Transaction Bonus Plan Sample Clauses

Transaction Bonus Plan. For a period commencing on the date of this Agreement and ending one-year after Closing, without the prior written consent of Key, Sellers agree not to amend or modify the transaction bonus plan and the individual award agreements identified on Schedule 5.13(e) in a manner that would increase or decrease, or accelerate or delay the payment of, the benefits thereunder, except for such amendments or modifications as may be required to provide for the payment of separate bonuses at Closing related to Quail Nuclear Specialty Services, LLC, a Texas limited liability company.
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Transaction Bonus Plan. The Transaction Bonus Plan shall not have been terminated, rescinded, modified or amended.
Transaction Bonus Plan. Following the Closing Date the Buyer shall adopt a Transaction Bonus Plan, which shall provide for the payment of transaction bonuses to key employees of the Buyer in the event of, and in connection with, a Company Sale (as such term shall be defined in the Transaction Bonus Plan; provided, that the transactions described in this Agreement shall not constitute a “Company Sale” or trigger the payment of such bonuses). The proposed material terms of the Transaction Bonus Plan are set forth on Schedule 6.17. Table of Contents
Transaction Bonus Plan. At a meeting duly called and held on August 14, 2007, the board of directors of the Company approved and adopted the XenSource, Inc. 2007 Transaction Bonus Plan (the “Transaction Bonus Plan”), a correct and complete copy of which, together with the allocation schedule thereto, has been provided to Parent. The Transaction Bonus Plan provides for the payment of a maximum aggregate amount of $30,000,000 in cash (the “Transaction Bonus Amount”) to the Employees and in the individual amounts for each such Employee as set forth on the allocation schedule thereto.
Transaction Bonus Plan. Immediately following the Closing Parent will assume, and will promptly thereafter satisfy, the Company’s obligations under the Transaction Bonus Plan.
Transaction Bonus Plan. From and following the Closing, Parent shall, and shall cause the Surviving Corporation to, pay when due any amounts under Transaction Bonus Plan, in accordance and pursuant to the terms and conditions of the Transaction Bonus Plan and the underlying award agreements. To the extent such payments become due and payable, Parent shall pay, or shall cause to be paid, promptly, and in any event within 30 days of the date such payment became due, such payments through Parent’s or the Surviving Corporation’s payroll systems, from the Transaction Bonus Plan Amount retained by Parent from the Estimated Merger Consideration payable at the Closing, any amounts distributed to Parent from the Escrow Amount on behalf of the Management Participants, and any amounts retained by Parent pursuant to Section 1.11(e)(i).
Transaction Bonus Plan. Following the receipt by the Surviving Corporation of the Transaction Bonus Plan Closing Amount in accordance with Section 2.9(c), Buyer shall cause the Surviving Corporation, no later than one (1) Business Day following the Closing, to pay the Transaction Bonus Plan Closing Amount payable to the Transaction Bonus Plan Participants through payroll, subject to applicable Tax withholding obligations, as set forth on the Distribution Schedule.
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Transaction Bonus Plan. Subject to the terms of the HCC Transaction Bonus Plan, a copy of which is set forth on Schedule 1.9(e) hereto, two payments will be made to Company Employees who are eligible participants thereunder: one payment representing one-half of the total bonus amounts delivered thirty (30) days following the Closing (the “First Half Bonus Payments”) and one payment representing the balance of the total bonus amounts delivered one year after the Closing (the “Second Half Bonus Payments”), each payment subject to acceleration or forfeiture pursuant to the terms of the HCC Transaction Bonus Plan. The First Half Bonus Payments payable to Company Employees are set forth on Schedule 1.9(e) hereto. The Seller shall deliver checks payable to the respective Company Employees representing the First Half Bonus Payments to the Company within thirty (30) days of the Closing. The Buyer agrees to reasonably cooperate in the delivery of these payments by causing the Company to distribute the checks to the appropriate Company Employees, notify the Seller as to the status of such delivery and return any undeliverable checks to the Seller. The Second Half Bonus Payments that could be earned by Company Employees are shown on Schedule 1.9(e) hereto. Such amount shall be an adjustment to the Total Purchase Price as provided in Section 1.1 and the Buyer shall be responsible for the Second Half Bonus Payments. If at any time a Company Employee becomes ineligible to receive such employee’s portion of the Second Half Bonus Payments, the Buyer shall remit the amount of such forfeited Second Half Bonus Payment to the Seller or its designee. The Buyer shall cause the Company to provide Seller with quarterly status reports as to the status of Company Employees in order that the Seller may monitor the balance of the Second Half Bonus Payments.

Related to Transaction Bonus Plan

  • 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.

