Cash Incentive. In addition to the Base Salary provided for in Paragraph 2 above, for each fiscal year during which Employee serves as President of Synalloy Chemicals and provided Employee is in the employ of the Corporation on the last day of such fiscal year (except as provided in Paragraphs 8 and 9 hereof), the Employee shall be entitled to a cash incentive (the “Cash Incentive”) as provided for in the incentive plan (the “Incentive Plan”) established before the beginning of each of the Corporation’s fiscal years by the Committee. In the Committee’s discretion as detailed in the applicable Incentive Plan, the Cash Incentive shall be equal to a percentage of the Employee’s Base Salary, calculated using pre-determined adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) target ranges and other qualitative measures established in the applicable Incentive Plan. EBITDA is a non-GAAP measure and excludes discontinued operations, cash incentives and stock awards payable to all managers participating in the Incentive Plan, interest expense, change in fair value of interest rate swap, income taxes, depreciation, amortization, inventory gain/(loss) due to changes in nickel prices, lower of cost or market inventory adjustment, acquisition costs, shelf registration costs, earn-out adjustments, bargain purchase gains, gain on excess death benefit and retention costs from net income. The Committee shall have sole discretion to determine which other items of income and expense are included in and/or excluded from EBITDA and what qualitative measures, if any, factor into computation of the Cash Incentive, and its determination shall be final, binding and conclusive upon the parties hereto. The Corporation may at any time or times change or discontinue any or all of its present or future operations, or may close, sell or move any one or more of its plants, facilities or divisions, or may undertake any new or other operations, or may take any and all other steps which the Board, in its exclusive judgment, shall deem advisable or desirable for the Corporation, and if any such action taken by the Corporation or its Board adversely affects EBITDA as hereinabove defined, the Employee shall have no claim or recourse by reason of any such action. Acquisitions will occur from time to time that will result in either positive or negative EBITDA that affect the Cash Incentive and Restricted Stock Awards (described in Paragraph 4 below). As a result, at the time of su...
Cash Incentive. During the Term and commencing with MKHL’s fiscal year beginning April 1, 2018, Executive shall be eligible to earn the annual cash incentive payments described in this Section 4 in accordance with, and subject to, the terms and conditions of, MKHL’s then existing executive cash incentive program which is a component of the Xxxxxxx Xxxx Holdings Limited Amended and Restated Omnibus Incentive Plan as the same may be amended or modified by MKHL from time to time in its sole discretion (subject to shareholder approval if required) (the “Incentive Plan”). The annual cash incentive payment (the “Cash Incentive”) shall be a percentage of Executive’s Base Salary (with incentive levels set at 100% threshold - 200% target - 400% maximum). Such incentive levels may be increased by the MKHL Board (or appropriate committee thereof, including the Compensation Committee) for any fiscal year in its sole discretion but shall not be decreased below the incentive levels set forth in this Agreement without the written consent of Executive. The Cash Incentive shall be based upon the achievement of performance goals established by the MKHL Board (or appropriate committee thereof, including the Compensation Committee) over a performance period also established by the MKHL Board (or appropriate committee thereof, including the Compensation Committee). The MKHL Board (or appropriate committee thereof, including the Compensation Committee) may base such performance goals upon such appropriate criteria as they may determine. Executive must be employed by the Company on the date that the Cash Incentive is actually paid which shall be the same date that annual cash incentives are paid to other senior executives of the Company. The MKHL Board (or appropriate committee thereof, including the Compensation Committee) must certify the level of the attainment of the applicable performance goal for the performance period and the amount of the Cash Incentive payable to Executive with respect to such performance period. Once certified, the Cash Incentive will be paid to Executive reasonably promptly and in no event later than June 30 next following the last day of the applicable performance period. (b)Clawback. Notwithstanding the foregoing, if the MKHL Board (or appropriate committee thereof, including the Compensation Committee) determines that Executive was overpaid, in whole or in part, as a result of a restatement of the reported financial or operating results of MKHL due to material non...
