RETENTION AND INTEGRATION AWARD Sample Clauses

RETENTION AND INTEGRATION AWARD. If the Merger is completed pursuant to the Merger Agreement, then, subject to the terms of this Agreement, you shall receive a retention payment (a "Retention and Integration Award") equal to 110% of your base annual salary as in effect on February 4, 2004 (subject to all applicable withholding taxes). 50% of the value of the Retention and Integration Award will be in the form of a cash award (the "Cash Award") and the remaining 50% will be in the form of shares of CDT restricted common stock (the "Restricted Stock Award") (which value shall be based on the closing price of CDT, common stock on the Closing Date, as adjusted by the proposed reverse stock split of the common stock of CDT, if appropriate).
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RETENTION AND INTEGRATION AWARD. If the Merger is completed pursuant to the Merger Agreement, then, subject to the terms of this Agreement, you shall receive a retention payment (a "Retention and Integration Award") equal to 110% of your base annual salary as in effect on the date of the Merger Agreement (subject to all applicable withholding taxes). 50% of the value of the Retention and Integration Award will be in the form of a cash award (the "Cash Award") and the remaining 50% will be in the form of shares of CDT restricted common stock (the "Restricted Stock Award") (which value shall be based on the closing price of common stock of the Company on the Closing Date, as adjusted by the proposed reverse stock split of the common stock of the Company, if appropriate).
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Related to RETENTION AND INTEGRATION AWARD

  • Retention Award The Company shall pay the Executive $2,750,000, plus interest at the rate specified below (the “Retention Award”) in a lump-sum cash payment in July 2014, provided that the Executive remains employed through December 31, 2013. The Retention Award shall be credited with interest based on the Prime Rate of SunTrust Bank, Atlanta. For the avoidance of doubt, if the Executive is employed through December 31, 2013, the Company shall pay the Retention Award in July 2014 without regard for the Executive’s termination of employment for any reason between December 31, 2013 and July 2014.

  • Performance of Agreement Purchaser shall have performed in all material respects all obligations and agreements and complied in all material respects with all covenants and conditions contained in this Agreement to be performed or complied with by it at or prior to the Closing Date.

  • Compensation and General Benefits As compensation for his services under this Agreement, the Executive shall be compensated as follows:

  • Performance of Agreements Buyer shall have performed in all material respects all of its covenants, agreements and obligations required by this Agreement and each of the other Documents to be performed or complied with by it prior to or upon the Closing Date.

  • Miscellaneous Benefits This Agreement is not intended, and shall not be deemed to be in lieu of any rights, benefits, and privileges to which Employee may be entitled as an Employee of Bank under any retirement, pension, profit sharing, insurance, hospital, bonus, vacation, or other plan or plans which may now be in effect or which may hereafter be adopted by Bank, it being understood that Employee shall have the same rights and privileges to participate in such plans and benefits, as any other employee, during the period of his employment.

  • Vesting Agreements LTIP Units may, in the sole discretion of the General Partner, be issued subject to vesting, forfeiture and additional restrictions on transfer pursuant to the terms of a Vesting Agreement. The terms of any Vesting Agreement may be modified by the General Partner from time to time in its sole discretion, subject to any restrictions on amendment imposed by the relevant Vesting Agreement or by the Equity Incentive Plan, if applicable. LTIP Units that have vested under the terms of a Vesting Agreement are referred to as “Vested LTIP Units”; all other LTIP Units shall be treated as “Unvested LTIP Units.”

  • Compensation Benefits and Expenses During the Term, the Bank shall compensate the Executive for his services as provided in this Section 3. Unless otherwise determined by the Company Board, all payments and benefits provided in this Agreement shall be paid or provided solely by the Bank. Notwithstanding anything in this Agreement to the contrary, no provision of this Agreement shall be construed so as to result in the duplication of any payment or benefit. Unless otherwise determined by the Company Board, the Company’s sole obligation under this Agreement shall be to unconditionally guarantee the payment and provision of all amounts and benefits due hereunder to Executive, and the affirmative obligations of the Company as set forth at Section 3(h), herein, with respect to Indemnification, and, if such amounts and benefits due from the Bank are not timely paid or provided by the Bank, such amounts and benefits shall be paid or provided by the Company.

  • Termination and Severance Executive shall be entitled to receive benefits upon termination of employment only as set forth in this Section 4:

  • Retention of Services The Company hereby retains the services of Employee, and Employee agrees to furnish such services, upon the terms and conditions hereinafter set forth.

  • Award and Insurance Benefits Borrower shall cooperate with Lender in obtaining for Lender the benefits of any Awards or Insurance Proceeds lawfully or equitably payable in connection with the Property, and Lender shall be reimbursed for any expenses incurred in connection therewith (including attorneys’ fees and disbursements, and the payment by Borrower of the expense of an appraisal on behalf of Lender in case of Casualty or Condemnation affecting the Property or any part thereof) out of such Insurance Proceeds.

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