Stock Bonus. In connection with the execution, delivery and performance of this agreement by the Executive, the Company shall on July 1, 2000 grant to the Executive stock in the Company representing one-half percent (1/2%) of the shares of the Company's common stock that are issued and outstanding as of the close of business on the date preceding the Commencement Date; determined on a fully diluted basis inclusive of shares reserved for issuance upon (a) the complete exercise of all then outstanding option, warrant or rights grants (inclusive of the shares to be made the subject of the Executive's option grants herein described) and employee stock incentive plans, (b) the conversion of then outstanding preferred shares or convertible debt instruments into shares of the Company's common stock, or (c) the consummation of any then-authorized stock split or stock dividend provided that if at the time of such intended issuance the Company constitutes a subsidiary of another corporation or its corporate existence has been terminated as a result of its merger into or consolidation with another corporation, then Executive shall receive certificate(s) representing an identical ownership interest in the ultimate parent of the Company or of the survivor of any such merger or consolidation, or, if no such parent shall then exist, then in the survivor of the merger or consolidation. The value of each such share as of the date of issuance or date of vesting, as applicable, shall be determined by the issuer's board of directors. The shares shall vest (i) as to 50% of the shares on July 1, 2000 and (ii) as to an additional 25% of the shares on each of July 1, 2001 and July 1, 2002, provided as to each such date that the Executive continues to be employed on a full time basis by the Company. The Executive shall receive from the Company one or more certificates, registered in his name, representing each installment of vested shares on the vesting date of such shares. In addition, the Company shall pay at the time of each such vesting a cash bonus to Executive equal to an amount such that after the payment by Executive of all federal, state and local income taxes, self-employment taxes, or other taxes (including any interest or penalties, arising from the actions or inactions of the Company, imposed with respect thereto) ("INCOME TAXES") imposed on the receipt of the stock being vested and on such bonus, Executive retains an amount of the bonus equal to the Income Taxes imposed on him by the vesting of the stock and by the bonus payments.
Appears in 1 contract
Samples: Employment Agreement (Amerivision Communications Inc)
Stock Bonus. In connection with the execution, delivery and performance of this agreement by the ExecutiveAgreement, the Company shall on July 1, 2000 grant to the Executive Damoose stock in the Company representing an amount equal to one-half percent (1/2%) of the shares of the Company's common stock that are issued and outstanding as of the close of business on the date preceding the Commencement Date; determined on a fully diluted basis inclusive of shares reserved for issuance upon (a) the complete exercise of all then outstanding option, warrant or rights grants (inclusive of the shares to be made the subject of the ExecutiveDamoose's option grants grant herein described) and employee stock incentive plans, (b) the conversion of then outstanding preferred shares or convertible debt instruments into shares of the Company's common stock, or (c) the consummation of any then-authorized stock split or stock dividend provided that if at the time of such intended issuance the Company constitutes a subsidiary of another corporation or its corporate existence has been terminated as a result of its merger into or consolidation with another corporation, then Executive Damoose shall receive certificate(s) representing an identical ownership interest in the ultimate parent of the Company or of the survivor of any such merger or consolidation, or, if no such parent shall then exist, then in the survivor of the merger or consolidation. The value of each such share as of the date of issuance or date of vesting, as applicable, shall be determined by the issuer's board of directors. The shares shall vest (i) as to 50% of the shares on July 1, 2000 and (ii) as to an additional 25% of the shares on each of July 1, 2001 and July 1, 2002, provided as to each such date that the Executive Damoose continues his service to be employed on a full time basis by the Company. The Executive Damoose shall receive from the Company one or more certificates, registered in his name, representing each installment of vested shares on the vesting date of such shares. In addition, the Company shall pay at the time of each such vesting a cash bonus to Executive Damoose equal to an amount such that after the payment by Executive Damoose of all federal, state and local income taxes, self-employment taxesemployment, taxes or other taxes (including any interest or penalties, arising from the actions or inactions of the Company, imposed with respect thereto) ("INCOME TAXES") imposed on the receipt of the stock being vested and on such bonus, Executive Damoose retains an amount of the bonus equal to the Income Taxes imposed on him by the vesting of the stock and by the bonus payments.
