Stock Incentive Plans. Nothing in this Agreement shall be construed or applied to preclude or restrain the General Partner from adopting, modifying or terminating stock incentive plans for the benefit of employees, directors or other business associates of the General Partner, the Partnership or any of their Affiliates or from issuing REIT Shares, Capital Shares or New Securities pursuant to any such plans. The General Partner may implement such plans and any actions taken under such plans (such as the grant or exercise of options to acquire REIT Shares, or the issuance of restricted REIT Shares), whether taken with respect to or by an employee or other service provider of the General Partner, the Partnership or its Subsidiaries, in a manner determined by the General Partner, which may be set forth in plan implementation guidelines that the General Partner may establish or amend from time to time. The Partners acknowledge and agree that, in the event that any such plan is adopted, modified or terminated by the General Partner, amendments to this Agreement may become necessary or advisable and that any approval or Consent to any such amendments requested by the General Partner shall be deemed granted by the Limited Partners. The Partnership is expressly authorized to issue Partnership Units (i) in accordance with the terms of any such stock incentive plans, or (ii) in an amount equal to the number of REIT Shares, Capital Shares or New Securities issued pursuant to any such stock incentive plans, without any further act, approval or vote of any Partner or any other Persons.
Stock Incentive Plans. The effect of a Change of Control on the rights of the Executive with respect to options and restricted shares awarded to him under the Interpublic 1986 Stock Incentive Plan, the 1996 Stock Incentive Plan and the 1997 Performance Incentive Plan, shall be governed by those Plans and not by this Agreement.
Stock Incentive Plans. During the Employment Period, the Executive shall be entitled to participate in any stock incentive, option, performance share and other stock-based incentive plans (if any) on the same basis as other Peer Executives. For example, if other Peer Executives are awarded stock options or restricted stock units or shares based on references to comparative market data, Executive's awards shall be made on the same basis, and shall, in any event, contain the same terms and conditions, and if applicable, be subject to the same performance criteria, as applied to awards to other Peer Executives. Notwithstanding the foregoing, such long-term incentive opportunities for the Executive shall in no event be less favorable, in each case and in the aggregate, than those provided by the Company and its Affiliates for the Executive during the fiscal year during which the Effective Date occurs, provided that any special or one-time awards (such as those associated with a new hire or promotion) shall not be taken into account.
Stock Incentive Plans. Each stock option granted by the Company under the Company’s stock incentive plans was granted (i) in accordance with the terms of one of the Company’s stock incentive plans and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s stock incentive plans has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.
Stock Incentive Plans. Employee shall be eligible to participate in the Corporation’s stock incentive plans, subject to approval of the Compensation Committee (or other applicable committee) of the Board of Directors of the Corporation, and subject to any limitation as may be provided by applicable law or regulation.
Stock Incentive Plans. The Company follows Accounting Principals Board Opinion No. 25, "Accounting for Stock issued to Employees" (APB 25) and related Interpretations in accounting for its employee stock incentive plans. For stock options granted to employees of Mutual in 1999, the Company also followed APB 25 and related Interpretations, as the Company deemed such employees to be common law employees of the Company, Compensation cost charged against operations in 2000 and 1999 were $31,000 and $137,000, respectively, for those employee stock options granted where the exercise price was less than the market price of the underlying stock on the date of grant. Had compensation cost for the Company's plans been determined based on the fair values at the grant dates consistent with the method of SFAS No. 123, "Accounting for Stock-Based Compensation," (SFAS No. 123), the Company's pro forma net earnings and net earnings per share information would have been as follows: 2000 1999 1998 ---- ---- ---- (in thousands, except per share figures) Pro forma net earnings....................... $45,784 41,414 35,700 Pro forma net earnings per common share Basic................................... $ 1.19 1.02 0.85 Diluted................................. $ 1.17 1.00 0.83 The fair value of options granted in 2000, 1999 and 1998 were estimated at the date of grant using the Black-Scholes option-pricing model. The weighted average fair values and related assumptions for options granted were as follows: 2000 1999 1998 ---- ---- ---- Fair value......................... $4.66 $4.49 $6.10 Dividend yield..................... 90% .90% .75% Risk free interest rate ........... 6.51% 5.77% 5.31% Expected volatility factor......... .34 .32 .31 Expected life (years).............. 7.2 5.7 6.6 The Black-Scholes option valuation model was developed for use in estimating the fair value of traded options which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because the Company's employee stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management's opinion, the existing models do not necessarily provide a reliable single measure of the fair value of its employee stock options. The Company has stock option plans for certain direct...
Stock Incentive Plans. In addition to Executive’s Base Salary, and Executive’s Annual Incentive, Executive shall be eligible to participate in the Corporation’s stock incentive plans, including through the issuance of Long-Term Incentive Awards (as defined below), subject to approval of the Compensation Committee (or other applicable committee) of the Board of Directors of the Corporation (the “Board”), and subject to any limitation as may be provided by applicable law or regulation.
Stock Incentive Plans. Executive shall also be eligible to receive additional incentive compensation in the form of stock option or restricted stock grants. Review for any such grant shall be concurrent with Executive's annual salary review and shall be in the sole discretion of the Compensation Committee of the Company.
Stock Incentive Plans. The Executive’s rights in respect of stock options, restricted stock, restricted stock units, and other equity awards granted pursuant to Stock Incentive Plans held by the Executive shall be governed by the terms of the applicable Corporation Stock Incentive Plan and the award agreements thereunder (taking into account the treatment of any such awards as contemplated by any applicable merger or other transaction agreement entered into by the Corporation giving rise to the Change of Control) as interpreted by the Corporation’s Compensation Committee as such committee existed immediately prior to the Change of Control. In computing and determining Severance Benefits under subsections 4(a), (b), (c), (d), (e), and (f) above, a decrease in the Executive’s salary, incentive bonus potential, or insurance benefits shall be disregarded if such decrease occurs within six months before a Change of Control, is in contemplation of such Change of Control, and is taken to reduce the payment or benefit under, or avoid the effect of, this Agreement. In such event, the salary, incentive bonus potential, and/or insurance benefits used to determine Severance Benefits shall be that in effect immediately before the decrease that is disregarded pursuant to this Section 4. The Severance Benefits provided in subsections 4(a) and (b) above shall be paid on the 45th business day following the date the Executive’s employment terminates (or, in the event of an Anticipatory Termination, the 45th business day following the date of the related Change of Control).