Transaction Incentives Sample Clauses

Transaction Incentives. If the Company sells or transfers assets within twelve months of the effective date of this Agreement (the assets actually or deemed sold and/or transferred within such twelve month period referred to in the aggregate as the "Transaction"), then the Company will pay the Executive a bonus payment calculated as follows: a. If the Value of the Transaction is equal to or less than $1 billion, then the bonus payment will equal 25% of the Executive's base salary; b. If the Value of the Transaction is greater than $1 billion, then the bonus will equal 50% of the Executive's base salary with interpolation up to 99.9% of base salary to an aggregate Value of the Transaction of $1.3 billion; c. If the Value of the Transaction is greater than $1.3 billion, then the bonus will equal 100% of the Executive's base salary with interpolation up to 199.9% of base salary to an aggregate Value of the Transaction of $1.5 billion; and d. If the Value of the Transaction is greater than $1.5 billion, then the bonus will be 200% of the Executive's base salary. For purposes of this paragraph: Value for sold assets means cash received and/or debt assumed in exchange for the assets sold. Value for assets transferred or contributed for other than cash or debt assumed means the Enterprise Value of the assets as determined by the Company's investment banker for the Transaction. Enterprise Value means the transferred or contributed assets' discounted cash flow value plus terminal value, and shall be calculated in
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Transaction Incentives. The Sellers covenant and agree to pay from either the proceeds of the Tranche 1 Consideration or from the Company’s cash funds prior to Closing £80,000 payable to X. Xxxxxxxxx, U$168,762.93 payable to X. Xxxxxxxx and U$82,831.11 payable to X. Xxxxxxx. The Management Sellers covenant and agree to pay from either the proceeds of the Tranche 1 Consideration or from the Company’s cash funds prior to Closing all other amounts (if any) payable to current or former employees of the Company and/or any Subsidiary or any third parties by way of bonuses, commissions, and other incentives associated with and payable as a result of transactions contemplated under this Agreement (the “Transaction Incentives”), save to the extent that such payments are fully provided for in the Purchaser Closing Balance Sheet.
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Transaction Incentives. (a) To the extent the Company, Seller or its Affiliates (i) pays any portion of a Retention Bonus or (ii) makes any Cash Severance Payment (together, the “Pre-Closing Incentive Payments”), Buyer shall reimburse Seller and its Affiliates for the amount of such Pre-Closing Incentive Payments made prior to the earlier of the Closing Date or the date of the termination of this Agreement, as applicable, up to the Maximum Incentive Amount (which maximum amount shall be reduced by the sum of (x) the Assumed Severance Liabilities, plus (y) the unpaid portion of the Retention Bonuses, in each case, as of the Closing (such sum, the “Post-Closing Incentive Obligations”)). At Buyer’s request, Seller shall provide Buyer with reasonably acceptable evidence of the amount of such Pre-Closing Incentive Payments and of the amount of Post-Closing Incentive Obligations. No reimbursements under this Section 7.14 shall be required to be made prior to the earlier to occur of (i) the Closing or (ii) the termination of this Agreement. Seller shall use commercially reasonable efforts to transfer employees through use of Retention Bonuses and/or Assumed Severance Liabilities, rather than Cash Severance Payments. (b) If the Post-Closing Incentive Obligations as of the Closing are greater than the Maximum Incentive Amount, then Buyer shall be entitled to offset the amount by which the Post-Closing Incentive Obligations exceed the Maximum Incentive Amount (the “Excess Incentive Obligations”) from the Closing Purchase Price. (c) The reimbursement obligations of Buyer under this Section 7.14 and Section 2.02(b) shall survive the termination of this Agreement and shall be payable whether or not the Closing ever occurs, provided, however, that Buyer’s reimbursement obligations under Section 7.14 and Section 2.02(b) shall terminate if (i) either party terminates this Agreement as a result of a failure to obtain a Required Consent or (ii) the Buyer terminates this Agreement pursuant to Section 9.01(a)(ii) or Section 9.01(a)(iii).
