Substitute Incentive definition

Substitute Incentive means an Incentive granted in assumption of, or in substitution or exchange for, awards previously granted, or the right or obligation to make future awards, in each case by a company acquired by the Company or any subsidiary or affiliate with which the Company or any subsidiary or affiliate combines.
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Examples of Substitute Incentive in a sentence

  • A Substitute Incentive Stock Option shall be -------------- exercisable at such time or times and subject to such terms and conditions as shall be determined by the Committee at or after grant, but no Substitute Incentive Stock Option shall be exercisable on terms more favorable than under the Old Stock Option.

  • No Substitute Incentive Stock Option ------------------------------ shall be transferable by the Participant, and all Substitute Incentive Stock Options shall be exercisable, during the Participant's lifetime, only by the Participant or his legal representative.

  • The Committee shall have the power and authority to grant Substitute Incentive Stock Options to Eligible Employees and Non-Qualified Stock Options to Eligible Employees or any consultant or advisor to the Company pursuant to the terms of the Plan.

  • No Non-Qualified Stock Option or Substitute Incentive Stock Option shall be granted pursuant to the Plan on or after the tenth anniversary of the Effective Date, but awards theretofore granted may extend beyond that date.

  • No waiver of any Management Fee or Substitute Management Fee, Incentive Allocation or Substitute Incentive Allocation in respect of any one or more Capital Accounts, whether in whole or in part, and no waiver of the conditions otherwise applicable to making Capital Withdrawals from any one or more Capital Accounts, shall, in and of itself, be deemed to have a material adverse effect on the Partnership or on any Limited Partner to whom such a waiver is not granted.

  • If a Participant's employment ------------------------------------ with the Company terminates by reason of death, Disability or for any other reason, the Substitute Incentive Stock Option may thereafter be exercised only as provided in the Substitute Incentive Stock Option agreement.

  • A Participant may be granted more than one Substitute Incentive Stock Option, or Substitute Incentive Stock Options and Non-Qualified Stock Options, and such options may be outstanding concurrently.

  • Unless prohibited by the Old Stock Option, such loans shall (1) be evidenced by promissory notes entered into by the Substitute Incentive Stock Option holders in favor of the Company, (2) be subject to the terms and conditions set forth in this Section 5(f) and such other terms and conditions, not inconsistent with the Plan, as the Committee shall determine, and (3) bear interest at such rate as the Committee shall determine.

  • The Board may amend, alter or discontinue the Plan, but no amendment, alteration, or discontinuation shall be made that would impair the rights of a Participant under any Non-Qualified Stock Option or Substitute Incentive Stock Option theretofore granted without such Participant's consent.

  • The terms and conditions of exercise of the Substitute Incentive Stock Option after a termination of employment by reason of death, Disability, or for any other reason shall be no more favorable than those terms and conditions provided the Participant in the Old Stock Option agreement.

Related to Substitute Incentive

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

  • 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).

  • Change in Control Price means the highest price per share of Stock offered in conjunction with any transaction resulting in a Change in Control (as determined in good faith by the Committee if any part of the offered price is payable other than in cash) or, in the case of a Change in Control occurring solely by reason of a change in the composition of the Board, the highest Fair Market Value of the Stock on any of the 30 trading days immediately preceding the date on which a Change in Control occurs.

  • Tandem Appreciation Right means an Appreciation Right granted pursuant to Section 5 of this Plan that is granted in tandem with an Option Right.

  • Substitute Award means an Award granted under the Plan upon the assumption of, or in substitution for, outstanding equity awards previously granted by a company or other entity in connection with a corporate transaction, such as a merger, combination, consolidation or acquisition of property or stock; provided, however, that in no event shall the term “Substitute Award” be construed to refer to an award made in connection with the cancellation and repricing of an Option or Stock Appreciation Right.

  • Incentive Share Option means an Option that is intended to meet the requirements of Section 422 of the Code or any successor provision thereto.

  • incentive plan award means compensation awarded, earned, paid, or payable under an incentive plan;

  • Annual Incentive Plan means the Cinergy Corp. Annual Incentive Plan or any similar plan or successor to the Annual Incentive Plan.

  • Substitute Awards means Awards granted or Shares issued by the Company in assumption of, or in substitution or exchange for, awards previously granted, or the right or obligation to make future awards, in each case by a company acquired by the Company or any Subsidiary or with which the Company or any Subsidiary combines.

  • Incentive means a term or condition whose purpose is to motivate the Contractor to provide supplies or services at lower costs, and in certain instances with improved delivery or technical performance, by relating the amount of profit or fee earned to the Contractor’s performance.

  • 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).

  • INDEPENDENT STOCK APPRECIATION RIGHT or "INDEPENDENT RIGHT" means a right granted pursuant to subsection 8(b)(3) of the Plan.

  • 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);

  • 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.

  • Cash Incentive Award means a cash award granted pursuant to Section 8 of this Plan.

  • Share Appreciation Right means the right pursuant to an Award granted under Section 8 below to receive an amount equal to the excess, if any, of (i) the aggregate Fair Market Value, as of the date such Award or portion thereof is surrendered, of the Shares covered by such Award or such portion thereof, over (ii) the aggregate Exercise Price of such Award or such portion thereof.

  • Incentive Award means the right to receive a cash payment to the extent Performance Goals are achieved, and shall include “Annual Incentive Awards” as described in Section 10 and “Long-Term Incentive Awards” as described in Section 11.

  • Incentive Distribution Right means a Limited Partner Interest having the rights and obligations specified with respect to Incentive Distribution Rights in this Agreement (and no other rights otherwise available to or other obligations of a holder of a Partnership Interest).

  • 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.

  • Award Value means the value, in dollars, of an award made to a Participant and as stated in the applicable Award Agreement, which is provided under the Plan in the form of PSUs or RSUs, as the case may be.

  • Stock Incentives means, collectively, Dividend Equivalent Rights, Incentive Stock Options, Non-Qualified Stock Options, Performance Unit Awards, Phantom Shares, Stock Appreciation Rights and Stock Awards.

  • Stock Appreciation Right” or “SAR means a stock appreciation right awarded under the Plan as provided in Section 8.

  • Other Incentive Award means an Award denominated in, linked to or derived from Shares or value metrics related to Shares, granted pursuant to Section 9.6 hereof.

  • Tax Incentive has the meaning set forth in Section 3.13(g).

  • Share Incentive Plan means any one of the foregoing plans.

  • Incentive Distribution Rights has the meaning assigned to such term in the Partnership Agreement.