Compensation; Equity. During the Term, for so long as you continue to serve in the positions identified in paragraph 2, your exclusive compensation (other than reimbursement for expenses pursuant to established policy or my advance approval) shall be as follows: (a) Fee. You will be paid $300,000 per year (prorated for any partial period) in the form of director fees or a combination of director fees and other non-employee compensation (the “Fee”). The Fee will be paid in quarterly installments. Contingent on the occurrence of the Contingency and this Agreement becoming effective, the first quarterly installment payment of the Fee will include the period from July 1, 2017 through the day before the Contingency occurs and this Agreement becomes effective in addition to the quarterly installment payment. If the Term is terminated before it expires because you are removed, or are not re-elected or re-appointed, as a director of Management other than for Cause (defined below), the Fee will continue to be paid to you through the date the Term would have expired had your service as a director not been sooner ended. “Cause” for purposes of this Agreement has the definition given to that term in the Beneficient Management Partners, L.P. 2017 Equity Incentive Plan (the “BMP Plan’) and in addition includes the request of the Regulator (defined in the Management LLC Agreement) that you be removed or not re-elected or re-appointed as a director.
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Sources: Non Employee Director Agreement (Beneficient Co Group, L.P.), Non Employee Director Agreement (Beneficient Co Group, L.P.)