Sale of Company Bonus Sample Clauses

Sale of Company Bonus. In the event a Bonus Transaction (as defined below) occurs, Employee shall be entitled to receive from Company on the date of the closing of such Bonus Transaction (a) one million dollars ($1,000,000), if the price per share received by holders of the Common Stock, in cash and/or, as the case may be, securities or other property (the "Stockholder Consideration") in connection with the Bonus Transaction is equal to, or less than, twenty dollars ($20.00) per share (the "Per Share Price"), and (b) three million dollars ($3,000,000) if the Stockholder Consideration is in excess of the Per Share Price. For purposes of this Section 4.3, (a) the Per Share Price shall be deemed to be increased or decreased, as the case may be, in the event of any change in the outstanding Common Stock after the date hereof and prior to the closing of a Bonus Transaction by reason of any share split, share dividend, recapitalization, merger, consolidation, combination or exchange of shares or other similar corporate change (each a "Stock Change") in order to reflect the economic effect of such Stock Change on the holders of Common Stock, and (b) "Bonus Transaction" shall mean (i) a merger or consolidation of the Company which results in an entity of which less than a majority of the voting interests are held by individuals and entities who were holders of the Common Stock at the time of commencement of such transaction, (ii) a sale of all or substantially all of the assets of Company or (iii) a transaction which results in the Common Stock no longer being required to be registered under the Securities Exchange Act of 1934, as amended.
Sample 1
AutoNDA by SimpleDocs
Sale of Company Bonus. Upon the final determination of the Final Closing Balance Sheet, as that term is defined in the "Recapitalization Agreement." Employer shall pay to Employee a sum equal to 15% of the Final Closing Adjustment payable by the Company pursuant to Section 3.4 of the Recapitalization Agreement, if any, provided that such amount is reflected as a liability on the Final Closing Balance Sheet.
Sample 1
Sale of Company Bonus. In the event that the Company or substantially all of the assets of the Company are sold,whether for cash or securities or a combination thereof ( the “Consideration”) then the Executive shall be entitled to a bonus, , equal to the following: (i) under $100 million purchase price, the Executive shall not be entitled to a bonus hereunder; (ii) between $100 million and $199,999,999 purchase price, the Executive shall be entitled to a bonus equal to 2% of the Consideration price; (iii) between $200 million and $299,999,999 purchase price, the Executive shall be entitled to a bonus (“Sale of the Company Bonus”) equal to 3% of the Consideration; (iv) between $3 million and $399,999,999, the Executive shall be entitled to a bonus equal to 4% of the Consideration or (v) over $400 million purchase price, the Executive shall be entitled to 5% of the Consideration. To the extent possible, the Company shall pay the Sale of the Company Bonus in cash. If the Company is unable to pay the Sale of the Company Bonus in cash, than the Company may pay the sale of the Company Bonus in Consideration or a combination of cash and Consideration.
Sample 1
Sale of Company Bonus. In the event a Sale of Company Bonus Transaction (as defined below) occurs, Employee shall be entitled to receive from Company on the date of the closing of such Sale of Company Bonus Transaction (a) one million dollars ($1,000,000.00), if the price per share received by holders of the Common Stock, in cash and/or, as the case may be, securities or other property (the “Stockholder Consideration”) in connection with the Sale of Company Bonus Transaction is equal to, or less than, per share (the “Per Share Price”), and (b) three million dollars ($3,000,000.00) if the Stockholder Consideration is in excess of the Per Share Price. For purposes of this Section 3(g), (a) the Per Share Price shall be deemed to be increased or decreased, as the case may be, in the event of any change in the outstanding Common Stock after the date hereof and prior to the closing of a Bonus Transaction by reason of any share split, share dividend, recapitalization, merger, consolidation, combination or exchange of shares or other similar corporate change (each a “Stock Change”) in order to reflect the economic effect of such Stock Change on the holders of Common Stock, and (b) “Sale of Company Bonus Transaction” shall mean (i) a merger or consolidation of the Company which results in an entity of which less than a majority of the voting interests are held by individuals and entities who were holders of the Common Stock at the time of commencement of such transaction, (ii) a sale of all or substantially all of the assets of Company or (iii) a transaction which results in the Common Stock no longer being required to be registered under the Securities Exchange Act of 1934, as amended.
Sample 1
Sale of Company Bonus. In the event that the Company or substantially all of the assets of the Company and its subsidiaries are sold, whether for cash or securities or a combination thereof, Executive shall be entitled to a one-time bonus, equal to the following: (i) if the shareholders of the Company receive aggregate consideration of up to $149,999,999, the Executive shall be entitled to receive a bonus equal 2.5% of the consideration paid/distributed to shareholders; (ii) if the shareholders of the Company receive aggregate consideration of between $150 million and $249,999,999, Executive shall be entitled to a bonus equal to 3.5% of the aggregate consideration paid/distributed to shareholders; (iii) if the shareholders of the Company receive aggregate consideration of between $250 million and $349,999,999, Executive shall be entitled to a bonus equal to 4.5% of the aggregate consideration paid/distributed to shareholders; and (iv) if the shareholders of the Company receive aggregate consideration of more than $350 million, Executive shall be entitled to 5% of the aggregate consideration paid/distributed to shareholders. To the extent possible, the Company shall pay the foregoing bonus in cash. If the Company is unable to pay the full bonus in cash, then the Company may pay a portion of such bonus in securities of the purchaser at a rate that does not exceed the percentage of total consideration received by the Company’s shareholders in securities of the purchaser. For avoidance of doubt, the foregoing bonus shall be calculated on a threshold verses step function basis. Thus, for example, should the consideration paid/distributed to the shareholders be $350 million, Executive shall be paid a bonus equal to $17.5 million.
Sample 1
Sale of Company Bonus. Upon the consummation of a Sale of the Company during the Employment Period, the Employer shall (in addition to Executive’s earned Base Salary) pay to Executive in a lump sum payment a bonus equal to fifteen months’ salary, to be calculated based on Executive’s annual Base Salary for the then current fiscal year. It is agreed and understood that Executive shall be entitled to receive the bonus set forth in this Section 4.7 if and only if Executive remains continuously employed with the Employer through the consummation of a Sale of the Company. Any such bonus payment shall be paid to Executive within ten (10) days of the consummation of the Sale of the Company. In the event that, at the time of the consummation of a Sale of the Company, Executive is entitled to receive any amounts pursuant to Sections 5.1(b), 5.2 or 5.5 below, as applicable, Employer’s obligation to pay such amounts shall accelerate and all amounts outstanding with respect to such Section shall be due and payable to Executive within ten (10) days of the consummation of the Sale of the Company; provided, however, that Executive shall be deemed to be entitled to any such amounts for purposes of this Section 4.7 if and only if the Executive has executed and delivered to the Employer a General Release substantially in form and substance as set forth on Exhibit A attached hereto (the “Release”) within the time limitations set forth in Section 6.3, the Release has become effective, the time frame provided in Section 6 for the revocation of the Release has lapsed at least five (5) business days prior to the consummation of the Sale of the Company without revocation by Executive, and Executive has not materially breached the provisions of the Release, or Section 7 or Section 8 of this Agreement prior to payment of such amounts.
Sample 1
Sale of Company Bonus 
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs

