Management Incentive Payments definition

Management Incentive Payments means the aggregate of US$750,000 in cash, payable to certain officers and employees of the Seller and/or the Target Entities, as set forth on Schedule IV.
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Management Incentive Payments means the aggregate amount of payments required to (i) fully pay-off and terminate all pension plans, deferred compensation plans and deferred bonus plans as of the Effective Time, including, without limitation, all payments required to pay-off and terminate the Company’s obligations and liabilities with respect to the following: (A) the Long-Term Incentive Executive Compensation Plan, (B) the Executive Deferred Compensation Plan and (C) any other pension plan or deferred bonus or compensation plan of any of the Company Entities existing immediately prior to the Effective Time (other than the German and Japanese Benefit Plans, except to the extent provided in a Benefit Payment Notice), in each case in the amounts set forth on Schedule 1.05(e)(ii); and (ii) pay any bonuses, change of control or other special payments to one or more employees of the Company based upon the consummation of the Merger (such amounts, the “Management Bonus”), in each case in the amounts set forth on Schedule 1.05(e)(ii).
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Management Incentive Payments means the sums to be paid to senior employees of the Group as set out in schedule 10 before Completion by the Company;
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Examples of Management Incentive Payments in a sentence

  • In consideration of their right to receive the Management Incentive Payments hereunder, the participants in the Seller's outstanding management incentive plan shall have waived their rights to receive payment from the Seller under such management incentive plan.

  • Buyer has, as of the date of this Agreement, and will have, as of the Closing Date and the date that the Contingent Payment is to be made, sufficient immediately available cash funds to pay the Merger Consideration, the Contingent Payment, the Existing Debt, the Transaction Fees, and the Management Incentive Payments as provided in Section 1.05, and to pay all related fees and expenses.

  • All of the Management Incentive Payments referred to in Sections 1.05(e)(ii) are discretionary at the sole election of the Company.

  • When a recipient qualifies, Matched Savings Scheme Payments and Voluntary Income Management Incentive Payments are automatically paid into their income management account.

  • Schedule 1.05(e)(ii) sets forth all income, employment and other withholding Taxes required to be withheld and deposited with any Governmental Authority in connection with the payment of the Management Incentive Payments.

  • In consideration of their right to receive the Management Incentive Payments hereunder, the participants in the Seller’s outstanding management incentive plan shall have waived their rights to receive payment from the Seller under such management incentive plan.

  • Notwithstanding the forgoing, in consideration of their right to receive the Management Incentive Payments under the Agreement, the participants in the Seller's outstanding management incentive plan will be required to waive their rights to receive payment from the Seller under such management incentive plan at or prior to the Closing.

  • At year end, 82 requests for first reconsideration representing 205 works were pending and awaiting review.

  • By way of example, assuming the Pro Forma accounts for a baseline revenue target of $500,000.00, Management Incentive Payments hereunder would be paid in the manner set forth in Table B3.

  • In relation to general level claims, the manufacturer will need to make an assessment of the evidence supporting the claim and to hold that evidence and produce the evidence at the request of the enforcement agencies.


More Definitions of Management Incentive Payments

Management Incentive Payments means any payments to be made to participants under the Company Performance Reward Plan and any other management bonuses or payments payable at or following the Effective Time (including any “stay”, “success” or similar payments) other than (i) such bonuses or payments identified in Section 6.11 hereto, (ii) payments of the 2003 incentive bonus payments in the Ordinary Course of Business and (iii) pursuant to the Employment Agreements.
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Management Incentive Payments means all amounts owed to participants under the Management Incentive Plan.
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Management Incentive Payments. See Section 12.4(b);
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Management Incentive Payments means the payments payable to certain senior management personnel of the Companies as a result of the Closing under the agreements set forth on Schedule 1.l(f).
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Management Incentive Payments means the aggregate amount of management incentive payments payable to management of the Company in the amounts set forth opposite each such individual’s name on the Management Incentive Payment Schedule (collectively, the “Management Incentive Payments”), to such named individuals, subject to any income and employment Taxes required to be withheld in connection with such payments. The Management Incentive Payments shall be paid in cash and in Parent Stock in the amounts set forth opposite each Incentive Recipient’s name on the Management Incentive Payment Schedule.
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Management Incentive Payments means the aggregate amount of payments required to (i) fully pay-off and terminate all pension plans, deferred compensation plans and deferred bonus plans as of the Effective Time, including, without limitation, all payments required to pay-off and terminate the Company’s obligations and liabilities with respect to the following: (A) the Long-Term Incentive Executive Compensation Plan, (B) the Executive Deferred Compensation Plan and(C) any other pension plan or deferred bonus or compensation plan of any of the Company Entities existing immediately prior to the Effective Time (other than the German and Japanese Benefit Plans, except to the extent provided in a Benefit Payment Notice), in each case in the amounts set forth on Schedule 1.05(e)(ii); and (ii) pay any bonuses, change of control or other special payments to one or more employees of the Company based upon the consummation of the Merger (such amounts, the “Management Bonus”), in each case in the amounts set forth on Schedule 1.05(e)(ii).
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Related to Management Incentive Payments

  • 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.