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Transaction Incentives. The Stockholders covenant and agree to pay from the proceeds of the Closing Consideration all amounts (if any) payable to current employees of the Company and/or any of its Subsidiaries (“Transaction Incentives”) by way of bonuses, commissions, and other incentives associated with the transactions contemplated under this Agreement as set out in Schedule 2.9. Except as set out in Schedule 2.9, the Company and each Stockholder represents and warrants to Buyer that the Company has no obligations to any of its current employees, officers or directors for any bonus, commission, option payment or similar incentive associated with or relating to the transactions contemplated under this Agreement.
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Transaction Incentives. Each Stockholder covenants and agrees that all amounts (if any) payable, or determined by the Stockholders to be paid, to current employees of the Company and/or any of its Subsidiaries by way of bonuses, commissions, and/or other incentives associated with the transactions contemplated under this Agreement and/or to be paid in recognition of service to the Company (“Transaction Incentives”) are to be deducted from the Closing Consideration in accordance with Section 2.2(a)(v). Schedule 2.9 sets forth all Transaction Incentives. Except as set forth in Schedule 2.9, each Stockholder represents and warrants for the benefit of the Buyer and the Surviving Corporation that neither the Company nor any of its Subsidiaries has any obligations to any of its current employees, contractors, officers or directors for any bonus, commission, and/or similar incentive associated with or relating to the transactions contemplated under this Agreement or in recognition of their service to the Company.
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Transaction Incentives. If the Closing occurs and if Pennxxxx xxxains in the continuous employ of the Company until the date on which the Closing occurs, then Pennxxxx xxxl be entitled to the payments and benefits described in (a) and (b) below, in addition to the amount payable pursuant to paragraph 1 above. (a) Transaction Incentive Award. The Company will pay Pennxxxx x xixed transaction incentive award of at $150,000. The Compensation Committee of the Company's Board of Directors (the "Board"), acting in its sole discretion, may increase the amount of the transaction incentive award. The increase, if any, is expected to range from zero to $75,000. (b) Cashout of Unexercised Options. The Company will make a cash payment to Pennxxxx xx exchange for the cancellation of all of his options to purchase Company stock that are outstanding immediately prior to the Closing, whether or not vested. The amount of the cash payment for each such outstanding option will be equal to the difference between the value and the exercise price of the shares of Company stock covered by the option. For this purpose, unless the Company, acting in a manner that is uniformly applicable to all option holders, determines otherwise, the value of the shares of Company stock covered by an outstanding option will be equal to the number of shares covered by the option multiplied by the average daily closing price per share for the ten trading days immediately prior to the date of the Closing.
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Transaction Incentives. The Stockholder Parties’ (acting through the Stockholders’ Representative) covenant and agree to pay from the proceeds of the Merger Consideration all amounts (if any) payable to current employees of the Company (“Transaction Incentives”) by way of bonuses, commissions, and other incentives associated with the transactions contemplated under this Agreement. The Company represents and warrants to Buyer that it has no obligations to any of its current employees, officers or directors for any bonus, commission or similar incentive associated with or relating to the transactions contemplated under this Agreement except for the Transaction Incentives.
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Transaction Incentives. If the Closing occurs and if Elkixx xxxains in the continuous employ of the Company or PBC until the date on which the Closing occurs, then Elkixx xxxl be entitled to the payments and benefits described in (a) - (d) below, in addition to the amount payable pursuant to paragraph 1 above. Elkixx' xxployment with the Company will terminate at the time of the Closing.
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Transaction Incentives. In recognition of the Executive’s efforts in support of the Closing of the transactions contemplated by the Merger Agreement, the Executive will be eligible for the following additional incentive compensation provided that Closing occurs prior to September 22, 2021.
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Related to Transaction Incentives

