Compensation of Executive Clause Samples
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Compensation of Executive. (a) The Corporation shall pay the Executive as compensation for his services hereunder, in equal semi-monthly or bi-weekly installments during the Term, the sum of $350,000 per annum (as in effect from time to time, the “Base Salary”), less such deductions as shall be required to be withheld by applicable law and regulations. The Corporation shall review the Base Salary on an annual basis and has the right but not the obligation to increase it, but has no right to decrease the Base Salary.
(b) In addition to the Base Salary set forth in Section 4(a) above, the Executive shall be entitled to receive an annual cash bonus (“Annual Bonus”) in an amount up to $100,000 if the Corporation meets or exceeds criteria adopted by the Compensation Committee of the Board (the “Compensation Committee”) for earning Bonuses, which criteria shall be adopted by the Compensation Committee annually after consultation with the Executive and which criteria must be reasonably likely to be attainable. Annual Bonuses shall be paid by the Corporation to the Executive promptly after the year end, it being understood that the Compensation Committee’s determinations concerning attainment of any financial targets associated with any bonus determination shall not be determined until following the completion of the Corporation’s annual audit, if any, but in no event later than April 15th of the year following the year for which it is being paid (and if the Executive was employed as of last day of the calendar year to which such Annual Bonus relates, then the Executive shall be entitled to the Annual Bonus for such year, even if he is not employed by the Corporation on the date the Annual Bonus is paid for such last year). The Compensation Committee may provide for lesser or greater percentage Annual Bonus payments for Executive upon achievement of partial or additional criteria established or determined by the Compensation Committee from time to time. For the avoidance of doubt, if Executive is employed upon expiration of the term of this Agreement, he shall be entitled to the Annual Bonus for such last year on a pro-rata basis through the last date of employment, even if he is not employed by the Corporation on the date the Annual Bonus is paid for such last year. In his sole discretion, the Executive may elect to receive such annual bonus in common stock of the Corporation at the basis determined by the Compensation Committee in good faith.
(c) The Corporation shall pay or reimburse the...
Compensation of Executive. 3.1 The Company shall pay Executive a base salary of One Hundred Ten Thousand Pounds Sterling (110,000)(the "Base Salary"), payable in accordance with the Company policy. Such salary shall be pro rated for any partial year of employment on the basis of a 365-day fiscal year. Executive will be eligible for bonuses from time to time as determined by the Board.
3.2 Executive's Base Salary and other compensation may be changed from time to time by mutual agreement of Executive and the Board.
3.3 All of Executive's compensation shall be subject to customary withholding taxes and any other employment taxes applicable to Executive’s jurisdiction of employment as are commonly required to be collected or withheld by the Company.
3.4 During the Employment Period, the Company agrees to reimburse Executive for all reasonable and necessary business expenses subject to the Company's standard requirements with respect to reporting and documentation of such expenses.
3.5 Executive shall, in accordance with the Company policy and the terms of the applicable plan documents, be eligible to participate in benefits under any Executive benefit plan or arrangement which may be in effect from time to time and made available to its executive or key management employees, including, as applicable, health and disability insurance, dental insurance, and participation in Employer’s 401(k) plan. The Company may modify or cancel its benefit plan(s) as it deems necessary.
3.6 Executive shall cooperate with the Company and its insurers as reasonably required for the Company to acquire and keep in force key-man life insurance on Executive.
3.7 Executive shall be granted stock options for 250,000 shares of the common stock of the Company (the "Options") pursuant to an option agreement (the "Option Agreement") issued pursuant to the Company’s 2001 Employee Stock Option Plan and shall vest and be exercisable based on the customary provisions of such plan. The Option Agreement will have customary provisions relating to adjustments for stock splits and similar events. The exercise price of the Options will be $2.21 for 100,000 shares; $3.75 for 100,000 shares and $5.00 for 50,000 shares. The options as granted shall provide for an "early exercise" right (i.e., the right of Executive to exercise options prior to their vesting date and to receive restricted stock subject to the same vesting requirements as the options exercised). In addition, the options as granted shall permit Executive (or, wher...
Compensation of Executive. 3.1 While employed by the Company, as compensation for proper and satisfactory performance of all duties to be performed hereunder, the Company shall pay Executive an annual base salary of Two Hundred Eighty Thousand Dollars, $280,000 per year (the “Base Salary”), payable in regular periodic payments in accordance with Company policy. Such salary shall be prorated for any partial year of employment on the basis of a 365-day fiscal year. In addition, Executive will be eligible for an incentive bonus of up to 25% of base salary, based upon defined milestones.
