Change of Control Bonus definition

Change of Control Bonus means a lump sum payment equal to the sum of Executive's base salary for four months plus one-third of his Maximum Bonus Opportunity.
Sample 1
Change of Control Bonus which shall equal the product of (1) the Annual Base Salary in effect at the beginning of the fiscal year during which the Date of Termination occurs multiplied by (2) the Executive’s incentive target bonus percentage under the Company’s Annual Incentive Bonus Program or any comparable predecessor or successor plan (which shall be expressed as a percentage of Annual Base Salary) for the fiscal year in which the Date of Termination occurs (provided, however, that if such incentive target bonus percentage has not been established by the Board (or the Compensation Committee) for such fiscal year as of the Date of Termination, then such percentage shall be deemed to be the Executive’s incentive target bonus percentage that applied to the fiscal year immediately preceding the fiscal year in which the Date of Termination occurs) (the “Next Preceding Fiscal Year”) multiplied by (3) the higher of (x) the bonus performance percentage for the portion of the fiscal year ending on the Date of Termination as determined by and in the sole discretion of the Board (or the Compensation Committee) on or before the Date of Termination without negative adjustment for individual performance which for calendar year 2019 shall be the highest bonus performance percentage under the annual bonus plan and (y) the actual bonus performance percentage assigned by the Board (or the Compensation Committee) under the Company’s Annual Incentive Bonus Program or any comparable predecessor or successor plan that applied to the Next Preceding Fiscal Year it being understood and agreed that for purposes of this Agreement, the bonus performance percentage for fiscal year 2019 shall be the highest bonus performance percentage under the Company’s Annual Incentive Bonus Program;
Sample 1
Change of Control Bonus means the cash bonus payment to which a Participant may become entitled pursuant to Article 6 and the terms of this Plan. THE IT GROUP, INC. EXECUTIVE BONUS PLAN ================================================================================
Sample 1

Examples of Change of Control Bonus in a sentence

  • Subject to Section 12 below, the base salary, expense reimbursement and Change of Control Bonus shall be paid in one lump sum within ten days after the Executive’s Termination Without Cause of the Executive’s resignation for Good Reason.

  • By way of example, if the Company determines that the Change of Control Bonus is subject to Section 409A and that the Executive is a “specified employee” (as defined for purposes of Section 409A), then the payment of the Change of Control Bonus shall be postponed until the first day of the seventh month beginning after the Executive’s termination.

  • The Officer shall not be entitled to the Share Price Bonus if he has previously received a Change of Control Bonus below.

  • The Officer shall not be entitled to the Change of Control Bonus if he has previously received a Share Price Bonus above.

  • Notwithstanding anything to the contrary contained herein, the obligations of the Company to pay the Change of Control Bonus to Executive shall survive any termination of this Agreement by reason of death, disability or termination of employment of Executive without limitation, except that the Company’s obligation to pay the Change of Control Bonus shall terminate concurrently with any termination of Executive’s employment for Cause (as defined in Section 5(c) below).

  • In such case, all Accrued Obligations and the Prorated Change of Control Bonus shall be paid to the Executive in a lump sum in cash within 20 days after the Date of Termination (provided that such payment shall be made in the second taxable year if such 20-day period begins in one taxable year and ends in a subsequent taxable year).

  • Each such Change of Control Bonus shall be paid no later than the end of the third month of the fiscal year next following the fiscal year for which the Change of Control Bonus is awarded, unless the Executive shall elect to defer the receipt of such Change of Control Bonus.

  • In the event that a Determination Date occurs during a Performance Period and, following such Determination Date, a Qualified Change of Control is consummated, the Company shall pay to Executive the Change of Control Bonus (calculated as set forth below), less applicable tax withholding, subject to Executive remaining continuously employed by the Company and its affiliates through the Change of Control Closing Date.

  • The Board may also make adjustments of the type described in this Section 3(c) in connection with any other event if the Board determines in good faith that such adjustments are appropriate to avoid economic distortion in the administration of this Appendix C or the Change of Control Bonus hereunder or an adverse impact to Executive in any material respect.

  • Any bonus paid to the Executive under the MICP as a result of the Change of Control (a "Change of Control Bonus") shall be taken into account in determining whether the requirements of this Section 3(b)(2) have been met with respect to the fiscal year in which the Change of Control occurs.


More Definitions of Change of Control Bonus

Change of Control Bonus means the conditional bonus granted to Rxxxxx Xxxxxx to be paid £25,000 on a change of control of Artilium;
Sample 1
Change of Control Bonus shall equal two hundred seventy-five thousand dollars ($275,000). No Change of Control Bonus shall be payable with respect to a termination of employment that is not a Qualifying Termination or a termination occurring after the end of the Term. EXHIBIT 10.9
Sample 1
Change of Control Bonus means any bonus payable to any Employee by Seller as a result of the consummation of the transactions contemplated under this Agreement.
Sample 1

Related to Change of Control Bonus

  • Change in Control Benefit means the benefit set forth in Section 4.1 below.

  • Change of Control Date means the date on which a Change of Control occurs.

