Payments/Consideration Sample Clauses
The Payments/Consideration clause defines the financial terms and obligations between the parties, specifying what compensation will be provided in exchange for goods, services, or other contractual performance. It typically outlines the amount to be paid, the payment schedule, acceptable methods of payment, and any conditions or milestones that trigger payment. By clearly establishing when and how payments are to be made, this clause helps prevent disputes over compensation and ensures both parties understand their financial responsibilities under the agreement.
Payments/Consideration. Employee shall receive the following as consideration for Employee’s acceptance and execution of this Separation Agreement and Release. Employee acknowledges that each item listed constitutes special consideration in exchange for the promises made herein and that ▇▇▇▇ was not otherwise obligated to provide these payments or benefits to Employee:
a. Upon the receipt of an invoice detailing the charges, ▇▇▇▇ will reimburse Employee for up to the amount of One Thousand, Five Hundred Dollars ($1,500) for legal services used by Employee in the negotiation and execution of this Separation Agreement and Release.
b. Dana shall provide Employee with outplacement services in the U.S. at a cost of up to $15,000 to be direct billed to ▇▇▇▇ with a firm that may be chosen by the Employee subject to Dana’s reasonable right of approval.
c. Employee will receive a lump sum payment equal to fifty six weeks of base compensation with all deductions required by law. This payment will be made within 30 days after the expiration of the period for revocation described below in Paragraph 12 except that to the extent any part of this payment would be considered “deferred compensation” not exempt from the requirements of Section 409A of the Internal Revenue Code as referenced in Paragraph 11 below, that portion (if any) of the lump sum payment which exceeds the lesser of (A) two times the Employee’s annualized compensation from ▇▇▇▇ for the 2007 calendar year, or (B) $460,000 (i.e. two times the annual limit on compensation as may be in effect under Section 401(a)(17) of the Internal Revenue Code for 2008), shall not be paid to Employee until six months and one day after the Employee’s termination date (or, if earlier, upon the Employee’s death).
Payments/Consideration. In consideration of the terms, representations, promises, waivers and releases contained in this Agreement, and in accordance with (and in full satisfaction of) Section 7(b) of the Employment Agreement executed October 1, 2010, by Parent and Executive (the “Employment Agreement”), the Company will provide Executive with the following payments and benefits, conditioned upon Executive’s executing and not revoking this Agreement within the time period contemplated by Paragraph 4 hereof and returning it to the Company:
Payments/Consideration. In consideration for the Executive: (i) entering into this Agreement, (ii) complying with all of the terms and conditions in this Agreement that apply to the Executive, including certain post-employment restrictions and obligations set forth in Sections 3 and 4, respectively, and (iii) timely signing and not revoking the general waiver and release of claims substantially in the form attached hereto as Exhibit A, the Bank agrees to the following:
(a) Pro-Rated 2026 Bonus. The Executive will receive a bonus of $15,000, payable within 60 days of the Retirement Date, which reflects the Executive’s pro-rated annual incentive award for 2026 under the Executive Bonus Plan at the target level.
Payments/Consideration. In consideration for Executive: (i) signing this Agreement and a supplemental release agreement to be provided by the Company (“Supplemental Release”) upon his Separation Date reaffirming the obligations and general release in this Agreement, (ii) complying with all of the terms and conditions in this Agreement and the Supplemental Release that apply to Executive, (iii) the non-competition and non-solicitation restrictions in favor of the Company, and (iv) the consulting terms provided in this Agreement, the Company agrees to the following:
(a) Base Salary through Separation Date. Executive shall continue to earn and receive Executive’s current base salary in full, less applicable withholdings and deductions, through the Separation Date, payable pursuant to the Company’s standard payroll schedule. Through the Separation Date, Executive shall also continue to be eligible for all health, disability, life, and retirement benefits plans (including tax-qualified and non-qualified retirement plans in which Executive currently participates), in accordance with the Company’s customary practices.