Appears in 1 contract
Stock Bonus. In connection with the executionOn or promptly after May 24, delivery and performance of this agreement by the Executive1999, Damoose shall receive from the Company shall on July 1one or more certificates, 2000 grant registered in his name, representing an amount equal to the Executive stock in the Company representing one-half percent (1/2%) of the shares of the Company's common stock that are issued and outstanding as of the close of business on the date preceding the Commencement Date; determined on a fully diluted basis inclusive of shares reserved for issuance upon (a) the complete exercise of all then outstanding option, warrant or rights grants (inclusive of the shares to be made the subject of the ExecutiveDamoose's option grants grant herein described) and employee stock incentive plans, (b) the conversion of then outstanding preferred shares or convertible debt instruments into shares of the Company's common stock, or (c) the consummation of any then-authorized stock split or stock dividend provided that if at the time of such intended issuance the Company constitutes a subsidiary of another corporation or its corporate existence has been terminated as a result of its merger into or consolidation with another corporation, then Executive Damoose shall receive certificate(s) representing an identical ownership interest in the ultimate parent of the Company or of the survivor of any such merger or consolidation, or, if no such parent shall then exist, then in the survivor of the merger or consolidation. The value of each such share as of the date of issuance or date of vesting, as applicable, shall be determined by the issuer's board of directors. The shares shall vest (i) as to 50% of the shares 25 percent on July 1, 2000 1999 and (ii) as 25 percent on the anniversary thereof for each year of service to an additional 25% of the shares on each of Company by Damoose after July 1, 2001 and July 1, 2002, provided as 1999 up to each such date that the Executive continues to be employed on a full time basis by the Company. The Executive shall receive from the Company one or more certificates, registered in his name, representing each installment three years of vested shares on the vesting date of such sharesservice. In addition, the Company shall pay at the time of each such vesting a cash bonus to Executive Damoose equal to an amount such that after the payment by Executive Damoose of all federal, state and local income taxes, self-employment taxesemployment, taxes or other taxes (including any interest or penalties, arising from the actions or inactions of the Company, imposed with respect thereto) ("INCOME TAXES") imposed on the receipt of the stock being vested and on such bonus, Executive Damoose retains an amount of the bonus equal to the Income Taxes imposed on him by the vesting of the stock and by the bonus payments.
Appears in 1 contract
Stock Bonus. In connection with the executionOn or promptly after May 24, delivery and performance of this agreement by the Executive1999, Sekulow shall receive from the Company shall on July 1one or more certificates, 2000 grant registered in his name, representing an amount equal to the Executive stock in the Company representing one-half percent (1/2%) of the shares of the Company's common stock that are issued and outstanding as of the close of business on the date preceding the Commencement Date; determined on a fully diluted basis inclusive of shares reserved for issuance upon (a) the complete exercise of all then outstanding option, warrant or rights grants (inclusive of the shares to be made the subject of the ExecutiveSekulow's option grants grant herein described) and employee stock incentive plans, (b) the conversion of then outstanding preferred shares or convertible debt instruments into shares of the Company's common stock, or (c) the consummation of any then-authorized stock split or stock dividend provided that if at the time of such intended issuance the Company constitutes a subsidiary of another corporation or its corporate existence has been terminated as a result of its merger into or consolidation with another corporation, then Executive Sekulow shall receive certificate(s) representing an identical ownership interest in the ultimate parent of the Company or of the survivor of any such merger or consolidation, or, if no such parent shall then exist, then in the survivor of the merger or consolidation. The value of each such share as of the date of issuance or date of vesting, as applicable, shall be determined by the issuer's board of directors. The shares shall vest (i) as to 50% of the shares 25 percent on July 1, 2000 1999 and (ii) as 25 percent on the anniversary thereof for each year of service to an additional 25% of the shares on each of Company by Sekulow after July 1, 2001 and July 1, 2002, provided as 1999 up to each such date that the Executive continues to be employed on a full time basis by the Company. The Executive shall receive from the Company one or more certificates, registered in his name, representing each installment three years of vested shares on the vesting date of such sharesservice. In addition, the Company shall pay at the time of each such vesting a cash bonus to Executive Sekulow equal to an amount such that after the payment by Executive Sekulow of all federal, state and local income taxes, self-employment taxes, or other taxes (including any interest or penalties, arising from the actions or inactions of the Company, imposed with respect thereto) ("INCOME TAXES") imposed on the receipt of the stock being vested and on such bonus, Executive Sekulow retains an amount of the bonus equal to the Income Taxes imposed on him by the vesting of the stock and by the bonus payments.
Appears in 1 contract