  • Performance Incentives As a bonus, to supplement Assistant Coach’s compensation, as set out herein, the University agrees to pay the following sums upon attainment of each specified goal, provided the Program is in compliance with all Governing Athletics Rules and University Rules, and there are no pending or active NCAA or __________ Conference investigations or major violations of which Assistant Coach knew or should have known. Assistant Coach must also complete the _________ [insert sport] season as an Assistant [Men’s/Women’s] [delete if sport is football] __________ Coach to receive any performance incentives for that season. Payment will be made to Assistant Coach within 60 days after goal is accomplished. (a) $_________ in any contract year in which the team wins the __________ Conference championship. (b) $_________ in any contract year in which the team participates in post-season NCAA competition. (c) $_________ for each game that the team wins in NCAA post-season competition. (d) $_________ in any contract year in which the team wins the NCAA championship.]

  • Equity Incentives To the extent the Company adopts and maintains a share incentive plan, the Executive will be eligible to participate in such plan pursuant to the terms thereof.

  • Education Incentive A. The following monthly education incentive pay will be paid to each employee upon completing the listed degree and providing proof of completion to the Agency. Associate Degree Two percent (2%) Bachelor Degree Four percent (4%) B. The above percentages will be based upon the employee’s base rate of pay. C. An employee will be entitled to one (1) education incentive pay only. D. Degrees must be from an accredited institution of higher education.

  • Performance Incentive 4.10.1 If the Seller delivers Coal to the Purchaser in excess of ninety percent (90%) of the ACQ in a particular Year, the Purchaser shall pay the Seller an incentive (“Performance Incentive”/ “PI”), to be determined as follows: PI = P x Additional Deliveries x Multiplier Where: PI = The Performance Incentive payable by the Purchaser to the Seller P = The Base Price of Highest Grade, as shown in Schedule II Additional Deliveries = Quantity [in tonnes] of Coal delivered by the Seller in the relevant Year in excess of 90% of the ACQ. Multiplier shall be 0.15 for Additional Deliveries between 90%-95% of ACQ and 0.30 for Additional Deliveries in excess of 95% of ACQ. 4.10.2 With respect to part of a Year in which the term of this Agreement begins or ends, the relevant quantities in Clause 4.10.1, except the Multiplier, shall apply pro-rata. 4.10.3 Within thirty (30) days of expiry of a Year, the Seller shall submit an invoice to the Purchaser with respect to the PI payable in terms of Clause 4.10.1 and the Purchaser shall pay the amount so due within thirty (30) days of the receipt of the invoice. In the event of non-payment of PI by the due date, the Seller shall have the right to suspend Coal supplies without absolving the Purchaser of its obligations under this Agreement.

  • 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.

  • Long-Term Incentives The Company shall provide the Executive the opportunity to earn long-term incentive awards under the current equity and cash based plans and programs or replacements therefor at a level commensurate with the current aggregate opportunity being provided to the Executive.

  • 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.

  • Incentive Bonuses After the Company attains profitability, the Employee shall be eligible to be considered for an annual incentive bonus. Such bonus (if any) shall be awarded based on objective or subjective criteria established in advance by the Board or its Compensation Committee. The determinations of the Board or its Compensation Committee with respect to such bonus shall be final and binding. Except as expressly provided in this Agreement, the Employee shall not be entitled to an incentive bonus if he is not employed by the Company on the date when such bonus is payable.

  • Bonus Payments No employee shall be required or requested to make any written or verbal agreement that will conflict with the terms of this Agreement. All employees must be paid weekly for all hours worked as provided in this Agreement. Any bonuses, commissions or other methods of payments over and above the requirements of this Agreement shall be in addition to the requirements of this Agreement and may not be used to offset such contractual requirements and shall not be subject to negotiations.

  • Long-Term Incentive Compensation Subject to the Executive’s continued employment hereunder, the Executive shall be eligible to participate in any equity incentive plan for executives of the Firm as may be in effect from time to time, in accordance with the terms of any such plan.

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