The First Retention Bonus Sample Clauses

The First Retention Bonus. If the Executive remains continuously employed until the first anniversary of the Effective Date or if the Executive’s employment is terminated prior to the first anniversary of the Effective Date by the Company without “Cause” or for “Disability,” or by the Executive with “Good Reason” (as those terms are defined herein) or as a result of the Executive’s death, the Company shall pay the Executive two million six hundred and ninety four thousand seven hundred and nine Dollars ($2,694,709) (the “First Retention Bonus”), in a cash lump sum, subject to Section 15 hereof, within five (5) days following the earliest of the first anniversary of the Effective Date or such Date of Termination (as defined herein). Notwithstanding the foregoing, if prior to the first anniversary of the Effective Date, while the Executive is employed by the Company, there is a “Change of Control” (as defined below), the Company shall pay the Executive, in a cash lump sum within five (5) days following the Change of Control (other than the Merger), an amount equal to the First Retention Bonus described in this Section 4(d)(i). For purposes of this Agreement a “Change of Control” shall be a change, after the Merger, in ownership or effective control of the Company or Parent within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”); provided, however, that no Change of Control of the Company shall have occurred unless a “person” (as defined in Section 3(a)(9) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and used in Sections 13(d) and 14(d) of the Exchange Act, and excluding for this purpose, (A) the Company or any Affiliate of the Company, or (B) any employee benefit plan of the Company or any Affiliate of the Company, or any person or entity organized, appointed or established by the Company for or pursuant to the terms of any such plan which acquires beneficial ownership of voting securities of the Company) becomes the beneficial owner (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of at least fifty percent (50%) of the outstanding voting power with regard to the election of directors or common shares of the Company or of the assets of the Company. For purposes of this Agreement, the term “Affiliate” means, with respect to the Company, any other entity that, directly or indirectly, through one or more intermediaries, Controls, is Controlled by or is under common Control with, such entity. For...
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The First Retention Bonus. If the Effective Date occurs on or before March 1, 2018 and if Employee remains in the continuous employ of the Company or an Affiliate, and continues the satisfactory performance of Employee’s job duties as directed by the Company or Affiliate, through March 1, 2018 (the “First Vesting Date”), the Employee will earn and the Company will pay to Employee three hundred thirty-four thousand seven hundred fifty dollars ($334,750) multiplied by the approved 2017 EAIP scorecard results plus seven hundred fifty-eight thousand eighty dollars ($758,080) multiplied by the approved 2015-2017 LTIP scorecard results (the “First Retention Bonus”) in accordance with its normal payroll practices and procedures on, or as soon as administratively possible after, March 15, 2018. If the Effective Date occurs after March 1, 2018 but prior to July 1, 2018 and Employee is in the employ of the Company at such time, then the amount of the First Retention Bonus shall be reduced by multiplying such amount by the number of days between the Effective Date and December 31, 2018 (inclusive) and dividing by 306, with the resulting amount (the “Alternative First Retention Bonus”) being earned by the Employee and paid by the Company to Employee 1 in accordance with the Company’s normal payroll practices and procedures on, or as soon as administratively possible after, the Effective Date.
Sample 1

Related to The First Retention Bonus

  • Retention Bonus You will be eligible for a lump sum cash payment on the first anniversary of the Acquisition Date provided that you are employed by the Company as of such date in an amount equal to the sum of (i) 100% of your annual base salary in effect as of the Acquisition Date, plus (ii) 100% of the annual bonus paid to you for the Company’s fiscal year ending December 31, 2008 (such sum, the “First Year Retention Bonus”). You will be eligible for a lump sum cash payment on the second anniversary of the Acquisition Date provided that you are employed by the Company as of such date in an amount equal to the sum of (i) 100% of your annual base salary in effect as of the Acquisition Date, plus (ii) 100% of the annual bonus paid to you for the Company’s fiscal year ending December 31, 2008 (such sum, the “Second Year Retention Bonus”). Except as set forth below, you will not be eligible for the retention bonuses as set forth above if your employment terminates prior to such applicable anniversary. In the event of your Voluntary Termination for Good Reason (as defined below), the termination of your employment by the Company other than for Justifiable Cause, or in the event of your death or “permanent disability” as defined in the Company’s long-term disability policy (i) during the first twelve month period following the Acquisition Date, you will be eligible for a pro rata portion of the First Year Retention Bonus, counting full months of employment with the Company from the Acquisition Date through such termination, and (ii) during the second twelve month period following the Acquisition Date, you will be eligible for a pro rata portion of the Second Year Retention Bonus, counting full months of employment with the Company from the first anniversary of the Acquisition Date through such termination. Any prorated payment pursuant to the preceding sentence shall be made within 10 business days of such termination. If the annual bonus payment for the Company’s fiscal year ending December 31, 2008 has not been paid to you or otherwise determined by the Company as of the date the prorated payment is due, the prorated payment shall be calculated using your target bonus amount for 2008. Payments under this Section 8 shall be net of any applicable withholding taxes. For purposes of this Section 8, “Voluntary Termination for Good Reason” shall have the same meaning as given to such term under the Key Employee Change in Control Severance Plan as in effect immediately prior to the Acquisition Date, but with respect to the First Year Retention Bonus only, determined without regard to clause (ii) thereof.”

