Retention Bonus Agreements Sample Clauses

Retention Bonus Agreements. The Parties will work together in good faith to have FUSB (as successor to TPB) enter into retention bonus agreements that become effective as of (and subject to the occurrence of) the Effective Time with the individuals set forth on Schedule 7.18 (the “Retention Bonus Agreements”).
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Retention Bonus Agreements. On the Closing Date the Company shall enter into Retention Bonus Agreements in the form of Exhibit B attached hereto with certain key employees of the Company (the "Retention Bonus Agreements"). The Requisite Sellers shall determine the employees of the Company to enter into such Retention Bonus Agreements and to be paid such bonuses and the amount of each such employee's bonus. The aggregate amount of all bonuses pursuant to the Retention Bonus Agreements shall be Nine Hundred Thousand Dollars ($900,000), and the Buyer agrees to make available the aggregate amount of Nine Hundred Thousand Dollars ($900,000) for the payment of bonuses pursuant to such Retention Bonus Agreements. On the Closing Date the Buyer shall pay to the Company in immediately available funds the aggregate amount of Six Hundred Thirty-five Thousand, Two Hundred Ninety-One and 99/100 Dollars ($635,291.99) for the purpose of the Company paying bonuses on the Closing Date pursuant to the Retention Bonus Agreements. The payment of such bonuses on the Closing Date, the withholding of appropriate federal, state and local taxes, and all other employer obligations related to such bonuses shall be the obligation of the Company. The Retention Bonus Agreements shall provide that the remaining bonus amount of Two Hundred Sixty-four Thousand, Seven Hundred Eight and 01/100 Dollars ($264,708.01) shall be paid quarterly in equal quarterly installments Pag 48 over a three (3) year period subsequent to the Closing Date, and payments shall be convertible at the election of the holder thereof into voting no par value common stock of the Buyer; provided, however, that such conversion rights shall be exercisable only in the event that the Buyer then shall have sufficient authorized capital stock to issue to such holders in conversion of payments due to them thereunder.
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Retention Bonus Agreements. The retention bonus agreements between Parent and each of Xxxxx X. Xxxxx and Xxxxx X. Xxxxxxx shall have been terminated, contingent and effective upon the Closing, and the retention bonus agreements between Parent and all other of its employees shall have been amended, contingent and effective upon the Closing.
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Retention Bonus Agreements. Parent shall have executed and delivered a Retention Bonus Agreement to each of the Company employees listed on Schedule 7.02(m);
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Retention Bonus Agreements. The Buyer agrees that it or BSA will, after the consummation of the Closing, offer to enter into retention agreements in substantially the forms attached as Exhibits K-1 and K-2 hereto with all individuals named on Exhibit K who perform services for BSA and individuals named in Exhibit K who perform services for the Seller with respect to the Business and who accept the Buyer's offer of employment. 10.9
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Retention Bonus Agreements. Between the date of this Agreement and the Closing Date, the Parent Seller and the Company will cause each of the Retention Bonus Agreements dated December 6, 2005 by and between the Company and each of Xxxxx Xxxx, Xxxxxx Xxxxx, Xxxxx Code, Xxxxx Xxxxx, Xxx Xxxxxxx, Xxxx Xxxx, Xxxx Xxxxx, Xxxxxxx Xxxxxx, and Xxxxxxxxx Xxxxxxx, respectively, to remain in full force and effect without any further modification or amendment thereto.
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Retention Bonus Agreements. (a) Immediately prior to the Effective Time, the Company shall grant the Key Employee Options and shall obtain from its shareholders a waiver of any rights of first refusal and trigger of any antidilution rights associated therewith. The Key Employee Options shall be for that number of shares of Company Common Stock to satisfy the obligations of the Company under the Retention Bonus Agreements less any applicable withholding taxes required to be paid in connection therewith. The Parent shall fund the withholding obligations of the recipients of the Key Employee Options at such time as those withholding obligations are required to be paid; provided, however, that the Parent shall not be required to fund such withholding obligations until the Closing Date or later and the number of shares issuable under the Key Employee Options are reduced by the amount of the applicable withholdings.
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Retention Bonus Agreements. Promptly after the date hereof, the Company shall use commercially reasonable efforts to enter into Retention Bonus Agreements in the form of Exhibit G with each of the individuals set forth in Document 6.54 of the Clean Room as of the date hereof (the “Retention Schedule”), which Retention Bonus Agreements shall provide for conditional payments to such individuals in the total amounts set forth opposite each such individual’s name in the Retention Schedule.
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Retention Bonus Agreements. Buyer shall have received an executed Retention Bonus Agreement (including an executed Employee Agreement and Acknowledgment of Obligations and Agreement to Arbitrate in the form attached thereto) from at least five of the Key Retention Bonus Recipients, each of which shall be in full force and effect.
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Related to Retention Bonus Agreements

