Assumed Bonus definition

Assumed Bonus means the bonus that Executive would have received under Section 1.3 (b) assuming that the average monthly EBITDA run rate for the Company during that calendar year through end of the month immediately prior to the month in which the termination without cause becomes effective was to remain constant for the balance of that calendar year. It is understood and agreed that the computation of the bonus component of the Executive Compensation Amount shall involve the maximum available number of calendar years if the duration of Executive's employment is less than three calendar years including the calendar year in which the termination without cause becomes effective.
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Assumed Bonus means the bonus that Executive would have received under Section 1.3 (b) assuming that the average monthly EBITDA run rate for the Company during that calendar year through end of the month immediately prior to the month in which the long term disability insurance benefits take effect was to remain constant for the balance of that calendar year. It is understood and agreed that the computation of the bonus component of annual cash compensation shall involve the maximum available number of calendar years if the duration of Executive's employment is less than three calendar years including the calendar year in which the long term disability insurance benefits take effect.
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Assumed Bonus has the meaning set forth in Section 4.5(c).
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Examples of Assumed Bonus in a sentence

  • For purposes of this Agreement, the "Executive Compensation Amount" at any time shall mean the total of the Executive's then current Base Salary plus the average amount of the annual bonuses paid to Executive under Section 1.3 (b) for the three most recent calendar years, including the Assumed Bonus, as defined below, for the calendar year in which the termination without cause becomes effective.

  • The "Assumed Bonus" shall mean the bonus that Executive would have received under Section 1.3 (b) assuming that the average monthly EBITDA run rate for the Company during that calendar year through end of the month immediately prior to the month in which the termination without cause becomes effective was to remain constant for the balance of that calendar year.

  • The Seller’s Objection shall set forth a specific description of the basis of Seller’s Objection and the specific adjustments to Net Working Capital, the Assumed Bonus Amount,Business Indebtedness, Transaction Expenses and/or Cash Balance reflected on the Closing Statement which Seller believes should be made.

  • Section 2.6(b) of the Seller Disclosure Letter sets forth Seller’s good faith estimate of the Transaction Expenses, the Assumed Bonus Amount the Business Indebtedness and the Cash Balance, in each case, as of the Effective Time, and based on such amounts, the Estimated Cash Payment, which amounts have been derived from the Books and Records of the Business as of such time.

  • At least two business days prior to the Closing Date, the Company shall deliver a draft of the Closing Assumed Bonus Certificate to Acquiror.

  • The Information Statement shall constitute a disclosure document for the offer and issuance of the shares of Acquiror Common Stock to be received by the holders of the Company Capital Stock, Company Options and/or Company Warrants in the Merger and shares of Acquiror Common Stock to be delivered in exchange for outstanding claims pursuant to the Assumed Bonus Payments, and shall constitute a proxy statement for solicitation of Stockholder approval of the Merger and matters related to the Merger.

  • The Company shall maintain long-term disability insurance covering Executive which shall provide to Executive a benefit equal to sixty (60%) percent of total annual cash compensation, defined as the Base Salary then in effect plus the average amount of the annual bonuses paid to Executive under Section 1.3 (b) for the three most recent calendar years, including the Assumed Bonus as defined below for the calendar year in which Executive becomes disabled.

  • The "Assumed Bonus" shall mean the bonus that Executive would have received under Section 1.3 (b) assuming that the average monthly EBITDA run rate for the Company during that calendar year through end of the month immediately prior to the month in which the long term disability insurance benefits take effect was to remain constant for the balance of that calendar year.

  • Notwithstanding anything to the contrary contained herein, the Parties hereby acknowledge and agree that Buyer shall assume and be responsible for, or cause the Company after the Closing to assume and be responsible for, (i) the Assumed Bonus Pool Payment Amount and (ii) the Assumed LTIP Payment Amount.

  • Without limiting the foregoing, the Buyer shall, or shall cause one of its Affiliates (including, after the Closing, the Sold Companies and Sold Subsidiaries) to, make all bonus payments constituting Assumed Bonus Liabilities.

Related to Assumed Bonus

  • Accrued Bonus means the bonus, which may be negative or positive, which is calculated in the manner set forth in Section V.A.

  • Target Bonus Amount means Executive’s target annual bonus amount in effect at the time of Executive’s Qualifying Termination (disregarding any decrease in such target annual bonus amount that constitutes a Good Reason event).

  • Earned Bonus means the bonus paid, if any, pursuant to the Company’s incentive compensation plans in effect from time to time. Earned Bonus shall be prorated based on the ratio of the number of days during such year that Executive was employed to 365.

  • Target Bonus means the target Bonus established for Executive, whether expressed as a percentage of Base Salary or a dollar amount.

  • Cash Bonus means an award of a bonus payable in cash pursuant to Section 10 hereof.

  • Bonus Payments means that portion of the bonus payments received by the

  • Bonus Amount means the greater of (i) the average annual incentive bonus earned by Executive from the Company (or its affiliates) during the last three (3) completed fiscal years of the Company immediately preceding Executive's Date of Termination (annualized in the event Executive was not employed by the Company (or its affiliates) for the whole of any such fiscal year), and (ii) the Executive's target annual incentive bonus for the year in which the Date of Termination occurs.

  • Target Bonus Percentage means, with respect to any Executive, the target bonus percentage specified for such Executive in his or her Employment Agreement.

  • Annual Bonus shall have the meaning set forth in Section 4(b) hereof.