Cash Incentive. The Executive shall be eligible to participate, as determined by the Company, in the Company’s annual cash incentive bonus program as in effect from time to time for executives at the Executive’s level (the “Bonus Program”). The Executive shall be eligible for an annual cash incentive bonus at a target opportunity of sixty percent (60%) of Base Salary (up to a maximum opportunity of one hundred twenty percent (120%) of Base Salary) based upon the achievement of certain business unit objectives established in advance by the Company (the “Annual Bonus”). The actual amount of any Annual Bonus shall be determined by and in accordance with the terms of the Company’s then-current Bonus Program and the Executive shall have no absolute right to an Annual Bonus in any year.
Cash Incentive. In addition to the Base Salary provided for in Paragraph 2 above, for each fiscal year during which Employee serves as Chief Executive Officer of Corporation and provided Employee is in the employ of the Corporation on the last day of such fiscal year (except as provided in Paragraphs 9 and 10 hereof), the Employee shall be entitled to a cash incentive (the “Cash Incentive”) as provided for in the 2013 Short-Term Cash Incentive and Options Plan (the “Incentive Plan”) established before the beginning of each of the Corporation's fiscal years by the Compensation & Long-Term Incentive Committee of the Board. For the Fiscal Year Ending December 28, 2013, the Cash Incentive shall equal two percent (2%) of net income before income taxes (“NIBIT”) if NIBIT is between $20,260,000 and $22,520,000; one percent (1%) of NIBIT if NIBIT is below $20,260,000 and two and three-quarters percent (2.75%) of NIBIT if NIBIT is above $22,520,000. NIBIT will be as reflected on the Corporation's financial statements adjusted by an amount to eliminate the effect of inventory profits and losses applicable to the BRISMET Pipe Division. The determination of the amount of inventory profit and losses shall be determined by the Corporation's Chief Financial Officer and approved by the Audit Committee of the Board of the Corporation. The Cash Incentive shall be reduced five percent (5%) for each lost time accident occurring at the Division with the most lost time accidents during the year. The Cash Incentive shall be further reduced by an amount to reflect any failure to reach targeted inventory turn goals. For the Fiscal Year Ending December 28, 2013, the target for inventory turns shall be 4.5x for Manufacturers Chemicals, LLC and 3.0x for BRISMET Pipe Manufacturing Division. If the inventory turns are below the target for either of the operating divisions, the incentive pool is reduced by ten percent (10%). This reduction, if any, will be determined by and recorded in the minutes of the Compensation & Long-Term Incentive Committee of the Board. Cash Incentive payments will be made within two and one-half months of the fiscal year-end. As used in this Agreement, the term NIBIT shall mean the consolidated net income before income taxes as generally reflected in the Corporation's Consolidated Statement of Operations. It is intended that NIBIT is defined as before the cash incentives payable to all managers participating in the Incentive Plan, and before income and expenses not resulting ...
Cash Incentive. Executive shall be eligible to earn the annual cash incentive payments described in this Section 3 in accordance with, and subject to, the terms and conditions of, Capri’s then existing executive cash incentive program which is a component of the Capri Holdings Limited Second Amended and Restated Omnibus Incentive Plan (as the same may be amended or modified by Capri or its subsidiaries from time to time in their sole discretion, subject to shareholder approval if required, the “Incentive Plan”). The annual cash incentive payment (the “Annual Cash Incentive”) shall be a percentage of Executive’s Base Salary with incentive levels set at 0% for performance below established thresholds and (i) for Fiscal 2022, 300% target – 400% maximum; (ii) for Fiscal 2023, 200% target – 400% maximum, and (iii) for Fiscal 2024 and thereafter, 100% target – 200% maximum. Executive’s actual Annual Cash Incentive will be interpolated based on the actual level of attainment with performance components, measures and target values established by the Capri Board of Directors (or appropriate committee thereof). Such incentive levels may be increased by the Capri Board (or appropriate committee thereof, including the Compensation Committee) for any fiscal year in its sole discretion but shall not be decreased below the incentive levels set forth in this Agreement without the written consent of Executive.