  • Retention Bonuses Provided Executive becomes and remains an active employee of Mercantile, Mercantile will pay Executive retention bonuses in accordance with the following schedule:

  • Retention Bonus You will be eligible for a lump sum cash payment on the first anniversary of the Acquisition Date provided that you are employed by the Company as of such date in an amount equal to the sum of (i) 100% of your annual base salary in effect as of the Acquisition Date, plus (ii) 100% of the annual bonus paid to you for the Company’s fiscal year ending December 31, 2008 (such sum, the “First Year Retention Bonus”). You will be eligible for a lump sum cash payment on the second anniversary of the Acquisition Date provided that you are employed by the Company as of such date in an amount equal to the sum of (i) 100% of your annual base salary in effect as of the Acquisition Date, plus (ii) 100% of the annual bonus paid to you for the Company’s fiscal year ending December 31, 2008 (such sum, the “Second Year Retention Bonus”). Except as set forth below, you will not be eligible for the retention bonuses as set forth above if your employment terminates prior to such applicable anniversary. In the event of your Voluntary Termination for Good Reason (as defined below), the termination of your employment by the Company other than for Justifiable Cause, or in the event of your death or “permanent disability” as defined in the Company’s long-term disability policy (i) during the first twelve month period following the Acquisition Date, you will be eligible for a pro rata portion of the First Year Retention Bonus, counting full months of employment with the Company from the Acquisition Date through such termination, and (ii) during the second twelve month period following the Acquisition Date, you will be eligible for a pro rata portion of the Second Year Retention Bonus, counting full months of employment with the Company from the first anniversary of the Acquisition Date through such termination. Any prorated payment pursuant to the preceding sentence shall be made within 10 business days of such termination. If the annual bonus payment for the Company’s fiscal year ending December 31, 2008 has not been paid to you or otherwise determined by the Company as of the date the prorated payment is due, the prorated payment shall be calculated using your target bonus amount for 2008. Payments under this Section 8 shall be net of any applicable withholding taxes. For purposes of this Section 8, “Voluntary Termination for Good Reason” shall have the same meaning as given to such term under the Key Employee Change in Control Severance Plan as in effect immediately prior to the Acquisition Date, but with respect to the First Year Retention Bonus only, determined without regard to clause (ii) thereof.”

  • Bonus Severance A lump-sum payment equal to 100% of the Executive’s target annual bonus as in effect for the fiscal year in which the CIC Qualified Termination occurs.

  • Retention Payments Executive shall be eligible to earn each Retention Payment listed below, by: (a) being employed on the date listed next to the Retention Payment; (b) not being in a PIP Period (“PIP Period” is defined in Paragraph 4(a) below) on the date listed next to the Retention Payment; and (c) if Executive has resigned or been given notice of termination without Cause (“Cause” is defined in Paragraph 4(b) below) but remains employed during a notice period, assisting in an Orderly Transition of Duties (“Orderly Transition of Duties” is defined in Paragraph 4(c) below). Notwithstanding condition (b), Executive shall be eligible to earn any Retention Payments not earned because Executive was in a PIP Period (“Suspended Payments”) by remaining employed by InterMune, Inc. through the expiration of the PIP Period, at which time any Suspended Payments will be paid to the Executive. Retention Payments are in addition to Executive’s regular compensation package and are not to be considered “bonus” compensation. Date Retention Payment May Be Earned Amount May 31, 2007 $ 50,000 July 30, 2007 $ 50,000 October 30, 2007 $ 75,000 February 28, 2008 $ 75,000 June 30, 2008 $ 85,000 September 30, 2008 $ 100,000 January 1, 2009 $ 100,000 April 1, 2009 $ 40,000

  • Retention Award The Company shall pay the Executive $785,000, 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.

  • Retention Payment 6.4.1 There are two situations in which an employee may be eligible to receive a retention payment. These are total facility closures and relocation of work units.

