Reimbursement of Compensation. In the event that payment of any compensation to Executive is predicated upon the achievement of certain financial results that subsequently are the subject of a Mandatory Restatement (as defined below) and a lower payment (or no payment) would have been made to Executive based upon the restated financial results, Executive shall reimburse the Company the difference between the amount actually paid and the amount that would have been payable to Executive reduced by the Net Tax Costs (as defined below), based upon the restated financial results. Executive’s reimbursement to the Company shall be made within 30 business days after receiving written notice of the amount owed and the calculations thereof. A “Mandatory Restatement” shall mean a restatement of the Company’s financial statement which, in the good faith opinion of the Company’s public accounting firm, is required to be implemented pursuant to generally accepted accounting principles, but excluding (i) any restatement which is required with respect to a particular year as a consequence of a change in generally accepted accounting rules effective after the publication of the financial statements for such year, or (ii) any restatement that (A) in the good faith judgment of the Audit Committee of the Board of Directors of the Company (“Audit Committee”), is required due to a change in the manner in which the Company’s auditors interpret the application of generally accepted accounting principles (as opposed to a change in a prior accounting conclusion due to a change in the facts upon which such conclusion was based), or (B) is otherwise required due to events, facts or changes in law or practice that the Board of Directors of the Company concludes were beyond the control and responsibilities of Executive and that occurred regardless of Executive’s diligent and thorough performance of his duties and responsibilities. “Net Tax Costs” shall mean the net amount of any federal, foreign, state or local income and employment taxes paid by Executive in respect of the portion of the compensation subject to reimbursement, after taking into account any and all available deductions, credits or other offsets allowable to Executive (including without limit, any deductions permitted under the claim of right doctrine), and regardless of whether Executive would be required to amend any prior income or other tax returns.
Reimbursement of Compensation. Each party shall be reimbursed by the other for wages, salaries and/or benefits of persons providing management services hereunder at the rate of 50% of such wages, salaries, and/or benefits.
Reimbursement of Compensation. In addition to NewCare's management fee hereunder, the Hospital shall, upon receipt of invoice, reimburse NewCare for the costs and expenses associated with NewCare's provision of the Key Personnel, including their salaries, taxes, fringe benefits, and business expenses. The amount of salary reimbursable hereunder shall be subject to the Board's approval, which shall not be withheld if the salary is within the range for similar hospitals covered by the NewCare compensation program. The term "fringe benefits" as used herein shall include all fringe benefits which are or may become standard for administrative or managerial personnel of NewCare (such as health insurance, disability insurances, life insurance, retirement plans and, with respect to the CEO, automobile and automobile expenses). The Hospital shall also reimburse NewCare for the interim living expenses of the CEO and CFO, which include local lodging, food, local transportation, other out-of-pocket expenses, and two trips home per month. It is specifically understood and agreed that reimbursable compensation for Key Personnel shall be considered a payroll obligation of the Hospital for purposes of setting priorities for payments of Hospital obligations.
Reimbursement of Compensation. In the event that payment of any compensation to Executive is predicated upon the achievement of certain financial results that subsequently are the subject of a Mandatory Restatement (as defined below) and a lower payment (or no payment) would have been made to Executive based upon the restated financial results, Executive shall reimburse the Company the difference between (i) the amount actually paid to Executive and (ii) the amount that would have been payable to Executive reduced by the Net Tax Costs (as defined below), based upon the restated financial results. Executive’s reimbursement to the Company shall be made within thirty (30) business days after receiving written notice of the amount owed and the calculations thereof. A “Mandatory Restatement” shall mean a restatement of the Company’s financial statement which, in the good faith opinion of the Company’s public accounting firm, is required to be implemented pursuant to generally accepted accounting principles, but excluding (i) any restatement which is required with respect to a particular year as a consequence of a change in generally accepted accounting rules effective after the publication of the financial statements for such year, or (ii) any restatement that (A) in the good faith judgment of the Audit Committee of the Board of Directors of the Company (the “Audit Committee”), is required due to a change in the manner in which the Company’s auditors interpret the application of generally accepted accounting principles (as opposed to a change in a prior accounting conclusion due to a change in the facts upon which such conclusion was based), or (B) is otherwise required due to events, facts or changes in
