Reduction of Compensation definition

Reduction of Compensation shall have occurred if any one or more of the following occurs:
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Reduction of Compensation shall have occurred if either or both of the following occur at any time after a Change of Control:
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Reduction of Compensation. SUBSTITUTED FOR "REDUCTION OF BASE SALARY" IN SECTIONS 1.1 AND 1.2. Sections 1.1 and 1.2 of the Agreement are hereby amended by deleting the term "Reduction of Base Salary" from the first sentence of Section 1.1 and from the last sentence of Section 1.2 and substituting therefore, in each such location, the term "Reduction of Compensation."
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Examples of Reduction of Compensation in a sentence

  • Reduction of Compensation Redirection Percentages shall be accomplished first by determining the maximum deferral for the group of Highly Compensated Participants permitted by Subsection (a) or (b) above or Subsection (c) and (d), whichever is applicable, and then reducing the Compensation Redirection Percentage of the Highly Compensated Participants with the highest Compensation Redirection Percentages by one tenth of one percent (0.1%).

  • Any election to delay a payment to be made at a specified time or pursuant to a fixed schedule, as specified in a Reduction of Compensation Agreement, may not be made less than 12 months prior to the date of the first scheduled payment under such Reduction of Compensation Agreement.

  • A Reduction of Compensation Agreement to defer Compensation under this Plan shall be valid for Compensation for services performed during only a single Plan Year, unless otherwise expressly provided for in the Reduction of Compensation Agreement.

  • An Eligible Director’s Compensation for services to be performed during a Plan Year may be deferred under this Plan by reduction of Compensation only if a Reduction of Compensation Agreement providing for the deferral of such Compensation has been entered into before the first day of each Plan Year, or at such other time as may be permitted by regulations or other guidance promulgated by the Secretary of the Treasury.

  • The separate bookkeeping account or accounts (such as for separate Reduction of Compensation Agreements) which the Plan Administrator maintains under the Plan for a Participant.

  • Reduction of Compensation Redirection Contributions shall be accomplished first by determining the maximum deferral for the group of Highly Compensated Participants permitted by Subsection (a) or (b) above and then reducing the Compensation Redirection Contribution of the Highly Compensated Participants with the highest Compensation Redirection Contributions by one tenth of one percent (0.1%).

  • This Section 1.2 shall not apply if, at the Termination Date, (x) there has been either any Reduction of Compensation or any Mandatory Relocation (in which event Section 1.1 would apply to the termination) or (y) Key or any Subsidiary has Cause to terminate the Executive’s employment (in which case no lump sum severance or retirement benefits would be payable or provided under either of Sections 1.1 or 1.2).

  • Notwithstanding the provisions of paragraph (a), if a Director becomes an Eligible Director and enters into a Reduction of Compensation Agreement on or before 30 days after the date the Director first becomes an Eligible Director, the Director may defer Compensation with respect to services performed subsequent to the date the Reduction of Compensation Agreement is entered into.

  • Each Eligible Director becomes a Participant in the Plan upon entering into a Reduction of Compensation Agreement with the Company for the deferral of Compensation under this Plan.

Related to Reduction of Compensation

  • Basic Compensation means Salary and Benefits.

  • Final compensation of a member means:

  • 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.

  • Additional Compensation has the meaning set out in Section 11.3(1).

  • Total Compensation means the cash and noncash dollar value earned by the executive during the Contractor’s preceding fiscal year and includes the following (for more information see 17 CFR 229.402(c)(2)):

  • Section 415 Compensation means:

  • Special compensation means payment to an adult foster care facility to ensure the provision of a specialized program in addition to the basic payment for adult foster care. Special compensation does not include payment received directly from the Medicaid program for personal care services for a resident, or payment received under the supplemental security income program.

  • Annual Compensation means an amount equal to the greater of:

  • 415 Compensation means:

  • Excess Compensation means Compensation in excess of the following Integration Level: (Choose (1) or (2))

  • 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).

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

  • Earned Compensation means any Annual Base Salary earned, but unpaid, for services rendered to the Company on or prior to the date on which the Employment Period ends pursuant to Section 3(a) (but excluding any salary and interest accrued thereon payment of which has been deferred).

  • Base Compensation means the amount equal to the sum of (i) the greater of Executive’s then-current Annual Base Salary or Executive’s Annual Base Salary as of the date one day prior to the Change in Control, and (ii) the Average Incentive Bonus.

  • Current Compensation means all regular wage, salary and commission payments paid by the Company to a Participant in accordance with the terms of his or her employment, but excluding annual bonus payments and all other forms of special compensation.

  • Creditable compensation means the full compensation payable annually to an employee working

  • Cash Compensation means any discount, concession, fee, service fee, commission, sales charge, loan, override, or cash benefit received by a producer in connection with the recommendation or sale of an annuity from an insurer, intermediary, or directly from the consumer.

  • Includible Compensation means an Employee’s actual wages in box 1 of Form W-2 for a year for services to the Employer, but subject to a maximum of $245,000 (or such higher maximum as may apply under section 401(a)(17) of the Code) and increased (up to the dollar maximum) by any compensation reduction election under section 125, 132(f), 401(k), 403(b), or 457(b) of the Code (including any Elective Deferral under the Plan). Beginning in 2009 and thereafter, such term also includes any “differential pay” that may be received from the Employer while performing qualified military service under section 414(u) of the Code. The amount of Includible Compensation is determined without regard to any community property laws.

  • Annual Cash Compensation means the sum of (a) the highest annual Base Salary in effect for the Executive and (b) the greater of (i) the Executive’s bonus for the most recently-completed year, if any, or (ii) the annualized amount of the Executive’s target bonus for the then current year.

  • Severance Compensation means the compensation set forth in (i), (ii), and (iv) above.

  • Compensation Limit means the compensation limit of Section 401(a)(17) of the Code, as adjusted under Section 401(a)(17)(B) of the Code for increases in the cost of living.

  • Nonelective Contribution means an amount contributed by a participating

  • Deferral Contribution means any contribution made to the Plan by the Employer in accordance with the provisions of Section 5.03.

  • 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.

  • 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);