  • Severance Payments 6.1 If the Executive's employment is terminated following a Change in Control and during the Term, other than (A) by the Company for Cause, (B) by reason of death or Disability, or (C) by the Executive without Good Reason, then the Company shall pay the Executive the amounts, and provide the Executive the benefits, described in this Section 6.1 ("Severance Payments") and Section 6.2, in addition to any payments and benefits to which the Executive is entitled under Section 5 hereof; provided, however, that the Executive shall not be entitled to the Severance Payments unless and until the Executive (or, in the event of the Executive's death, the executor, personal representative or administrator of the Executive's estate) has signed a written waiver and release substantially in the form set forth on Exhibit A hereto. For purposes of this Agreement, the Executive's employment shall be deemed to have been terminated following a Change in Control by the Company without Cause or by the Executive with Good Reason, if (i) during the Term the Executive's employment is terminated by the Company without Cause following a Potential Change in Control but prior to a Change in Control (whether or not a Change in Control ever occurs) and such termination was at the request or direction of a Person who has entered into an agreement with the Company the consummation of which would constitute a Change in Control, (ii) during the Term the Executive terminates his employment for Good Reason following a Potential Change in Control but prior to a Change in Control (whether or not a Change in Control ever occurs) and the circumstance or event which constitutes Good Reason occurs at the request or direction of such Person or (iii) during the Term the Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason and such termination or the circumstance or event which constitutes Good Reason is otherwise in connection with or in anticipation of a Change in Control (whether or not a Change in Control ever occurs). An Executive will not be considered to have been terminated by reason of the divestiture of a facility, sale or other disposition of a business or business unit, or the outsourcing of a business activity with which the Executive is affiliated, notwithstanding the fact that such divestiture, sale or outsourcing takes place within two years following a Change in Control, if the Executive is offered comparable employment by the successor company and such successor company agrees to assume the Company's obligations to the Executive under this Agreement.

  • Bonus Payments In addition to Base Salary, Executive shall be entitled, during the Employment Term, to participate in and receive payments from all bonus and other incentive compensation plans (as currently in effect, as modified from time to time, or as subsequently adopted) of the Company; provided, however, that nothing contained herein shall grant Executive the right to continue in any bonus or other incentive compensation plan following its discontinuance by the Board (except to the extent Executive had earned or otherwise accumulated vested rights therein prior to such discontinuance).

  • Performance Bonuses The Executive will be eligible to receive an annual cash bonus at an annualized rate of up to 40% of his base salary, based on the achievement of reasonable individual and Company performance targets to be established by the Company and Parent.

  • Transaction Bonus In addition, in the event of a transaction involving a Change in Control, in a transaction approved by the Company’s Board of Directors, which transaction results in the receipt by the Company’s stockholders of consideration with a value representing, in the sole judgment of the Board of Directors, a significant premium over the average of the closing prices per share of the Company’s common stock as quoted on the Nasdaq National Market for 20 trading days ending one day prior to the public announcement of such transaction (a “Change in Control Transaction”), Executive shall be paid a Transaction Bonus at the closing of such a transaction in the amount equal to one (1) times 50% of Executive’s Base Salary in effect immediately preceding the closing of such a transaction. Executive shall also be paid said Transaction Bonus if the Company enters into a transaction approved by the Board of Directors which is not a Change in Control Transaction, but which, nonetheless, involves a significant change in the ownership of the Company or the composition of the Board of Directors of the Company, and which results in significant additional value for the Company’s stockholders, as determined by the Board of Directors in its sole discretion and as specifically designated a significant event by the Board of Directors (a “Significant Event”). In the event Executive receives a Transaction Bonus, no Achievement Bonus will be paid to Executive in the year in which such Transaction Bonus is paid. If the Company enters into a transaction which is a Change in Control Transaction, then all of the Executive’s stock options received before the date of the transaction shall become exercisable in full and all of the shares of the common stock of the Company awarded to Executive under the Company’s 1997 Stock Incentive Plan (or any subsequent plan) shall become fully vested. If the Company enters into a transaction which is not a Change in Control Transaction but which is a Significant Event, then the Board of Directors may, in its sole discretion, determine that all, or a portion, of the Executive’s stock options received before the effective date of the transaction shall become exercisable in full and all, or a portion, of the shares of the common stock of the Company awarded to Executive under the Company’s 1997 Stock Incentive Plan (or any subsequent plan) shall become fully vested.

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