Related to Sale of Company Bonus

  • Sale Bonus (a) If a Sale of the Company is consummated, then, subject to the terms and conditions of this Agreement, you shall be entitled to receive from the Company, or one of its Affiliates, a one-time cash payment (the “Sale Bonus”) in an aggregate amount equal to one half of one percent (0.5%) of the Net Equity Proceeds from such Sale of the Company. The Sale Bonus shall not be paid unless you remain continuously employed by Company or any of its subsidiaries from the date hereof until the date the Sale Bonus (or each component thereof) contemplated under this Agreement is paid.

  • 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 three (3) 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, or which results in receipt of a premium for the Company's stockholders (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 granted prior to July 27, 1999 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 and the 1993 Stock Option/Stock Issuance Plan prior to July 27, 1999 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 granted prior to July 27, 1999 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 and the 1993 Stock Option/Stock Issuance Plan prior to July 27, 1999 shall become fully vested.

  • Annual Equity Award With respect to each Company fiscal year commencing during the Term, the Executive shall be eligible to receive an annual equity compensation award (each such award, an “Annual Equity Award”). The form and terms and conditions of each Annual Equity Award shall be determined by the Board (or the Compensation Committee of the Board) in its discretion and shall be set forth in one or more written award agreements between the Company and the Executive.