3.2 Executive’s compensation may be changed from time to time by mutual agreement of Executive and the Board.
3.3 All of Executive’s compensation shall be subject to customary withholding taxes and any other employment taxes as are commonly required to be collected or withheld by the Company.
3.4 Executive shall be entitled to vacation and illness days consistent with the Company’s standard practice for its employees generally.
3.5 Executive shall, at the discretion of the Board, be entitled to participate in the benefits for which he is eligible under the terms and conditions of the standard Company benefits which may be in effect from time to time and provided by the Company.
Compensation of Executive. As compensation for the services to be performed under this Agreement:
Compensation of Executive. (a) The Corporation shall pay the Executive as compensation for his services hereunder, in equal semi-monthly or bi-weekly installments during the Term, the sum of $225,000 per annum (the “Base Salary). The Corporation shall review the Base Salary on an annual basis and agrees to increase it by at least 10% per annum, but has no right to decrease the Base Salary.
(b) In addition to the Base Salary set forth in Section 4(a) above, the Executive shall be entitled to receive, depending upon mutually agreeable performance targets, an annual bonus for the year in which Employer meets or exceeds performance targets during the Term at the discretion of the board of directors of the Corporation. Bonus targets and the amount of bonus for each fiscal year shall be set by the Board of Directors.
(c) The Corporation shall advance or reimburse the Executive for all reasonable out-of-pocket expenses actually incurred or paid by the Executive in the course of his employment, consistent with the Corporation’s policy for reimbursement of expenses from time to time.
(d) The Executive shall be entitled to participate in such pension, profit sharing, group insurance, hospitalization, and group health and benefit plans and all other benefits and plans, including perquisites, if any, as the Corporation provides to its senior executives (the “Benefit Plans”).
(e) The Corporation shall execute and deliver in favor of the Executive an indemnification agreement on the same terms and conditions entered into with the other officers and directors of the Corporation. Such agreement shall provide for the indemnification of the Executive for the term of his employment and for a period of at least six (6) years thereafter.
Compensation of Executive a) The Corporation shall pay the Executive as compensation for his services hereunder, in equal bi-weekly installments during the Term, the sum of $50,000 (the “Base Salary”), less such deductions as shall be required to be withheld by applicable law and regulations. The Corporation shall review the Base Salary on an annual basis and has the right but not the obligation to increase it.
b) In addition to the Base Salary set forth in Section 4(a), the Executive shall be entitled to receive an annual cash bonus in an amount equal to up to one hundred percent (100%) of his then-current Base Salary if the Corporation meets or exceeds criteria adopted by the Compensation Committee of the Board of Directors (the “Compensation Committee”) for earning Bonuses which shall be adopted by the Compensation Committee annually. Bonuses shall be paid by the Corporation to the Executive promptly after determination that the relevant targets have been met, it being understood that the attainment of any financial targets associated with any bonus shall not be determined until following the completion of the Corporation’s annual audit and public announcement of such results and shall be paid promptly following the Corporation’s announcement of earnings.
Compensation of Executive. 3.1 While employed by the Company, as compensation for proper and satisfactory performance of all duties to be performed hereunder, the Company shall pay Executive an annual base salary of One Hundred Ninety Thousand Dollars ($190,000) per year (the "Base Salary"), payable in regular periodic payments in accordance with Company policy. Such salary shall be prorated for any partial year of employment on the basis of a 365-day fiscal year. In addition, Executive will be eligible for an incentive bonus of up to 25% of Base Salary, based upon defined milestones, during the agreement period.
3.2 Executive's compensation may be changed from time to time by mutual agreement of Executive and the Board.
3.3 All of Executive's compensation shall be subject to customary withholding taxes and any other employment taxes as are commonly required to be collected or withheld by the Company.
3.4 Executive shall be entitled to vacation and illness days consistent with the Company's standard practice for its employees generally.
3.5 Executive shall, at the discretion of the Board, be entitled to participate in the benefits for which he is eligible under the terms and conditions of the standard Company benefits which may be in effect from time to time and provided by the Company.
Compensation of Executive. (a) The Corporation shall pay the Executive as compensation for his services hereunder, in equal semi-monthly or bi-weekly installments during the Term, the sum of Two Hundred Fifty Thousand Dollars ($250,000) per annum (the “Base Salary”), less such deductions as shall be required to be withheld by applicable law and regulations. The Corporation shall review the Base Salary on an annual basis and shall increase such Base Salary, not less than five percent (5%) per annum, in its discretion. The Corporation has no right to decrease the Base Salary.
(b) In addition to the Base Salary set forth in Section 4(a) above, the Executive shall be entitled to such bonus compensation, defined in Appendix A.
