Set-Off in Lieu of Separate Compensation Sample Clauses

Set-Off in Lieu of Separate Compensation. Buyer or SFX may, at any time, elect to set off any amounts payable by Seller or the Signing Partners pursuant to this Agreement against any amount set forth in Section 3.1 or any other amounts payable by Buyer or SFX to the Signing Partners or to Seller. If Buyer or SFX elects such set-off with respect to any amount payable by the Signing Partners, Buyer or SFX shall deliver, along with or prior to such payment by Buyer or SFX, a written notice of such set-off and the amount and nature thereof. Such set-off shall be in lieu of Buyer's or SFX's right to receive indemnification or other compensation from Seller or the Signing Partners for any amounts set off, but shall not affect the parties' right to receive any other payments due under this Agreement.
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Set-Off in Lieu of Separate Compensation. Buyer or SFX may, at any time, elect to set off any amounts payable by Seller or the Signing Stockholders pursuant to this Agreement or pursuant to the Other Agreements against any amount set forth in Section 3.1 or any other amounts payable by Buyer or SFX to the Signing Stockholders or to Seller. If Buyer or SFX elects such set-off with respect to any amount payable by the Signing Stockholders, Buyer or SFX shall deliver, along with or prior to such payment by Buyer or SFX, a written notice of such set-off and the amount and nature thereof. Such set-off shall be in lieu of Buyer's or SFX's right to receive indemnification or other compensation from Seller or the Signing Stockholders for any amounts set off, but shall not affect the parties' right to receive any other payments due under this Agreement. For purposes of this Section 12.5, shares of Class A Common Stock of SFX shall be valued as set forth in Section 12.7(d).
Sample 1

Related to Set-Off in Lieu of Separate Compensation

  • Termination Compensation Termination Compensation equal to two (2) times the Executive's Base Period Income shall be paid to the Executive in a single sum payment in cash on the thirtieth (30th) business day after the later of (a) the Control Change Date and (b) the date of the Executive's employment termination; provided that if at the time of the Executive's termination of employment the Executive is a Specified Employee, then payment of the Termination Compensation to the Executive shall be made on the first day of the seventh (7th) month following the Executive's employment termination.

  • Cash Compensation The Company shall pay to the Executive compensation for his services during the Contract Period as follows:

  • Extra Compensation All percentage payments shall be based upon the following schedule: 2021-2022 Exp. Level Unit Members 1st Year 32,749 2nd Year 34,087 3rd Year 35,425 4th Year 36,764 5th Year 38,102 Subject to the exception set forth below, the placement of an individual on the above salary schedule in an extra duty assignment as set forth herein, shall be based upon the number of years of experience in Michigan Center within the activity (i.e. sport). Transfers from one coaching position to another in the same sport (i.e. junior varsity to varsity football, etc.) shall not be cause to reduce the experience level for the bargaining unit member in that activity. Changes from one sport to another (i.e. basketball to football, etc.) will constitute a change in experience level. NOTE: Compensation of non-unit individuals for coaching and other extra-curricular positions shall be determined by the Board, but shall not exceed the compensation schedule for bargaining unit members. Baseball Head Coach 11% Volleyball Head Coach 17% JV Coach 8% Asst or JV Coach 11% Basketball Head Coach 17% 8th Grade 6% JV Coach 11% 7th Grade 6% 8th Grade 6% If both 7th & 8th 10% 7th Grade 6% Wrestling Head Coach Assistant Coach (if applicable) 16% 6% If both 7th & 8th 10% JV Coach 10% Bowling Boys Girls 6% 6% Jr. High 6% If both Boys & Girls 10% Cheerleading Winter Head Coach (includes sideline if applicable) 16% Academic Games Coord & Staff Advisors Limit 1 per Dept. 1% Varsity Fall Sideline 5% Band Director 18% JV Fall Sideline 5% Band Director Jr. High School 12% Winter JV (includes sideline if applicable) 10% Choral Director (if applicable) 3% Jr. High Winter (includes sideline if applicable) 10% Class Advisor Chair 1% Cross Country Boys Head Coach Girls Head Coach 7% 7% Club Sponsors Approved by Principal 1% If both Boys & Girls 10% Dept Heads – HS Sci, Mth, SocStud, Lang Arts, Enrichment 4% Jr. High 5% Dept Heads/Grade Level Chairs Elem Sci, Mth, SocStud, Lang Arts, Enrichment 4% Football Head Coach 17% Elementary- Extracurricular 1% Asst. Varsity (2) 10% Elementary Music 3% JV Coach (2) 11% 8th Grade (2) 6% 7th Grade (2) 6% Homecoming Chair 1% If both 7th & 8th 10% Leadership Forum 1% Golf Boys Head Coach 6% Communications Coordinator Webmaster News and Views Surveys/Updates Library Supervisor 10% Girls Head Coach 6% Mentor Teacher 2% Soccer Boys Head Coach Girls Head Coach 8% 8% National Xxxxx Xxxxxxx 1% Softball Head Coach 11% Quiz Bowl Advisor 4% Asst or JV Coach 8% Track Boys Head Coach 11% Play Director (Per Play) 6% Girls Head Coach 11% Assistant Play Director (Per Play) 1.5% Boys/Girls Asst (1) 8% Prom Chairperson 2% Jr. High Boys Coach 6% Jr. High Girls Coach 6% Yearbook Advisor If it’s a class Not a class 4% 7% Jr. High Boys/Girls Asst (1) 6% Junior High Year Book 4% Department Head - District Coordinated School Heath 4% HS Student Council JH Student Council 2% 1% Social Media Specialist 3% Tutoring: Summer school and after school tutoring and credit recovery will be paid at the rate of $31.25/hour for assigned student instructional time ($25.00/hour for non-bargaining unit personnel).

