Closing Bonus Payments definition

Closing Bonus Payments means any bonus or change of control payments triggered by the consummation of the transactions contemplated by this Agreement to the extent that such payments are not paid by or on behalf of the Companies and/or the Company Subsidiary on or before the Closing Date, including all Taxes required to be paid in connection with such payments.
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Closing Bonus Payments means the aggregate amounts of bonus or compensation payments to be paid by the Company at the Closing from the Base Purchase Price, as set forth on Schedule CBP.
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Closing Bonus Payments means (i) all compensation payments to employees (or former employees) payable as of the Closing by reason of the Transactions, including, amounts payable under the VRP, and (ii) any Employer Payroll Taxes resulting from such payments.
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Examples of Closing Bonus Payments in a sentence

  • Sellers shall have paid the Total Closing Bonus Payments no later than immediately prior to the Closing.

  • ADDITIONAL AGREEMENTS 41 10.1. Expenses 41 10.2. Disclosure of Information; Noncompetition 42 10.3. Use of Name 43 10.4. Relationships with Vendors and Customers 43 10.5. Termination of Affiliate Transactions 43 10.6. Amendment and Termination of ESOP 44 10.7. 401(k) Plan Participation 44 10.8. Accrual of Closing Bonus Payments 44 10.9. ESOP Loan Interest Payments 44 10.10.

  • Purchaser agrees to provide the LLC Seller with at least two days’ prior written notice regarding any proposed withholding with respect to the Closing Purchase Price, other than any withholding relating to the Closing Bonus Payments, if any, and the UAR Payments.

  • The Closing Balance Sheet shall reflect all actions taken by the Company prior to the Closing and required to be set forth thereon, but shall expressly exclude any and all liabilities for any Taxes, the Option Cancellation Payments, the Closing Bonus Payments and the Transaction Expenses and any other liabilities paid on or prior to Closing.

  • The Estimated Closing Balance Sheet and in turn the Estimated Net Working Capital Adjustment Statement shall not reflect any liabilities for Taxes, the Option Cancellation Payments, the Closing Bonus Payments, the Transaction Expenses and any other liabilities of the Company that will be paid on or prior to Closing.

  • The individuals listed on the Closing Bonus Payments Schedule constitute the only Persons owed Sale Bonuses, and such amounts set forth thereon constitute all existing rights to Sale Bonuses, none of which shall be the obligation of the Company.

  • Except as set forth on Schedule 3.25, no broker, finder or investment banker or other Person is directly or indirectly entitled to any brokerage, finder’s or other similar contingent fee or commission or any similar charge in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company or any of its Affiliates (for the avoidance of doubt, other than the Closing Bonus Payments and the UAR Payments).

  • The Financial Statements have been prepared from the books and records of the Company, which accurately and fairly reflect the transactions of, acquisitions, and dispositions of assets by, and incurrence of liabilities by the Company; provided that the September 30, 2006, financial statements may not reflect accruals for the VRP Termination Payments or the Special Closing Bonus Payments.

  • For the avoidance of doubt, the Company, the Purchaser and the Seller agree that to the extent allowed under applicable Law, the Closing Bonus Payments incurred on the Closing Date will be deemed to have been contributed to the Company by the Purchaser and made by the Company after the Closing, such that such payments will be deemed, to the fullest extent allowable by applicable Laws, to be a Tax deductible expense of the Company for the Tax period following the Closing Date.

  • All deductions related to any transaction-related expense, including any deduction related to any compensatory payment (including, without limitation, the Option Cancellation Payments and the Closing Bonus Payments except to the extent Parent has paid Shareholders a purchase price adjustment for the tax benefits associated with such items as contemplated in Section 1.7(c)) shall be reported on the Company's federal income Tax Return for the taxable period that includes the Closing Date.


More Definitions of Closing Bonus Payments

Closing Bonus Payments means (i) an aggregate of $2,000,000.00 in incentive payments to be made to various employees of the Company at the Closing pursuant to resolutions adopted by the Board of Managers of the Company on the date hereof, and (ii) an aggregate of $664,275.00 in incentive payments to be paid to the Key Employees at the closing in satisfaction of that portion of any amounts that would otherwise be payable under the Excess Bonus Program in respect of the Company’s 2018 fiscal year.
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Closing Bonus Payments means those bonus payments, in the aggregate amount of $135,000, contemplated by the Special Incentive Letters (as defined on Schedule 1.1).
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Closing Bonus Payments means (i) an aggregate of $2,000,000.00 in incentive payments to be made to various employees of the Company at the Closing pursuant to resolutions adopted by the Board of Managers of the Company on the date hereof, and (ii) an aggregate of
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Closing Bonus Payments means the aggregate amounts of bonus or compensation payments to be paid by the Company at the Closing from the Base Purchase Price to employees and other persons providing services to the Company, which amounts shall include (a) any transaction bonus, change of control, retention or severance payments and (b) any unpaid 2014 bonuses, including any bonuses under the Recognition and Reward Bonus Program, the Employee Referral Bonus program and the 2009 Amended and Restated Management Incentive Plan.
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Closing Bonus Payments means the sum of (i) the Special Incentive Bonus payable to Xxxxxxx X. Xxxxxx pursuant to the Xxxxxx Employment Agreement, (ii) the Change in Control of the Company bonus payable to Xxxxx X. XxXxxxxxx under his Change in Control Retention Agreement dated May 30, 2006, (iii) the bonuses that are to be paid upon Closing under the terms of the Success Bonus Agreements, (iv) the portion of the bonuses that are to be paid upon Closing under the terms of the Amended Retention Agreements and (v) up to $500,000 in discretionary closing bonuses that are to be paid pursuant to Schedule 1B hereof.
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Related to Closing Bonus Payments

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

  • 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.

  • 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).

  • 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 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.

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

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

  • Incentive Payments means any and all federal or state governmental subsidies, payments, transfers or other benefits, whether now or hereafter established, received by the Borrower in any fiscal year aged less than 120 days.

  • 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.

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

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • 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)

  • Incentive Payment means the payment to a STGU, including an AOBC Generation Unit, for RPS class I Renewable Generation Attributes and/or Environmental Attributes produced by these units, calculated pursuant to Section 7.0 below.

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

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

  • Retention Bonus means an incentive bonus provided under

  • 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.

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

  • 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.

  • 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.

  • Availability Incentive Payments has the meaning set forth in the CAISO Tariff.

  • Compensation Payment means a payment, whether in monetary form or in the form of a benefit or service, by or on behalf of an insurer to a complainant to compensate the complainant for a proven or estimated financial loss incurred as a result of the insurer’s contravention, non-compliance, action, failure to act, or unfair treatment forming the basis of the complaint, where the insurer accepts liability for having caused the loss concerned, but excludes any –

  • 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.

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

  • 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.

  • 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.