  • Incentive Bonus Plan Employee shall be eligible for a bonus opportunity of up to 65% of his annual base salary in accordance with the Company’s Incentive Bonus Plan as modified from time to time, payable in cash and/or equity of the Company (at the Company’s discretion). The bonus payment and the Company’s targeted performance shall be determined and approved by the Board or the compensation committee thereof.

  • Bonus Plan Such bonus, if any, as shall be determined upon the recommendation of the CEO by the Board (or any designated Committee of the Board comprised solely of independent directors), shall be paid in accordance with the terms and conditions of the bonus plan established for the Company (“Bonus Plan”).

  • 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.

  • 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 Plans A bonus is a lump sum payment that is not a permanent increase to the salary base of the individual and may be granted at the discretion of the President. A bonus may be awarded at any time and may be used for a variety of salary adjustments including, but not limited to, the following:

  • Retention Bonus (a) Subject to Sections 2(b), 2(c) and 2(d) below and your continued employment through the Determination Date (as defined below), you will be eligible to receive a Retention Bonus equal to the annual bonus you would have been eligible to receive under the Company’s Annual Incentive Plan based on the Company’s actual performance for 2023, as determined by the Compensation Committee of the Board of Directors (the “Committee”) following the completion of 2023, had you been a participant in the Annual Incentive Plan with a target bonus opportunity of up to 40% of your base salary (such amount as determined by the Committee, the “Retention Bonus”), which determination shall occur between January 1, 2024 and March 15, 2024 (the date of such determination, the “Determination Date”). The Retention Bonus, if any, will be paid in cash in a lump sum between January 1, 2025 and March 15, 2025. You will continue to be considered an employee of the Company for purposes of this letter agreement if you are on a Company- approved leave of absence. (b) In the event of a Change in Control during 2024, subject to your continued employment through the earlier of: (1) the Determination Date; or (2) the date of the Change in Control, you will be eligible to receive your Retention Bonus in cash in a lump sum within 10 days following the date of the Change in Control. (c) In the event of your Involuntary Termination (as defined in the Employment Agreement) on or after the Determination Date but on or prior to the date you have received the Retention Bonus, you will be eligible to receive your Retention Bonus in cash in a lump sum within 10 days following the effective date of your Release (as defined below). As a condition to your receipt of the Retention Bonus pursuant to this Section 2(c), you shall execute and not revoke a general release of all claims in favor of the Company and its affiliates (the “Release”) in the form attached to the Employment Agreement as Exhibit A. In the event the Release does not become effective within the 55-day period following the date of your Involuntary Termination, you shall not be entitled to the Retention Bonus. (d) If your employment terminates prior to the Determination Date for any reason, then this letter agreement will terminate, and you will forfeit any right you may have to receive the Retention Bonus.

  • 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 Program You will be eligible for an annual target bonus of 35% of your annual base salary as determined by the Board in its sole discretion based upon, among other things, the achievement of pre-determined performance milestones. Any annual bonus, if earned, shall be paid no later than March 15th of the year immediately following the year to which the applicable annual bonus relates.

  • Equity Incentive Compensation Upon the Closing, each incentive award in respect of the common stock of Seller Parent (a “Seller Parent Equity Award”) held by a Transferred Employee shall become vested or eligible to vest (subject to the satisfaction of any applicable performance goals) in a prorated amount, determined based on the number of days in the applicable vesting period elapsed as of the Closing Date. Effective as of the Closing, Purchaser or its Affiliates shall grant to each Transferred Employee an equity- or cash-based incentive award (a “Make-Whole Award”) with a grant date fair value that is no less favorable than the value of the portion of the Seller Parent Equity Awards forfeited by the Transferred Employee in connection with the Closing (which forfeited amount shall be disclosed to Purchaser Parent no later than five (5) Business Days prior to the Closing), which Make-Whole Award shall have terms and conditions that are no less favorable than the terms and conditions (including vesting schedule and accelerated vesting terms) that were applicable to the corresponding Seller Parent Equity Award. In the event that the post-Closing transfer of a Delayed Transfer Employee results in a larger portion of the Seller Parent Equity Awards held by such Delayed Transfer Employee becoming vested upon such Delayed Transfer Employee’s transfer of employment than if the employment of such Delayed Transfer Employee had transferred upon the Closing, then the incremental cost of such additional vesting (which cost shall be measured based on the taxable income the Delayed Transfer Employee either realized or would have realized had such awards been settled or exercised upon such Delayed Transfer Employee’s transfer of employment to Purchaser or its Subsidiaries) shall be considered Purchaser Assumed Employee Liabilities.

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