  • Special Compensation The Company shall pay to the Executive a lump sum equal to three times the sum of (a) the highest per annum base rate of salary in effect with respect to the Executive during the three-year period immediately prior to the termination of employment plus (b) the Highest Bonus Amount. Such lump sum shall be paid by the Company to the Executive within ten business days after the Executive's termination of employment, unless the provisions of Section 3(e) below apply. The amount of the aggregate lump sum provided by this Section 3(c), whether paid immediately or deferred, shall not be counted as compensation for purposes of any other benefit plan or program applicable to the Executive.

  • Severance Compensation In the event (i) Employee terminates this Agreement for Good Reason in accordance with Paragraph 11.3 hereof; (ii) Employee is terminated for any reason (except death or disability) upon, or within six months following, a "Change in Management or Control (as such term is defined in Paragraph 11.5 hereof);" or (iii) Employee is terminated without Cause, the Company shall be obligated to pay severance compensation to Employee in an amount equal to his salary compensation (at the rate payable at the time of such termination) for a period of six (6) months from the date of termination. Notwithstanding the foregoing, if Employee is employed by a new employer, or as a consultant after the termination of this Agreement, the severance compensation payable to Employee hereunder shall be reduced by the amount of compensation that Employee actually receives from the new employer, or as a consultant. However, Employee shall have a duty to inform the Company that he has obtained such new employment, and the failure to do so is a material breach of this Agreement. In such event, the Company shall be entitled to (i) cease all payments to Employee under this Paragraph 11.4; and (ii) recover any unauthorized payments to Employee in an action for breach of contract. Notwithstanding anything else in this Agreement to the contrary, solely in the event of a termination upon or following a Change in Management or Control, the amount of severance compensation paid to Employee hereunder shall not include any amount that the Company is prohibited from deducting for federal income tax purposes by virtue of Section 280G of the Internal Revenue Code of 1986, as amended, or any successor provision. In addition to the foregoing severance compensation, the Company shall pay Employee (i) all compensation for services rendered hereunder and not previously paid; (ii) accrued vacation pay; and (iii) any appropriate business expenses incurred by Employee in connection with his duties hereunder and approved pursuant to Section 4 hereof, all through the date of termination. Employee shall not be entitled to any bonus compensation, whether vested or unvested; or any other compensation, benefits or reimbursement of any kind.

  • Callout Compensation A regular employee who is called back to work outside their regular working hours shall be compensated for a minimum of three hours at overtime rates. They shall be compensated from the time they leave their home to report for duty until the time they arrive back upon proceeding directly to and from work.

  • Basic Compensation (a) SALARY. Executive will be paid an annual base salary of $115,000.00, subject to adjustment as provided below (the "Salary"), which will be payable in equal periodic installments according to Employer's customary payroll practices, but no less frequently than monthly. The Salary will be reviewed by the Board of Directors not less frequently than annually, and shall be increased on each anniversary of the Effective Date during the term hereof by an amount equal to not less than ten percent (10%) of the prior year's base salary.

  • Cash and Incentive Compensation For clarification, it is understood by all parties that other than as specified herein, the Company is not obligated to award any future grants of stock options or other form of equity compensation to Executive during Executive's employment with the Company.

  • Executive Compensation Until such time as the Investor ceases to own any debt or equity securities of the Company acquired pursuant to this Agreement or the Warrant, the Company shall take all necessary action to ensure that its Benefit Plans with respect to its Senior Executive Officers comply in all respects with Section 111(b) of the EESA as implemented by any guidance or regulation thereunder that has been issued and is in effect as of the Closing Date, and shall not adopt any new Benefit Plan with respect to its Senior Executive Officers that does not comply therewith. “Senior Executive Officers” means the Company's "senior executive officers" as defined in subsection 111(b)(3) of the EESA and regulations issued thereunder, including the rules set forth in 31 C.F.R. Part 30.

  • COMPENSATION OF ULTIMUS The Trust, on behalf of each Fund, shall pay for the services to be provided by Ultimus under this Agreement in accordance with, and in the manner set forth in, Schedule B attached hereto, as such Schedule may be amended from time to time. If this Agreement becomes effective subsequent to the first day of a month or terminates before the last day of a month, Ultimus’ compensation for that part of the month in which the Agreement is in effect shall be prorated in a manner consistent with the calculation of the fees as set forth above. Payment of Ultimus’ compensation for the preceding month shall be made promptly.

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