  • PAYMENTS TO EXECUTIVE UPON CHANGE IN CONTROL (a) Upon the occurrence of a Change in Control of the Bank or the Company (as herein defined) followed at any time during the term of this Agreement by the voluntary or involuntary termination of the Executive’s employment, other than for Cause, as defined in Section 2(c) hereof, the provisions of Section 3 shall apply. Upon the occurrence of a Change in Control, the Executive shall have the right to elect to voluntarily terminate his employment at any time during the term of this Agreement following any demotion, loss of title, office or significant authority, reduction in his annual compensation or benefits, or relocation of his principal place of employment by more than 30 miles from its location immediately prior to the Change in Control.

  • Change in Control Bonus “Change in Control Bonus” has the meaning set forth in Section 5a(iii)(1).

  • Annual Incentive Bonus The Company shall, in addition to Executive’s Base Salary, pay Executive an Annual Incentive Bonus, which shall be payable within 120 days of the end of each fiscal year in accordance with the formula set forth on Exhibit A, attached hereto and made a part hereof.

  • Annual Bonus Opportunity Your annual target bonus opportunity following the Effective Date will be 50% of your annual base salary (the “Target Bonus”). The Target Bonus shall be subject to review and may be adjusted based upon the Company’s normal performance review practices. Your actual bonuses shall be based upon achievement of performance objectives to be determined by the Board in its sole and absolute discretion. Bonuses will be paid as soon as practicable after the Board determines that such bonuses have been earned, but in no event will a bonus be paid to you after the later of (i) the fifteenth (15th) day of the third (3rd) month following the close of the Company’s fiscal year in which such bonus is earned or (ii) March 15 following the calendar year in which such bonus is earned.

  • Bonus Payment Executive will receive a lump-sum payment equal to one hundred fifty percent (150%) of the higher of (A) the greater of (x) Executive’s target bonus for the fiscal year in which the Change of Control occurs (as in effect immediately prior to the Change of Control) or (y) Executive’s target bonus as in effect for the fiscal year in which Executive’s termination of employment occurs, or (B) Executive’s actual bonus for performance during the calendar year prior to the calendar year during which the termination of employment occurs. For avoidance of doubt, the amount paid to Executive pursuant to this Section 3(b)(iii) will not be prorated based on the actual amount of time Executive is employed by the Company during the fiscal year (or the relevant performance period if something different than a fiscal year) during which the termination occurs.

  • Bonus Amount For purposes of this Agreement, "Bonus Amount" shall mean the greater of (a) the target annual bonus payable to the Executive under the Incentive Plan in respect of the fiscal year during which the Termination Date occurs or (b) the highest annual bonus paid or payable under the Incentive Plan in respect of any of the three full fiscal years ended prior to the Termination Date or, if greater, the three (3) full fiscal years ended prior to the Change in Control.

  • Annual Equity Grant During the first fiscal quarter of each year, or such other time as the Board, in its discretion, may determine, the Employee will receive an annual equity grant with a target value, measured as of the grant date, equal to the percentage of the Employee’s Salary determined by the Board or its designated committee, which for 2021 shall be 65% (the “Annual Equity Grant”). One-half of the Annual Equity Grant is expected to be in the form of restricted stock units or restricted share units with no performance restrictions or metrics associated with them, and which are expected to vest in three equal increments on each of the first, second and third anniversaries of the grant date. The other one-half of the Annual Equity Grant is expected to be in the form of performance shares or performance restricted stock units, which will have Board-determined performance restrictions and metrics associated with them. The determination of how many of those performance shares or performance restricted stock units have been earned will be made by the Board on or about the first anniversary of the grant date, based on the financial performance of the Company during the prior fiscal year, and any performance shares or performance stock units deemed by the Board to be earned are expected to vest in two equal increments on or about each of the second and third anniversaries of the grant date. Notwithstanding any other provision of this Agreement to the contrary, the determination of whether and when to make any Annual Equity Grant to Employee, and the design, nature and amount of any such Annual Equity Grant, shall be determined by the Board in its discretion. All Annual Equity Grants to Employee shall be subject to the terms of the grant agreement between Employer and Employee. In the event of a Change of Control, the Board or its designated committee will determine the manner in which any unvested restricted shares, performance shares, restricted stock units or other unvested equity grants will be treated, with respect to the amount and timing of the vesting of such unvested equity, to the extent that the same is not already addressed in the terms of the applicable grant agreement between the Employer and Employee.

Time is Money Join Law Insider Premium to draft better contracts faster.