(c) The Corporation shall pay or reimburse the Executive for all reasonable out-of-pocket expenses necessarily incurred performance of his duties, hereunder, upon submission and approval of written statements and bills in accordance with the then regular procedures of the Corporation.
(d) The Executive shall be entitled to participate in such pension, profit sharing, group insurance, fully pay for disability insurance plan, key man insurance if required by the board, hospitalization, and group health and benefit plan, including dental plans and all other benefits and plans as the Corporation provides to its senior executives (the “Benefit Plans”). The Corporation will pay one hundred percent (100%) of all costs associated with the Executive’s Benefit Plans and it will reimburse an allowance of $1,000 per month for auto expenses.
(e) During the Employment Term, the Executive shall be entitled to participate in all of the Company’s perquisite plans, programs and arrangements that are generally provided by the Company to other senior executives from time to time, including, without limitation, the provision of financial and tax planning assistance.
(f) Executive shall be eligible for such grants of stock options (“Options”) or awards of restricted stock (“Restricted Stock”), as defined in Appendix A, under the Corporation’s equity compensation plans as the Board of Directors shall determine, provided however without limiting the generality of the foregoing, the Corporation shall grant the Executive options, as defined in Schedule A, as early as practicable after the date hereof. The Corporation shall execute and deliver an award agreement (the “Award Agreement”) for the Options to the Executive as soon as practicable thereafter.
(g) To facilitate the performance of Ex...
Compensation of Executive. (a) The Corporation shall pay the Executive as compensation for his services hereunder, in equal semi-monthly or bi-weekly installments during the Term, the sum of One Hundred Seventy Five Thousand Dollars ($175,000) per annum, for the first 6 months following the date of this agreement, the sum of Two Hundred Thousand Dollars ($200,000) per annum, for the next 6 months, the sum of Two Hundred and Twenty Five Thousand ($225,000) for the remainder of the Term (the “Base Salary”). In addition to the Base Salary set forth in Section 4(a) above, the Executive shall be entitled to such bonus compensation (in cash, capital stock or other property) as a majority of the members of the Board of Directors of the Corporation may determine from time to time in their sole discretion.
(b) The Corporation shall pay or reimburse the Executive for all reasonable out-of-pocket expenses actually incurred or paid by the Executive in the course of his employment, consistent with the Corporation’s policy for reimbursement of expenses from time to time.
(c) The Executive shall be entitled to participate in such pension, profit sharing, group insurance, hospitalization, and group health and benefit plans and all other benefits and plans as the Corporation provides to its senior executives (the “Benefit Plans”).
Compensation of Executive. A.
(1) As compensation for the services and duties performed and to be performed by Executive as provided in this Agreement, the Company agrees to pay Executive a salary in the amount of ONE HUNDRED TWENTY THOUSAND DOLLARS ($120,000) per annum (“Base Salary”), less applicable withholding, F.I.C.A., and other lawful deductions, such salary to be payable semi-monthly, in equal installments, in arrears, and otherwise in accordance with the Company’s payroll policies in effect from time to time. The Board will review Executive's compensation annually to consider possible upward adjustments (it being agreed that the base salary shall not be reduced during the Initial Term).
(2) The Company may pay all or part of the Executive’s Base Salary in shares (the “Shares”) of the Company’s Common Stock on the terms and conditions set forth herein. The number of Shares to be issued shall be calculated by dividing the amount of the Fee due and owing by the average of the Per Share Market Values during the three (3) Trading Days immediately preceding the date on which the payment is due. The Shares shall be issued in the form of a stock award under the Company’s 2007 Stock Incentive Plan No. 2 (or successor plan) and will be registered as set forth under Section 5.A.(3) below; provided, however, that Consultant shall have established and adopted a Rule 10b5-1 sales agreement and plan in relation to the sale of such shares in substantially the form attached hereto as Exhibit “B” and shall sell the shares pursuant to the 10b5-1 plan. For the purposes of this Section 5.A.(2), “Per Share Market Value” means on any particular date (a) the closing bid price per share of Common Stock on such date on the OTC Bulletin Board or on such subsequent market on which the shares of Common Stock are then listed or quoted, or if there is no such price on such date, then the closing bid price on the OTC Bulletin Board or on such subsequent market on the date nearest preceding such date, or (b) if the shares of Common Stock are not then listed or quoted on the OTC Bulletin Board or a subsequent Market, the closing bid price for a share of Common Stock in the over-the-counter market, as reported by the National Quotation Bureau Incorporated or similar organization or agency succeeding to its functions of reporting prices) at the close of business on such date, or (c) if the shares of Common Stock are not then reported by the National Quotation Bureau Incorporated (or similar organization or ag...
