Transaction Incentive Plan Sample Clauses

Transaction Incentive Plan. The Executive shall participate in the Transaction Incentive Plan to be adopted by the Board (the “Transaction Incentive Plan”) pursuant to which, in connection with the closing of certain asset sales of the Company (each, a “Qualifying Asset Sale”), the Executive and certain other members of management will have the opportunity to earn and be paid cash incentive bonuses equal to a percentage of the net proceeds received in connection with such Qualifying Asset Sale (each, a “Transaction Bonus”) in accordance with the terms of the Transaction Incentive Plan.
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Transaction Incentive Plan. (a) Subject to Section 2.10.3(b), immediately prior to the Closing, the Company shall make any payments to management required to be made under the terms of the Information Management Research, Inc. Transaction Incentive Plan (the “Transaction Incentive Plan”). Notwithstanding any other provision of this Section 2, at the Closing, if the Company fails to make any or all of such payments, the aggregate amount of all unpaid amounts payable under the Transaction Incentive Plan at the Closing (the “Outstanding Incentive Plan Payments”) shall be paid in the manner set forth in Section 2.6(a)(i) of this Agreement. (b) Notwithstanding the foregoing, $397,500 of the amounts otherwise payable under the Transaction Incentive Plan (the “Management Escrow Amount”) shall be withheld by the Company pursuant to Section 6(c) of the Transaction Incentive Plan and deposited with the Escrow Agent subject to the terms of the Escrow Agreement. To the extent the aggregate payments to be made under the Transaction Incentive Plan are less than the Management Escrow Amount, the dollar amount of such deficiency (the “Deficiency Amount”) shall be deducted from the Merger Consideration and deposited in the Escrow Fund at the Closing. Each Company Shareholder shall be deemed to have contributed his, her or its pro rata portion of the Deficiency Amount to the Escrow Fund, according to each such Company Shareholder’s pro rata portion of the Shareholder Escrow Fund (without regard to the Deficiency Amount). Each Company Shareholder’s Escrow Portion shall include such shareholder’s portion of the Deficiency Amount. (c) Attached hereto as Disclosure Schedule 2.10.3
Sample 1
Transaction Incentive Plan. The Company shall have obtained a release from each participant in the Transaction Incentive Plan, in form and substance reasonably satisfactory to Parent, and each such participant shall have agreed to be subject to the provisions of Section 2.13.
Sample 1

Related to Transaction Incentive Plan

  • Equity Incentive Plan The Option is a Nonqualified Option and subject to each and every provision of the Equity Incentive Plan which are incorporated by reference herein, as well as the terms and provisions set forth in this Stock Option Agreement and Notice of Grant (this “Stock Option Agreement”). The Equity Incentive Plan shall govern and be conclusive as to all matters not expressly provided for in this Stock Option Agreement. In the event of any conflict between the terms of this Stock Option Agreement and the Equity Incentive Plan, the terms of this Stock Option Agreement shall govern. All capitalized terms contained herein which are not otherwise defined herein shall have the meanings ascribed to them in the Equity Incentive Plan. By accepting the Option you agree to be bound by the provisions of the Equity Incentive Plan and this Stock Option Agreement. A copy of the Equity Incentive Plan has been previously provided to you.

  • Annual Incentive Plan Executive shall be entitled to participate fully in the Company's 1996 Management Incentive Compensation Plan, as amended (the "MICP"), and as may be further amended, modified, or replaced, from time to time, in accordance with the terms and conditions set forth herein and therein.

  • Equity Incentive Plans Each stock option granted by the Company under the Company’s equity incentive plan was granted (i) in accordance with the terms of the Company’s equity incentive plan and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s equity incentive plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

  • Long Term Incentive Plan The Executive shall be entitled to participate in the Company’s long-term incentive plan in accordance with its terms that may be in effect from time to time and subject to such other terms as the Board, in its sole discretion, may approve.

  • 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.

  • Long-Term Incentive Plans During the Employment Period, the Executive shall be eligible to participate in any long term incentive compensation plan maintained by the Company on the terms established from time to time by the Board or the Compensation Committee of the Board, as applicable.

  • Stock Incentive Plan Executive shall be eligible for awards under the Employer’s Stock Incentive Plan. The type, timing and size of awards will be at the discretion of the Board of Directors.

  • 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”).

  • Management Incentive Plan “Management Incentive Plan” shall mean the Company’s bonus program, as implemented by the Company’s board of directors from time to time and pursuant to which the Executive may receive incentive-based compensation at fiscal year end.

  • Long-Term Incentive Program During the Term, the Employee shall participate in all long-term incentive plans and programs of the Group that are applicable to its senior executives in accordance with their terms and in a manner consistent with his position with the Company.

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