Restrictive Covenant Payment Clause Samples
A Restrictive Covenant Payment clause defines the financial compensation provided to an individual, typically an employee or seller, in exchange for agreeing to certain post-transaction restrictions such as non-compete, non-solicitation, or confidentiality obligations. This payment is usually specified in the contract and may be paid as a lump sum or in installments, contingent upon the individual's compliance with the agreed restrictions. The core function of this clause is to incentivize adherence to restrictive covenants by offering compensation, thereby protecting the business interests of the paying party and reducing the risk of competitive harm.
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Restrictive Covenant Payment. On the Closing Date, you will be entitled to receive a cash payment in the amount of $22,800,000 in consideration of your continued compliance with the restrictive covenants set forth in Section 4(A) below (the “Restrictive Covenant Payment”). The Restrictive Covenant Payment will be paid to you in a lump sum (less applicable withholdings) no later than 10 days following the Closing Date. Subject to the procedures set forth in this Section 2(A), you acknowledge and agree that, in the event the Board makes a good faith determination that you have materially breached the restrictive covenants set forth in Section 4(A) below and determines that you will be required to repay a portion of the Restrictive Covenant Payment as a result of such breach, you must, within 30 days following receipt of such written notice, repay to the Company the gross amount specified in such written notice; provided, that in no event shall the amount of the Restrictive Covenant Payment that is subject to repayment exceed 75% of the gross amount of the Restrictive Covenant Payment. The Company will also be entitled to offset any such repayment amount against any other compensation or other amounts payable to you under this Letter Agreement, to the maximum extent permitted by applicable law. You will not be deemed to have been materially breached any of the restrictive covenants set forth in Section 4(A) unless and until you have been delivered a resolution duly adopted by the affirmative vote of not less than 75% of the members of the Board after written notice has been given by the Company to you setting forth in reasonable detail the events giving rise to such breach, you are given 30 days to cure and you are given an opportunity, together with counsel, to be heard before the Board), finding that, in the good faith opinion of the Board, you materially breached such restrictive covenants, and specifying the particulars thereof in detail (including the amount of any repayment of the Restrictive Covenant Payment).
Restrictive Covenant Payment. Subject to Executive’s continued employment through the Termination Date, his continued compliance with the Restrictive Covenants and the execution and effectiveness of the Release, Executive shall, subject to Section 2(f), be entitled to a cash payment in an amount equal to two years of Executive’s base salary as in effect on the Termination Date ($792,520) (the “Covenant Payment”), payable in one lump-sum cash payment, made no later than April 30, 2016
Restrictive Covenant Payment. In consideration for your agreeing to the covenant not to compete set forth in Section 6(d) of this Agreement and subject to your continued compliance therewith, on January 2, 2008, the Parent shall pay you a lump sum payment in cash in the amount set forth on Exhibit A (the “Restrictive Covenant Payment”). For the avoidance of doubt, and notwithstanding anything herein to the contrary, the Restrictive Covenant Payment shall not be taken into account in computing any benefits under any plan, program or arrangement of the Parent, the Company or their affiliates.
Restrictive Covenant Payment. In consideration of the restrictive covenants of Leadbeater contained in Sections 9(c) and (d) above, Osage shall pay Leadbeater the lump sum of $159,360 (the "Restrictive Covenant Payment"), which is payable in full on the Closing Date in cash, certified check or wire transfer of immediately available funds.
Restrictive Covenant Payment. In consideration for the covenants set forth in Section 2 hereof, upon and subject to the occurrence of the Closing, the Company agrees to pay Executive an amount equal to $1,500,000 (the “Restrictive Covenant Payment”), subject to the terms and conditions set forth herein. The Restrictive Covenant Payment will be paid in a cash lump sum, less required tax withholding, at, or immediately prior to, and contingent on, the Closing.
Restrictive Covenant Payment. If the Executive’s employment with the Company is terminated by the Company without Cause or by the Executive with Good Reason, then, subject to the Executive’s continued compliance with Section 4, the Company shall continue to pay the Executive the Base Salary at the rate in effect as of the date of such termination of employment during the Restricted Period (as defined below) in accordance with the Company’s regular payroll practices (collectively, the “Restrictive Covenant Payments”).
Restrictive Covenant Payment. Advanced Energy Industries, Inc. shall pay Executive Seventy Five Thousand Dollars And No Cents ($75,000) as consideration for Executive’s execution of the Restrictive Covenant Agreement contemporaneously with his execution of the Agreement and this Addendum.
Restrictive Covenant Payment. In addition to any other payments or benefits that Executive may be entitled to as a result of the consummation of the transactions contemplated by the Merger Agreement, and in consideration for the covenants set forth in Section 1 hereof, upon and subject to the occurrence of the Closing, the Company agrees to pay Executive an amount equal to $3,100,000 (the “Restrictive Covenant Payment”), subject to the terms and conditions set forth herein. The Restrictive Covenant Payment will be paid in a lump sum on the first regularly scheduled payroll cycle following the Closing.
Restrictive Covenant Payment. In addition to any other payments or benefits that Executive may be entitled to as a result of a termination of his employment, and in consideration for the covenants set forth in Section 1 hereof, upon and subject to the occurrence of the Closing, the Company agrees to pay Executive an amount equal to $9,500,000 (the “Restrictive Covenant Payment”), subject to the terms and conditions set forth herein. The Restrictive Covenant Payment will be paid in a cash lump sum at, or immediately prior to the Closing.
Restrictive Covenant Payment. As additional consideration for Executive’s agreement to enter into this Agreement, and specifically for Executive’s agreement to extend the duration of his non-competition and non-solicitation obligations as described in Section 5 below, the Company shall pay the Executive the amount of $270,375 (the “Restrictive Covenant Payment”), payable in cash within 10 days following the Effective Date (as defined in Section 8G hereof).