(b) 2025 Bonus. Executive shall receive a bonus of $252,070, payable on December 30, 2025, which reflects the Executive’s annual incentive award under the 2025 Annual Incentive Plan at the target level. In addition, if the Executive would be entitled to a 2025 cash bonus at an amount greater than the target level if the Executive had continued to be employed through March 2026 (the “Actual Bonus”), the Executive will receive an additional payment, in an amount equal to the Actual Bonus less $252,070, after the Separation Date and no later than March 31, 2026.
Payments/Consideration. In consideration for Executive signing this Agreement and a supplemental release agreement with a general release in the form attached as Exhibit B (“Supplemental Release”) upon his Separation Date reaffirming the obligations and general release in this Agreement, and complying with all of the terms and conditions in this Agreement and the Supplemental Release that apply to Executive, the Company agrees to the following:
Payments/Consideration. On the date of this Note and Agreement (the "Agreement"). Holder will, pursuant to the Acquisition Agreement, deliver to Company certificates representing JILP shares of common stock owned by Holder, duly endorsed for transfer or accompanied by a properly executed stock power. In consideration the Company shall deliver to the Holder this note.
Payments/Consideration. In addition, in consideration of the terms, representations, promises, waivers and releases contained in this Agreement, Company will provide Executive with the following benefits, conditioned upon Executive’s execution and return to Company of this Agreement:
Payments/Consideration. M▇. ▇▇▇▇▇▇▇ shall receive the following as his sole consideration for M▇. ▇▇▇▇▇▇▇’▇ acceptance and execution of this Separation Agreement, General Release and Covenant Not to S▇▇:
a. While M▇. ▇▇▇▇▇▇▇ will not be eligible for Separation Pay pursuant to Dana’s Management Income Protection Plan, he will receive the Separation Pay as specified in Paragraph 1 above (subject to all deductions currently authorized by M▇. ▇▇▇▇▇▇▇ or required by law), which is in excess of any compensation to which he would otherwise be entitled in the circumstances. M▇. ▇▇▇▇▇▇▇ will also receive continued health care and life insurance coverage under Dana’s group benefit plans during the entire Separation Period, so long as he makes the required payment of his share of the premiums as currently required of him. Further, M▇. ▇▇▇▇▇▇▇ will receive such life insurance post retirement as provided for retirees pursuant to the Senior Management Life Insurance Plan. M▇. ▇▇▇▇▇▇▇ will also be receiving payment based upon his annual target bonus, equal to 60% of his annual base salary in a lump sum to be paid prior to March 15, 2006 as described in Paragraph 1. As additional consideration to M▇. ▇▇▇▇▇▇▇ he will also be eligible to receive a payment equal to the bonus for 2005 that would have been payable to him had he continued in active employment with D▇▇▇ through the end of 2005, paid on a pro-rata basis, and based upon actual company performance during 2005 and in accordance with the 2005 bonus criteria applicable to him under Dana’s Additional Compensation Plan, based on the period that he actually worked in 2005 (which bonus will be payable in 2006, no later than such time as bonuses would be payable, if earned, to other participants in the Additional Compensation Plan but in any event prior to March 15, 2006).
Payments/Consideration. ▇▇. ▇▇▇▇▇▇▇▇ shall receive the following as consideration for ▇▇. ▇▇▇▇▇▇▇▇'▇ acceptance and execution of this Separation Agreement, General Release and Covenant Not to ▇▇▇:
a. ▇▇. ▇▇▇▇▇▇▇▇ will receive as part of the Separation Pay, up to a maximum of eight months of pay (subject to all deductions currently authorized by ▇▇. ▇▇▇▇▇▇▇▇ or required by law) in excess of that to which he would otherwise be entitled under the applicable ▇▇▇▇ IPP plan and also payments based upon his 2005 target bonus. ▇▇. ▇▇▇▇▇▇▇▇ will also receive continued health care and life insurance coverage under Dana's group benefit plans during the entire Separation Period so long as he makes the required payment of his share of the premiums. ▇▇. ▇▇▇▇▇▇▇▇ will also receive payment based upon his projected 2005 target bonus, equal to 60% of his annual base salary.
Payments/Consideration. 4.1. License Upfront Payment (a) GRACELL shall pay to FUTUREGEN a license upfront fee (the “Upfront Payment”) of [***] dollars ($[***]) within [***] business days of the Effective Date.