Treatment of Outstanding TWX Equity Compensation Awards Held by Xxxxxx X Sample Clauses

Treatment of Outstanding TWX Equity Compensation Awards Held by Xxxxxx X. Xxxx and Xxxxxxx X. Xxxxxxxx 31 SECTION 15.03. Replacement Time Equity Compensation Awards 32 SECTION 15.04. Tax Withholding and Reporting 32 SECTION 15.05. Reports 34 SECTION 15.06. Recharge Agreements 34 SECTION 16.01. Time Reimbursement of TWX for Post-Separation Administrative Services 34 SECTION 16.02. Pre-Separation Benefit Plan Matters 35 SECTION 16.03. Benefit Plan Indemnification 35 SECTION 17.01. Cooperation 36 SECTION 17.02. Production of Witnesses; Records; Further Cooperation 36 SECTION 17.03. Works Councils; Employee and Service Provider Notices 37 SECTION 18.01. Reimbursements by the Time Group 38 SECTION 18.02. Reimbursements by the TWX Group 38 SECTION 18.03. Invoices 39 SECTION 19.01. Termination 39 SECTION 19.02. Effect of Termination 39 SECTION 20.01. Incorporation of Indemnification Provisions of Separation Agreement 39 SECTION 21.01. Further Assurances 39 SECTION 22.01. Administration 40 SECTION 22.02. Employment Tax Reporting Responsibility 40 SECTION 22.03. Data Privacy 41 SECTION 22.04. Confidentiality 41 SECTION 22.05. Counterparts; Entire Agreement; Corporate Power 42 SECTION 22.06. Governing Law; Jurisdiction 43 SECTION 22.07. Assignability 43 SECTION 22.08. No Third-Party Beneficiaries 43 SECTION 22.09. Notices 43 SECTION 22.10. Severability 44 SECTION 22.11. Headings 45 SECTION 22.12. Survival of Covenants 45 SECTION 22.13. Waivers of Default 45 SECTION 22.14. Specific Performance 45 SECTION 22.15. Amendments 45 SECTION 22.16. Interpretation 45 EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of , 2014, by and between TIME WARNER INC., a Delaware corporation (“TWX”), and TIME INC., a Delaware corporation (“Time”, and together with TWX, the “Parties”). WHEREAS the Parties are entering into the Separation and Distribution Agreement (the “Separation Agreement”) concurrently herewith, pursuant to which TWX intends to distribute to its shareholders its entire interest in Time by way of a stock dividend to be made to holders of TWX Common Stock (as defined below) (the “Distribution”);
Sample 1
AutoNDA by SimpleDocs
Treatment of Outstanding TWX Equity Compensation Awards Held by Xxxxxx X. Xxxx and Xxxxxxx X. Xxxxxxxx 31 SECTION 15.03. Replacement Time Equity Compensation Awards 32 SECTION 15.04. Tax Withholding and Reporting 32 SECTION 15.05. Reports 34 SECTION 15.06. Recharge Agreements 34
Sample 1

Related to Treatment of Outstanding TWX Equity Compensation Awards Held by Xxxxxx X

  • Equity Compensation All unvested equity awards, including, but not limited to, stock options, stock appreciation rights and restricted stock awards held by Employee on the Date of Termination shall be deemed vested and exercisable on such Date of Termination as if Employee had been employed for an additional six (6) months following the Date of Termination. Notwithstanding the foregoing, if any option, right or award would, as a result of such accelerated vesting and exercisability no longer qualify for exemption under Section 16 of the Exchange Act, then the deemed acceleration of the vesting of such option, right or award shall apply but such option, right or award shall not become exercisable until the earliest date on which it could become exercisable and also qualify for exemption from Section 16 of the Exchange Act, unless Employee instead timely elects to receive a single lump sum cash payment equal to the value of such option, right or award, in lieu of the equity interest that Employee would otherwise receive but for the lack of an exemption under Section 16 of the Exchange Act. Any repurchase rights held by the Company on stock owned or options exercised by Employee shall be canceled on the Date of Termination. To the extent the acceleration of vesting and exercisability described in this Section 4(b)(ii) does not otherwise violate the requirements of Section 409A of the Code, this Agreement shall serve as an amendment to all of Employee’s outstanding stock options, restricted stock awards, repurchase rights, and stock appreciation rights as of the Date of Termination.

  • Share Class Annual Compensation Rate Class R-1 1.00% Class R-2 0.75% Class R-2E 0.60% Class R-3 0.50% Class R-4 0.25% Class R-5 No compensation paid Class R-5E No compensation paid Class R-6 No compensation paid If you hold Plan accounts in an omnibus account (i.e., multiple Plans in one account on the books of the Funds), Plans that are added to the omnibus account after May 15, 2002 may invest only in R shares, and you must execute an Omnibus Addendum to the Selling Group Agreement, which you can obtain by calling our Home Office Service Team at 800/421-5475, extension 8.

  • 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.

  • Calculation of Number and Percentage of Beneficial Ownership of Outstanding Voting Shares For purposes of this Agreement, the percentage of Voting Shares Beneficially Owned by any Person, shall be and be deemed to be the product (expressed as a percentage) determined by the formula: 100 x A/B where: A = the number of votes for the election of all directors generally attaching to the Voting Shares Beneficially Owned by such Person; and B = the number of votes for the election of all directors generally attaching to all outstanding Voting Shares. Where any Person is deemed to Beneficially Own unissued Voting Shares, such Voting Shares shall be deemed to be outstanding for the purpose of calculating the percentage of Voting Shares Beneficially Owned by such Person.

  • Annual Equity Awards Following the first anniversary of the Effective Date, Executive will be granted annual equity awards in an amount determined by the Board. Such awards may be in the form of options, restricted stock units, performance shares, or any other form as approved by the Board.

  • 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.

  • 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.

  • Annual Bonus Compensation Executive shall be eligible to receive a bonus each Contract Year (“Annual Bonus”) as the Compensation Committee of the Board of Directors shall determine. Executive’s Annual Bonus shall be determined in accordance with the Company’s executive compensation policies as in effect from time to time during the Term and shall be based, in part, on his achieving his individual performance goals for the year and, in part, on the Company’s achieving its performance goals for the year.

  • 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.

  • Maximum Total Compensation Subsection 10.1 is amended to Increase Decrease the Maximum Total Compensation from $ to $ .

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!