Cash Incentive. To assist SRI in funding marketing and transition expenses, including but not limited to, the opening of depots in the territories not served by SRI at the date of this Agreement, the hiring of one sales vice president, eight account executives and other sales and marketing personnel to support the Hybrid Program, the cost of closing the disposable assembly plant, the cost of development of new marketing collateral and advertising, and the cost to purchase and implement EDI applications to support the requirements under the Agreement, Cardinal Health shall pay to SRI the amount of $1,250,000 in cash, payable $1,000,000 on January 2, 2009, and $250,000 on January 4, 2010.
Cash Incentive. Executive shall be eligible to participate in Rockland Trust Company’s Officer Performance Incentive Plan (“OPIP”), with a target payout at 15% of base salary, in accordance with the terms and conditions of the OPIP as then in effect. For informational purposes only, the Buyer stipulates that if Executive were employed by Buyer during 2014 the Executive’s target award would have been eligible for a potential increase by up to 1.4x based upon personal performance and by up to an additional 1.25x based upon company performance. If the Effective Time of the Merger occurs in the first quarter of 2015 Executive will be entitled to participate in the 2015 OPIP as if he had been employed by Rockland Trust Company for all of 2015, without pro-ration. The specific details of the 2015 OPIP have not yet been approved by the Board of Directors of the Buyer. Buyer anticipates but does not guarantee that the 2015 OPIP performance multipliers will be the same as the 2014 OPIP performance multipliers.
Cash Incentive. The Executive will be eligible to receive a discretionary annual bonus with a target amount equal to fifty percent (50%) of the Executive’s Base Salary based on the satisfaction of performance goals determined by the Board in its sole discretion, which goals may extend over multiple years (the “Cash Incentive”). The Cash Incentive will be subject to the terms and conditions of the Company’s cash bonus program, as determined by the Board, and paid to the Executive at the same time as bonuses are generally payable to other senior executives of the Company, subject to the Executive’s continued employment through the applicable payment date.
Cash Incentive. Where provisions may be made to provide for payment of Employment Contracts for certain HPC individuals as a result of the Bluenose transaction, this opportunity will not apply to you.
Cash Incentive. In addition to the Base Salary provided for in Paragraph 2 above, for each fiscal year during which Employee serves as Chief Executive Officer of the Corporation and provided Employee is in the employ of the Corporation on the last day of such fiscal year (except as provided in Paragraphs 8 and 9 hereof), the Employee shall be entitled to a cash incentive (the “Cash Incentive”) as provided for in the Short-Term Cash Incentive and Options Plan (the “Incentive Plan”) established before the beginning of each of the Corporation's fiscal years by the Committee. The Cash Incentive shall be equal to a percentage of net income before income taxes (“NIBIT”) based on NIBIT ranges established in the applicable Incentive Plan. NIBIT will be as reflected on the Corporation's financial statements adjusted by an amount to eliminate the effect of inventory profits and losses applicable to the Brismet Pipe Division. The determination of the amount of inventory profit and losses shall be determined by the Corporation's Chief Financial Officer and approved by the Audit Committee of the Board. Additionally, the Cash Incentive shall be reduced by five percent (5%) for each lost time accident occurring at the Division with the most lost time accidents during the year. The Cash Incentive shall be further reduced by an amount to reflect any failure to reach targeted inventory turn goals. The applicable Incentive Plan shall establish the target for inventory turns for Manufacturers Chemicals, LLC and for BRISMET Pipe Manufacturing Division. If the inventory turns are below the target for either of these operating divisions, the incentive pool is reduced by ten percent (10%). This reduction, if any, will be determined by and recorded in the minutes of the Committee. Cash Incentive payments will be made within two and one-half months of the fiscal year-end. As used in this Agreement, the term NIBIT shall mean the consolidated net income before income taxes as generally reflected in the Corporation's Consolidated Statement of Operations. It is intended that NIBIT is defined as before the cash incentives payable to all managers participating in the Incentive Plan, and before income and expenses not resulting from normal operations, including but not limited to, gains and losses from the sale or other disposition of capital assets and environmental expenses related to preexisting conditions not resulting from recent operations. The Committee shall have sole discretion to determine whic...
