hereto from each holder of phantom equity in the Company, to the effect that upon receipt of the consideration set forth therein, the holder shall have no further rights or claims with respect to phantom equity held by him.
Phantom Equity Plan. Anything to the contrary herein notwithstanding, all amounts payable hereunder to Consideration Recipients in respect of Phantom Equity Awards shall be deposited with the Company or Buyer, as the case may be, which amount shall be paid by the Company or Buyer to such holders of Phantom Equity Awards promptly, and in any event, within ten (10) Business Days, following such deposit utilizing the payroll system of the Company or Buyer and after applicable tax withholding by Buyer, as applicable.
Phantom Equity Plan. The Company expects to adopt, effective on or about January 1, 1998, an equity incentive plan or program (the "Equity Plan") for certain of its key executives. The Executive shall be entitled to participate in the Equity Plan from and after the effective date thereof, in accordance with the terms and conditions of such plan. Without limiting the generality of the foregoing, upon the implementation of the Equity Plan, the Executive shall be entitled to elect, on or before July 1, 1998, either (i) to receive an award under such Equity Plan or (ii) to receive a cash bonus
Phantom Equity Plan. This Agreement shall not in any way limit or reduce the obligations of the Company with respect to the Executive and/or the Executive’s rights with respect to the Company set forth in the Equity Plan further described herein. All severance, compensation payments and bonuses and benefits described herein are in addition to and not in lieu of any other benefits or termination conditions to which the Executive may be entitled under the Equity Plan.
Phantom Equity Plan. (a) At the SME Effective Time, each award of Phantom Equity Units that is outstanding immediately prior to the SME Effective Time shall vest in full and shall be terminated and canceled and converted into the right to receive an amount in cash equal to the product obtained by multiplying (i) the number of Phantom Equity Units subject to such award immediately prior to the SME Effective Time, and (ii) the Fair Market Value (as defined in the Phantom Equity Plan) of a Company Common Membership Interest as of immediately prior to the SME Effective Time (the “Phantom Equity Consideration”). The Company shall pay the Phantom Equity Consideration, less any applicable withholding pursuant to Section 2.2(h), to each former holder of a canceled Phantom Equity Unit at or promptly following the SME Effective Time (but in no event more than ten (10) business days following the SME Effective Time). The payment of the Phantom Equity Consideration pursuant to this Section 2.9(a) shall be in full satisfaction of all rights and privileges pertaining to the canceled Phantom Equity Units, and on and after the SME Effective Time, each holder of a Phantom Equity Unit shall have no further rights with respect to any Phantom Equity Unit, other than the right to receive the Phantom Equity Consideration as provided in this Section 2.9(a).
(b) Not later than immediately prior to the SME Effective Time, the Company shall terminate the Phantom Equity Plan.
Phantom Equity Plan. (a) WPC and Xxxxxxx hereby represent and warrant to Alliant Energy and Resources that the Xxxxxxx Petroleum Corporation Phantom Equity Plan (the "Phantom Plan") has been amended effective prior to the date hereof to provide that any and all issuances of stock pursuant to the Phantom Plan shall be made with shares of WPC Common Stock.
(b) WPC and Xxxxxxx agree to withhold from payments to participants under the Phantom Plan through withholding of shares of WPC Common Stock all amounts required by law and to pay all such amounts to the Internal Revenue Service or other appropriate federal, state or local governmental agency. Alliant Energy shall make a capital contribution to Xxxxxxx equal to the aggregate amount of the withholding tax amounts to be paid to the Internal Revenue Service and other appropriate federal, state or local governmental agencies in the manner set forth in the Tax Separation and Indemnification Agreement.
(c) WPC and Xxxxxxx agree to terminate the Phantom Plan as soon as all payments to participants arising out of the Triggering Event (as defined in the Phantom Plan) caused by the IPO have been made.
Phantom Equity Plan. As of immediately prior to the Effective Time, subject to the consummation of the Merger and without any action on the part of Acquiror, Merger Sub, the Company or the Company Holders, upon the terms and subject to the conditions set forth in this Section 1.9(a)(iii) and throughout this Agreement, including the holdback provisions set forth herein, each Plan Participant shall have right to receive, upon execution and delivery of such Plan Participant’s Plan Award Agreement with respect to any Plan Award made to any Plan Participant pursuant to the Phantom Equity Plan, in substantially the form attached hereto as Exhibit J (a “Plan Award Agreement”), an amount in cash equal to such Plan Participant’s Plan Award. Acquiror shall not assume any obligations under the Phantom Equity Plan, and no Plan Award shall be deemed to be outstanding or to have any rights other than those set forth in this Section 1.9(a)(iii) after the Effective Time. The aggregate amount of cash payable with respect to all Plan Participants for all Plan Awards pursuant to the Phantom Equity Plan under this Section 1.9(a)(iii) is referred to as the “Plan Consideration.”
Phantom Equity Plan. (a) WPC and Xxxxxxx hereby represent and warrant to Alliant Energy and Resources that the Xxxxxxx Petroleum Corporation Phantom Equity Plan (the "Phantom Plan") has been amended effective prior to the date hereof to provide that any and all issuances of stock pursuant to the Phantom Plan shall be made with shares of WPC Common Stock.
(b) WPC and Xxxxxxx agree (i) to withhold from payments to participants under the Phantom Plan (whether through withholding of shares of WPC Common Stock or cash) all amounts required by law and to pay all such amounts to the Internal Revenue Service or other appropriate federal, state, local or foreign governmental agency and (ii) that any cash payments made pursuant to the Phantom Plan, including but not limited to any payments (A) to participants under the Phantom Plan or (B) to any governmental agencies for taxes payable (including, without limitation, the withholding obligations under clause (i) above) with respect to payments to participants under the Phantom Plan, shall be made by WPC or Xxxxxxx.
(c) WPC and Xxxxxxx agree to terminate the Phantom Plan as soon as all payments to participants arising out of the Triggering Event (as defined in the Phantom Plan) caused by the IPO have been made.
Phantom Equity Plan. Neither Company nor Buyer has any liability pursuant to that certain United Engines Holding Company, LLC Phantom Equity Plan (the “Phantom Equity Plan”).
Phantom Equity Plan. The Company expects to adopt, effective on or about January 1, 1998, an equity incentive plan or program (the "Equity Plan") for certain of its key executives. The Executive shall be entitled to participate in the Equity Plan from and after the effective date thereof, in accordance with the terms and conditions of such plan. Without limiting the generality of the foregoing, upon the implementation of the Equity Plan, the Executive shall be entitled to elect, on or before July 1, 1998, either (i) to receive an award under such Equity Plan or (ii) to receive a cash bonus ("Alternative Bonus") equal to one and one-half (1-1/2) times the Executive's Annual Base Salary. The Alternative Bonus