  • Change of Control Value means (i) the per share price offered to stockholders of the Company in any such merger, consolidation, reorganization, sale of assets or dissolution transaction, (ii) the price per share offered to stockholders of the Company in any tender offer or exchange offer whereby a Change of Control takes place, or (iii) if such Change of Control occurs other than pursuant to a tender or exchange offer, the Fair Market Value per share of the shares into which Awards are exercisable, as determined by the Committee, whichever is applicable. In the event that the consideration offered to stockholders of the Company consists of anything other than cash, the Committee shall determine the fair cash equivalent of the portion of the consideration offered which is other than cash.

  • Change in Control Benefits means the following benefits:

  • Change in Control Date means the date on which a Change in Control occurs.

  • Change of Control Termination means (i) a Termination Without Cause of the Employee’s employment by the Employer (other than for death or disability) within twelve (12) months after a Change of Control or (ii) the Employee’s resignation for Good Reason within twelve (12) months after a Change of Control.

  • Change of Control Period means the period commencing on the date hereof and ending on the third anniversary of the date hereof; provided, however, that commencing on the date one year after the date hereof, and on each annual anniversary of such date (such date and each annual anniversary thereof shall be hereinafter referred to as the "Renewal Date"), unless previously terminated, the Change of Control Period shall be automatically extended so as to terminate three years from such Renewal Date, unless at least 60 days prior to the Renewal Date the Company shall give notice to the Executive that the Change of Control Period shall not be so extended.

  • Severance Amount means (A) for any Termination other than during a Covered Period, an amount equal to one hundred percent (100%) of Executive’s then-current Annual Base Salary as of the respective Termination; or (B) for a Termination during a Covered Period, an amount equal to two hundred percent (200%) of Executive’s Base Compensation as of the respective Termination.

  • Change in Control Termination means an “Involuntary Termination Without Cause” or “Resignation for Good Reason,” either of which occurs on, or within three (3) months prior to, or within twelve (12) months following, the effective date of a Change in Control, provided that any such termination is a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h). Death and disability shall not be deemed Change in Control Terminations.

  • 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).

  • Change in Control Period means the period beginning three (3) months prior to a Change in Control and ending twelve (12) months following a Change in Control.

  • Change of Control Put Date shall have the meaning specified in Section 11.1.

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

  • Change of Control means the occurrence of any of the following events:

  • Change in Control Severance Benefits means the benefits payable pursuant to Section 3 of this Agreement.

  • Change of Control Transaction means the occurrence after the date hereof of any of (a) an acquisition after the date hereof by an individual or legal entity or “group” (as described in Rule 13d-5(b)(1) promulgated under the Exchange Act) of effective control (whether through legal or beneficial ownership of capital stock of the Company, by contract or otherwise) of in excess of 33% of the voting securities of the Company (other than by means of conversion or exercise of the Debentures and the Securities issued together with the Debentures), (b) the Company merges into or consolidates with any other Person, or any Person merges into or consolidates with the Company and, after giving effect to such transaction, the stockholders of the Company immediately prior to such transaction own less than 66% of the aggregate voting power of the Company or the successor entity of such transaction, (c) the Company sells or transfers all or substantially all of its assets to another Person and the stockholders of the Company immediately prior to such transaction own less than 66% of the aggregate voting power of the acquiring entity immediately after the transaction, (d) a replacement at one time or within a three year period of more than one-half of the members of the Board of Directors which is not approved by a majority of those individuals who are members of the Board of Directors on the Original Issue Date (or by those individuals who are serving as members of the Board of Directors on any date whose nomination to the Board of Directors was approved by a majority of the members of the Board of Directors who are members on the date hereof), or (e) the execution by the Company of an agreement to which the Company is a party or by which it is bound, providing for any of the events set forth in clauses (a) through (d) above.

  • 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.

  • Change in Control Payment means a lump sum payment in an amount equal to the sum of (i) 300% of Executive's annual base salary as in effect pursuant to Section 2.1 immediately prior to Executive's termination of employment with Company and (ii) three times 45% of the maximum annual incentive bonus amount pursuant to Section 2.2 that Executive could have earned for the year during which Executive's employment with Company terminates.

  • Change in Control Payments means any payments made or to be made by the Company to the Company Key Employees or any other Person pursuant to that certain Data Management & Research, Inc. Change in Control Plan dated as of August 1, 2000 or otherwise as a result of the consummation of the transactions contemplated by this Agreement, including any Taxes paid or payable by the Company as a result of such payments.

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

  • Change in Control Transaction means the occurrence of any of the following events:

  • Change in Control means the occurrence of any of the following events:

  • Change of Control Purchase Price shall have the meaning specified in Section 10.1.

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

  • Change of Control Payment Date has the meaning provided in Section 4.15.

  • Severance Multiplier means, with respect to any termination of Employee’s employment hereunder by the Company without Cause or by Employee with Good Reason, 1; provided, however, that in the event such termination occurs within the two (2) year period following a Change in Control, the Severance Multiplier shall instead equal 2.