Special Bonus Payments. Upon a Change of Control, the ---------------------- Company shall pay to Executive a special cash bonus payment equal to the sum of (a) Executive's AIAP Vested Amount as of such Change of Control, Executive's PS Vested Amount as of such Change of Control, and Executive's PU Vested Amount as of such Change of Control (all as defined in Exhibit A); and (b) any additional funding amounts required to fully fund the Benefit (as defined in Section 5) accrued to the date of such Change of Control under Section 5 hereof. Notwithstanding the foregoing, in the event that following a Change of Control any performance period relating to any award under the AIAP or of Performance Units or Performance Shares under the LTIP within which such Change of Control occurred is completed prior to Executive's termination of employment, upon such completion Executive shall be entitled to payment in respect of each such award of an amount, if any, equal to the excess of the value of such award based on actual performance for such performance period over the AIAP Vested Amount, PU Vested Amount or PS Vested Amount, as the case may be, previously paid to Executive upon such Change of Control in respect of such AIAP award, Performance Units or Performance Shares.
Special Bonus Payments. Upon a Change of Control, the Company ---------------------- shall pay to Executive a special cash bonus payment equal to the sum of (a) Executive's AIAP Vested Amount as of such Change of Control, Executive's PS Vested Amount as of such Change of Control, and Executive's PU Vested Amount as of such Change of Control (all as defined in Exhibit E); (b) any additional premium amounts required under Exhibit F hereto; and (c) any additional funding amounts required to fully fund the SERP Benefit (as defined in Section 5) accrued to the date of such Change of Control under Section 5 hereof. Notwithstanding the foregoing, in the event that following a Change of Control any performance period relating to any award under the AIAP or of Performance Units or Performance Shares under the LTIP (as such terms are defined therein) within which such Change of Control occurred is completed prior to Executive's termination of employment with Holdings and the Company, upon such completion Executive shall be entitled to payment in respect of each such award of an amount, if any, equal to the excess of the value of such award based on actual performance for such performance period over the AIAP Vested Amount, PU Vested Amount or PS Vested Amount, as the case may be, previously paid to Executive upon such Change of Control in respect of such AIAP award, Performance Units or Performance Shares.
Special Bonus Payments. Within 30 days following the Hire Date, Employer shall pay Employee the sum of $820,000.00. Within 90 days following the Hire Date, Employer shall pay Employee the sum of Fifty Percent (50%) of the loss on the sale of your home. On the anniversary of the Hire Date, Employer shall pay Employee the sum of $275,000.00.
Special Bonus Payments. A. As consideration for Employee’s agreements set forth herein, the Company agrees to pay Employee the sum of $367,500, less applicable withholding taxes, payable in 18 equal bi-monthly installments (the “Special Bonus Payments”) beginning on the 91st day after the Closing Date (the “Payment Commencement Date”); provided that Employee’s employment with the Company was not terminated prior to the Payment Commencement Date by reason of Employee’s death or Disability, by the Company for Cause, or by Employee without Good Reason (as such terms are defined below). If, prior to the Payment Commencement Date, Employee dies, resigns without Good Reason, or is terminated for Cause or by reason of Disability, Employee shall not be entitled to the Special Bonus Payments, but the remaining provisions of this Agreement shall remain in effect. As used herein, the terms “Disability”, “
Special Bonus Payments. As soon as practicable after the Closing, ---------------------- Leardata shall pay bonuses to the employees and in the amounts set forth on Schedule 12.2 hereto, which bonuses shall be in the aggregate amount of the ------------- Special Bonus Payments Amount. Purchaser hereby authorizes and directs X. Xxxxx and X. Xxxxx to execute and deliver all checks to the employees and in the amounts set forth on Schedule 12.2 hereto. -------------
Special Bonus Payments. (a) Immediately following the Closing, Worldspan shall, and Buyer shall cause Worldspan to, pay out any Special Bonus Payments that have been accrued for in the Estimated Closing Working Capital and that are payable upon the consummation of the Closing. In addition, if the Closing occurs prior to July 31, 2003, on or prior to July 31, 2003, Worldspan shall, and Buyer shall cause Worldspan to, pay out the Special Bonus Payments that have been accrued for in the Estimated Closing Working Capital and that are payable no later than such date.
Special Bonus Payments. The Employers shall pay the Executive certain bonuses (collectively referred to as "Special Bonus Payments") as set forth below.
Special Bonus Payments. Section 3.4 of the Agreement shall be amended and restated in full as follows:
Special Bonus Payments. Upon a Change of Control, subject to ---------------------- your execution of a release of claims against Holdings and the Company in the relevant form set forth on Exhibit A, the Company shall pay to you a special cash bonus payment equal to the sum of (a) a cash payment in respect of each option you hold under the LTIP equal to the higher of (i) the excess, if any, of the Fair Market Value (as defined in the LTIP) over -- the option price of such option multiplied by the number of Shares (as defined in the LTIP) subject to such option or (ii) the value of such option using the Black Scholes method of valuing such option, based on the following assumptions: Fair Market Value (as so defined), a risk free factor equal to the average rate for zero coupon United States government issues with a remaining term equal to the expected term of the option, a dividend yield calculated by dividing the annual dividend by the Fair Market Value, and volatility of 35.6% (the 4 1/2 year weighted average volatility of the Shares); and (b) your AIAP Vested Amount, your PS Vested Amount and your PU Vested Amount (all as of the date of the Change of Control and all as defined in Exhibit B). Notwithstanding the foregoing, in the event that following a Change of Control any performance period within which such Change of Control occurred relating to any award under the AIAP or of Performance Units or Performance Shares under the LTIP (as such terms are defined therein) is completed prior to your termination of employment, upon such completion you shall be entitled to payment in respect of each such award of an amount, if any, equal to the excess of the value of such award, based on actual performance for such performance period, over the AIAP Vested Amount, PU Vested Amount or PS Vested Amount, as the case may be, previously paid to you upon such Change of Control in respect of such AIAP award, Performance Units or Performance Shares.
Special Bonus Payments. Section 3 of the Third Amendment to Employment Agreement and First Amendments to Split-Dollar Agreements And Collateral Assignments provides that "Annual Special Bonuses" (as defined therein) shall be paid to Xxxxxx in specific circumstances. The parties acknowledge and agree that Xxxxxx will retire from employment by FNB and the Bank as of January 31, 2006 and will thereafter not be an employee or entitled to compensation as an employee of FNB or the Bank. They further acknowledge and agree that notwithstanding Xxxxxx'x retirement, the Bank shall remain obligated to pay Xxxxxx the amounts denominated as "Annual Special Bonuses" in such Section 3 when, as and in the amounts calculated in accordance with the provisions therein, in fulfillment of the Bank's obligations to Xxxxxx under the Employment Agreement, as amended.