  • Management Incentive Plan means the Company’s bonus program, as implemented by the Company’s board of directors from time to time and pursuant to which the Executive may receive incentive-based compensation at fiscal year end.

  • 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.

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

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

  • Pre-Incentive Fee Net Investment Income means interest income, dividend income and any other income (including any other fees, other than fees for providing managerial assistance, such as commitment, origination, structuring, diligence and consulting fees or other fees that the Corporation receives from portfolio companies) accrued during the calendar quarter, minus the Corporation’s operating expenses for the quarter (including the Base Management Fee, expenses reimbursed to the Adviser under this Agreement and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature (such as original issue discount debt instruments with payment-in-kind interest and zero coupon securities), accrued income that the Corporation has not yet received in cash. Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

  • Incentive Management Fee shall have the meaning set forth in Section 9.2(e) hereof.

  • 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);

  • 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.

  • 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.

  • Clawback Eligible Incentive Compensation means all Incentive-based Compensation Received by an Executive Officer (i) on or after the effective date of the applicable Nasdaq rules, (ii) after beginning service as an Executive Officer, (iii) who served as an Executive Officer at any time during the applicable performance period relating to any Incentive-based Compensation (whether or not such Executive Officer is serving at the time the Erroneously Awarded Compensation is required to be repaid to the Company), (iv) while the Company has a class of securities listed on a national securities exchange or a national securities association, and (v) during the applicable Clawback Period (as defined below).

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

  • 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 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.

  • Final compensation of a member means:

  • 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 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).

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

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

  • Bonus means the bonus described in the Section 2.3.

  • Recoverable Incentive Compensation means Incentive Compensation received by a Covered Officer during the Lookback Period that exceeds the amount of Incentive Compensation that would have been received had such amount been determined based on the Accounting Restatement, computed without regard to any taxes paid (i.e., on a gross basis without regard to tax withholdings and other deductions). For any compensation plans or programs that take into account Incentive Compensation, the amount of Recoverable Incentive Compensation for purposes of this Policy shall include, without limitation, the amount contributed to any notional account based on Recoverable Incentive Compensation and any earnings to date on that notional amount. For any Incentive Compensation that is based on stock price or TSR, where the Recoverable Incentive Compensation is not subject to mathematical recalculation directly from the information in an Accounting Restatement, the Administrator will determine the amount of Recoverable Incentive Compensation based on a reasonable estimate of the effect of the Accounting Restatement on the stock price or TSR upon which the Incentive Compensation was received. The Company shall maintain documentation of the determination of that reasonable estimate and provide such documentation to the Exchange in accordance with the Listing Standards.

  • 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 –

  • 414(s) Compensation means any definition of compensation that satisfies the nondiscrimination requirements of Code Section 414(s) and the Regulations thereunder. The period for determining 414(s) Compensation must be either the Plan Year or the calendar year ending with or within the Plan Year. An Employer may further limit the period taken into account to that part of the Plan Year or calendar year in which an Employee was a Participant in the component of the Plan being tested. The period used to determine 414(s) Compensation must be applied uniformly to all Participants for the Plan Year.

  • Termination Compensation means a monthly cash amount equal to one-twelfth ( 1/12th) of the highest amount of the annual cash compensation (including cash bonuses and other cash-based compensation, including for these purposes amounts earned or payable whether or not deferred) received by Executive during any one of the three (3) calendar years immediately preceding the calendar year in which Executive’s Termination Date occurs; provided, that if the cash compensation received by Executive during the Termination Year exceeds the highest amount of the annual cash compensation received by Executive during any one of the immediately preceding three (3) consecutive calendar years, the cash compensation received by Executive during the Termination Year shall be deemed to be Executive’s highest amount of annual cash compensation. In no event shall Executive’s Termination Compensation include equity-based compensation (e.g., income realized as a result of Executive’s exercise of non-qualified stock options or other stock based benefits).

  • Annual Incentive Award means an Award made subject to attainment of performance goals (as described in Section 14) over a performance period of up to one year (the Company’s fiscal year, unless otherwise specified by the Committee).

  • Bonus Compensation shall have the meaning set forth in Section 3(b).