Transaction Incentive Award Sample Clauses

Transaction Incentive Award. (1) In addition to your Salary and ICP awards, you will be eligible to receive a transaction incentive award in the aggregate amount of $6,000,000 (the “Transaction Incentive Award”), contingent upon successful completion of an IPO or a Sale (as defined below) of the Company, provided that you are still employed with the Company upon completion of such IPO or Sale, as the case may be, and each applicable payment and settlement date, as described below. The Transaction Incentive Award will be payable at the times and in the forms set forth below, unless applicable law or regulation requires payment in a different form or at a different time. In no event shall the aggregate Transaction Incentive Award payable under Sections 3(c)(2) and (3), when measured by reference to the amount of cash paid and the grant date value of stock awards, exceed $6,000,000.
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Transaction Incentive Award. Subject to the terms and conditions set forth in this Agreement, Employee shall be entitled to receive a one-time transaction incentive award in the amount of $[●] (the “Incentive Award”), subject to applicable withholdings and deductions, from the Company in accordance with the following provisions.
Sample 1
Transaction Incentive Award. Under the terms of your Transaction Incentive Award letter agreement with the Company dated July 24, 2018, you will not be eligible to receive any portion of the Transaction Incentive Award. This Transaction Incentive Award letter agreement shall be of no further force or effect following the Termination Date.
Sample 1
Transaction Incentive Award. In the event of a Qualified Public Offering (as defined in the Securityholders Agreement) or a Change of Control that occurs during the Employment Term (either event, a “Transaction”), Executive shall be eligible to receive a cash or equity transaction incentive award (the “Transaction Incentive Award”), with the grant of the Transaction Incentive Award contingent on the valuation of the Class A-1 Units (as defined in the Securityholders Agreement) held by Blackstone (as defined in the Securityholders Agreement) as of the date of such Transaction being equal, at the time of the Transaction, to at least 1.0 times Blackstone’s cumulative invested capital in respect of such Class A-1 Units. The value of the Transaction Incentive Award shall be $3,000,000 or, if the valuation of the Class A-1 Units held by Blackstone as of the date of such Transaction is, at the time of the Transaction, at least 2.0 times Blackstone’s cumulative invested capital in respect of such Class A-1 Units, $4,000,000. In the case of a Change of Control, the Transaction Incentive Award shall be payable in cash on the first anniversary of the Change of Control and in the case of a Qualified Public Offering, the Transaction Incentive Award shall be payable in shares of the Company (or its affiliate that is subject to the Qualified Public Offering, as applicable) on the first anniversary of the Qualified Public Offering, using the per-share price at which such shares were sold by the underwriters in the Qualified Public Offering; provided, however, that Executive shall forfeit 100% of any unpaid or undelivered Transaction Incentive Award if (x) Executive’s employment is terminated by the Company for Cause (or Executive resigns at a time when grounds for Cause exist hereunder) at any time, (y) Executive resigns other than as a result of a Constructive Termination or (z) Executive breaches any of the covenants set forth in Sections 8 or 9. In the event of (i) Executive’s termination of employment by the Company without Cause, (ii) Executive’s resignation as a result of a Constructive Termination (in each case for sub-clauses (i) and (ii), when grounds for Cause do not exist hereunder) or (iii) termination of Executive’s employment hereunder for either death or Disability, and a Qualified Public Offering is priced or Change of Control is consummated within three months following any such event, Executive or Executive’s estate (as the case may be) shall be eligible to receive the Transaction I...
Sample 1

Related to Transaction Incentive Award

  • Long-Term Incentive Award During the Term, Executive shall be eligible to participate in the Company’s long-term incentive plan, on terms and conditions as determined by the Committee in its sole discretion taking into account Company and individual performance objectives.

  • Equity Incentive Awards The Executive shall be eligible to receive grants of equity-based long-term incentive awards, which may include options to purchase Company stock, performance or restricted stock units and Company restricted stock contributions to Company’s deferred compensation plan, or other equity-based awards. Such awards shall be determined in the discretion of the Board and the Executive shall be eligible for consideration for such awards in the same manner as other senior executive officers of the Company. In the event of a Change of Control in which the surviving or acquiring corporation does not assume the Executive’s outstanding equity-related awards (including options and equity-based awards granted both before and after the Effective Date) or substitute similar equity-related awards of substantially equivalent value, such equity-related awards shall immediately vest and become exercisable if the Executive’s service with the Company has not terminated before the effective date of the Change of Control; provided, however, that the foregoing provision shall only apply if the Company is not the surviving corporation or if shares of the Company’s common stock are converted into or exchanged for other securities or cash.

  • Incentive Bonus During the Term, Employee shall be eligible to receive an incentive bonus up to the amount, based upon the criteria, and payable in such amount, at such times as are specified in Exhibit A attached hereto. The manner of payment, and form of consideration, if any, shall be determined by the Compensation Committee of the Board, in its sole and absolute discretion, and such determination shall be binding and final. To the extent that such bonus is to be determined in light of financial performance during a specified fiscal period and this Agreement commences on a date after the start of such fiscal period, any bonus payable in respect of such fiscal period's results may be prorated. In addition, if the period of Employee's employment hereunder expires before the end of a fiscal period, and if Employee is eligible to receive a bonus at such time (such eligibility being subject to the restrictions set forth in Section 6 below), any bonus payable in respect of such fiscal period's results may be prorated.

  • Long-Term Incentive Awards The Executive shall participate in any long-term incentive awards offered to senior executives of the Company, as determined by the Compensation Committee.

  • Cash Award Subject to Section 2 and provided that you are employed by the Company or one of its affiliates on each applicable payment date set forth below, the Company shall pay you the Cash Award at the following times: (i) one-third (1/3) of the Cash Award on the Closing Date, (ii) one-third (1/3) of the Cash Award on the first anniversary of the Closing Date and (iii) the remaining one-third (1/3) of the Cash Award on the second anniversary of the Closing Date.

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