Reimbursement of Compensation. In addition to Manager's fee ----------------------------- hereunder, the Manager shall be reimbursed, within 30 days of Manager's payment thereof, an amount equal to the Personnel's compensation, subject to the limitations set forth herein. The amount of compensation and fringe benefits reimbursable hereunder shall be subject to the Approved Budgets and Plans. The amount of reimbursable fringe benefits hereunder shall be Manager's costs for all fringe benefits which are or may become standard for personnel of Manager (such as health insurance, disability insurance, life insurance, retirement plans, without regard to forfeitures which reduce contributions made in respect of employees who are not Personnel, seminar and related travel expenses, professional dues, and, with respect to the administrator and assistant administrator, incentive compensation and automobile and automobile expenses). Furthermore, the Hospital shall reimburse Manager for employment, payroll, or other taxes imposed because of employment of the Personnel, all as approved in the Approved Budgets and Plans, and such taxes shall be deemed to be an operating expense of the Hospital. It is specifically understood and agreed that reimbursable compensation for Personnel shall be considered a payroll obligation of the Hospital for purposes of setting priorities for payments of Hospital obligations as described in Section 7 hereof. (d) Payment of Relocation Expenses. Provided such expenses have been ------------------------------ pre-approved by the Trust (whether as part of the Approved Budgets and Plans or as specifically approved by the Trust), within 30 days of invoice, the Manager shall be reimbursed for all expenses associated with relocating Personnel to the Hospital area. Relocation expenses shall consist of those set forth in Manager's written policy from time to time and may
Reimbursement of Compensation. In the event that payment of any compensation to Executive is predicated upon the achievement of certain financial results that subsequently are the subject of a Mandatory Restatement (as defined below) and a lower payment (or no payment) would have been made to Executive based upon the restated financial results, Executive shall reimburse the Company the difference between (i) the amount actually paid to Executive and (ii) the amount that would have been payable to Executive reduced by the Net Tax Costs (as defined below), based upon the restated financial results. Executive’s reimbursement to the Company shall be made within 30 business days after receiving written notice of the amount owed and the calculations thereof. A “Mandatory Restatement” shall mean a restatement of the Company’s financial statement which, in the good faith opinion of the Company’s public accounting firm, is required to be implemented pursuant to generally accepted accounting principles, but excluding (i) any restatement which is required with respect to a
Reimbursement of Compensation. In addition to Quorum's management fee hereunder, the Hospital shall, upon receipt of invoice, reimburse Quorum for the costs and expenses associated with Quorum's provision of the Key Personnel, including their salaries, taxes, fringe benefits, and business expenses. The amount of salary reimbursable hereunder shall be subject to the Board's approval, which shall not be withheld if the salary is within the range for similar hospitals covered by the Quorum compensation program. The term "fringe benefits" as used herein shall include all fringe benefits which are or may become standard for administrative or managerial personnel of Quorum (such as health insurance, disability insurance, life insurance, retirement plans and, with respect to the administrator, automobile and automobile expenses). The Hospital shall also reimburse Quorum for relocation expenses, severance expenses, and interim living expenses related to the Key Personnel. It is specifically understood and agreed that reimbursable compensation for Key Personnel shall be considered a payroll obligation
Reimbursement of Compensation. If Executive resigns his employment with the Bank for any reason on or before the second anniversary of the Effective Date, within fifteen (15) business days following Date of Termination, Executive will repay to the Bank all amounts paid to Executive pursuant to Sections 3.4(b), (c), (d), (e), (f), (i) and (j). If Executive resigns his employment with the Bank for any reason after the second anniversary of the Effective Date, but on or before the fifth anniversary of the Effective Date, within fifteen (15) business days following Date of Termination, Executive will repay to the Bank the Signing Bonus. All amounts paid to Executive pursuant to Sections 3.4(b), (c), (d), (e), (f), (i) and (j) shall be deemed earned for purposes of this Section 3.4(k) and any applicable wage law when the obligation to repay such amounts lapses. Executive authorizes the Bank to deduct and/or offset the amounts reimbursable pursuant to this Section 3.4(k) from any compensation or other sums that may be due to Executive at the Date of Termination, and Executive will repay the balance remaining due after such deduction to the Bank. Notwithstanding the foregoing, in the event that Executive relocates to the Scranton, Pennsylvania area, purchases a residence in the Scranton, Pennsylvania area and resides there for a period of at least three consecutive months, then, from and after the expiration of such three-month period, Executive shall have no liability for any amounts reimbursable pursuant to this Section 3.4(k), except for any such amounts which have become reimbursable prior to the expiration of such three-month period.
Reimbursement of Compensation. If this Agreement is terminated prior to the end of the term set forth in Section 8, SERVICE PROVIDER shall reimburse the TOWN a pro rata amount of any compensation paid in advance.
Reimbursement of Compensation. Executive agrees and acknowledges that any annual or long-term cash, equity or equity-based incentive or bonus compensation paid, provided or awarded to the Executive is subject to the terms and conditions of the Company’s clawback policy, which may be amended from time to time, and may be subject to the requirement that such compensation be repaid to the Company or its affiliates after it has been distributed to Executive.