  • Retention Bonus means an incentive bonus provided under

  • Target Annual Bonus has the meaning set forth in Subsection 3b.

  • Performance Bonus means the performance bonus in respect of each Class payable to the General Partner by the Partnership which will be equal to 20% of the product of: (a) the number of Units of that Class outstanding on the Performance Bonus Date; and (b) the amount by which the Net Asset Value per Unit of that Class on the Performance Bonus Date (prior to giving effect to the Performance Bonus) plus the aggregate value of all distributions per Unit of that Class during the Performance Bonus Term exceeds $25.00.

  • Bonus Payment means a cash payment in an amount equal to the sum of (i) all Excise Taxes payable by the Executive, plus (ii) all additional Excise Taxes and federal or state income taxes to the extent such taxes are imposed in respect of the Bonus Payment, such that the Executive shall be in the same after-tax position and shall have received the same benefits that he would have received if the Excise Taxes had not been imposed. For purposes of calculating any income taxes attributable to the Bonus Payment, the Executive shall be deemed for all purposes to be paying income taxes at the highest marginal federal income tax rate, taking into account any applicable surtaxes and other generally applicable taxes which have the effect of increasing the marginal federal income tax rate and, if applicable, at the highest marginal state income tax rate, to which the Bonus Payment and the Executive are subject. An example of the calculation of the Bonus Payment is set forth below. Assume that the Excise Tax rate is 20%, the highest federal marginal income tax rate is 40% and the Executive is not subject to state income taxes. Further assume that the Executive has received an excess parachute payment in the amount of $200,000, on which $40,000 ($200,000 x 20%) in Excise Taxes are payable. The amount of the required Bonus Payment is thus computed to be $100,000, i.e., the Bonus Payment of $100,000, less additional Excise Taxes on the Bonus Payment of $20,000 (i.e., 20% x $100,000) and income taxes of $40,000 (i.e., 40% x $100,000), yields $40,000, the amount of the Excise Taxes payable in respect of the original excess parachute payment.

  • Separation Payment means any lump sum cash payment in excess of Earned Salary and Accrued Obligations payable to Employee under this Agreement.

  • Transaction Bonuses means the aggregate amount of any transaction bonuses, discretionary bonuses, “success” fees, change of control payments, retention bonuses, severance payments, payouts of deferred compensation and any similar or other payment obligations payable related to the consummation of the Merger, the terms of which have been agreed to by the Company or the Company Subsidiary prior to the Effective Time, including with respect to any Employee, any employer-side payroll or related Taxes payable with respect thereto.

  • Bonus means the bonus described in the Section 2.3.

  • Incentive Pay means an annual amount equal to the aggregate annual bonus, in addition to Base Pay, made or to be made in regard to services rendered in any calendar year or performance period pursuant to any bonus plan of the Company.

  • Incentive Bonus means a bonus opportunity awarded under Section 9 pursuant to which a Participant may become entitled to receive an amount based on satisfaction of such performance criteria as are specified in the Award Agreement.

  • Average Incentive Compensation means the average of the annual incentive compensation under Subparagraph 3(a) received by Executive for the three (3) immediately preceding fiscal years or such fewer number of complete fiscal years as Executive may have been employed by the Company. In no event shall “Average Incentive Compensation” include any sign-on bonus, retention bonus or any other special bonus. Notwithstanding the foregoing, if the Executive breaches any of the provisions contained in Paragraphs 4 and 5 of this Agreement, all payments of the Severance Amount shall immediately cease. Notwithstanding the foregoing, in the event Executive terminates his employment for Good Reason as provided in Subparagraph 6(e), he shall be entitled to the Severance Amount only if he provides the Notice of Termination provided for in Subparagraph 6(f) within thirty (30) days after the occurrence of the event or events which constitute such Good Reason as specified in clauses (A), (B), (C), (D), (E) and (F) of Subparagraph 6(e);

  • Long-Term Incentive Award means an Award described in Section 6(g) hereof that is based upon a period in excess of one year.

  • Severance Pay means any amount that is payable in cash and is identified by a Participating Company as severance pay, or any amount which is payable on account of periods beginning after the last date on which an employee (or former employee) is required to report for work for a Participating Company.

  • Severance Payments shall have the meaning set forth in Section 6.1 hereof.

  • Severance Costs means the costs which the employers are legally obliged to pay to or in respect of the Crew as a result of the early termination of any employment contract for service on the Vessel.

  • Average Bonus means the average of the bonuses paid to Employee over the last two years (or such lesser number of years in which Employee was eligible to receive a bonus) in which the Employee was eligible to receive a bonus.

  • Contingent Compensation Payment means any payment (or benefit) in the nature of compensation that is made or made available (under this Agreement or otherwise) to a “disqualified individual” (as defined in Section 280G(c) of the Code) and that is contingent (within the meaning of Section 280G(b)(2)(A)(i) of the Code) on a Change in Ownership or Control of the Company.

  • Severance Payment means any amount paid by a board to or in behalf of a superintendent on early termination of the superinten- dent’s contract that exceeds the amount earned by the superinten- dent under the contract as of the date of termination, including any amount that exceeds the amount of earned standard salary and benefits that is paid as a condition of early termination of the con- tract. Payments to a former superintendent who remains employed by a district in another capacity or contracts with a district to pro- vide the district services may be severance payments in whole or in part if the payments are compensation for the early termination of a prior employment agreement. Severance payments include any payment for actual or threatened litigation involving or related to the employment contract. Education Code 11.201(c); 19 TAC 105.1021(a)(1)