  • Retention Bonuses Provided Executive becomes and remains an active employee of Mercantile, Mercantile will pay Executive retention bonuses in accordance with the following schedule:

  • Termination and Severance Pay Employees who terminate their employment with the City for any reason shall have their termination pay computed in the following manner.

  • Retention Payment 6.4.1 There are two situations in which an employee may be eligible to receive a retention payment. These are total facility closures and relocation of work units.

  • Severance Payment Executive will be paid continuing payments of severance pay at a rate equal to Executive’s base salary rate, as then in effect, for twelve (12) months from the date of such termination of employment, to be paid periodically in accordance with the Company’s normal payroll policies.

  • Change in Control Severance Benefits If there is a Change in Control, and within one (1) year of such Change in Control, the Executive’s employment is terminated under the circumstances described in Sections 4(a) through 4(f) above, the Executive shall be entitled to the following: (I) if such termination is a termination by the Company without Cause pursuant to Section 4(a) or the Executive resigns for Good Reason pursuant to Section 4(b), the Company shall pay the Executive the Accrued Obligations and the Pro Rata Bonus and, in addition, subject to the provisions of Section 19, (A) an amount equal to twenty-four (24) months of the Executive’s Base Salary at the rate in effect on the date of termination or resignation, payable in a lump sum within sixty (60) calendar days of the date of termination or resignation; and (B) provided the Executive timely elects continuation coverage under COBRA, the Company shall also pay, on the Executive’s behalf, the portion of monthly premiums for the Executive’s group health insurance, including coverage for the Executive’s dependents, that the Company paid immediately prior to the date of termination or resignation, during the eighteen (18) month period following the date of termination or resignation, subject to the Executive’s continued eligibility for COBRA coverage. The Company will pay for such COBRA coverage for eligible dependents only for those dependents who were enrolled immediately prior to the date of termination or resignation. The Executive will continue to be required to pay that portion of the premium for the Executive’s health coverage, including coverage for the Executive’s eligible dependents, that the Executive was required to pay as an active employee immediately prior to the date of termination or resignation. Notwithstanding the foregoing, in the event that under applicable guidance the reimbursement of COBRA premiums causes the Company’s group health plan to violate any applicable nondiscrimination rule, the parties agree to negotiate in good faith a mutually agreeable alternative arrangement; and (II) if such termination is a termination or resignation under the circumstances described in Sections 4(c), 4(d), 4(e) or 4(f), the Executive shall be entitled to the compensation and benefits for which the Executive is eligible under such sections.

  • Severance Payments 6.1 If the Executive's employment is terminated following a Change in Control and during the Term, other than (A) by the Company for Cause, (B) by reason of death or Disability, or (C) by the Executive without Good Reason, then the Company shall pay the Executive the amounts, and provide the Executive the benefits, described in this Section 6.1 ("Severance Payments") and Section 6.2, in addition to any payments and benefits to which the Executive is entitled under Section 5 hereof; provided, however, that the Executive shall not be entitled to the Severance Payments unless and until the Executive (or, in the event of the Executive's death, the executor, personal representative or administrator of the Executive's estate) has signed a written waiver and release substantially in the form set forth on Exhibit A hereto. For purposes of this Agreement, the Executive's employment shall be deemed to have been terminated following a Change in Control by the Company without Cause or by the Executive with Good Reason, if (i) during the Term the Executive's employment is terminated by the Company without Cause following a Potential Change in Control but prior to a Change in Control (whether or not a Change in Control ever occurs) and such termination was at the request or direction of a Person who has entered into an agreement with the Company the consummation of which would constitute a Change in Control, (ii) during the Term the Executive terminates his employment for Good Reason following a Potential Change in Control but prior to a Change in Control (whether or not a Change in Control ever occurs) and the circumstance or event which constitutes Good Reason occurs at the request or direction of such Person or (iii) during the Term the Executive's employment is terminated by the Company without Cause or by the Executive for Good Reason and such termination or the circumstance or event which constitutes Good Reason is otherwise in connection with or in anticipation of a Change in Control (whether or not a Change in Control ever occurs). An Executive will not be considered to have been terminated by reason of the divestiture of a facility, sale or other disposition of a business or business unit, or the outsourcing of a business activity with which the Executive is affiliated, notwithstanding the fact that such divestiture, sale or outsourcing takes place within two years following a Change in Control, if the Executive is offered comparable employment by the successor company and such successor company agrees to assume the Company's obligations to the Executive under this Agreement.

  • Bonus Severance A single, lump sum payment equal to 100% of the Executive’s target annual bonus as in effect for the fiscal year in which the Qualifying CIC Termination occurs, less applicable withholdings.

  • Severance Pay 4.4.2(a) Severance pay - other than employees of a small employer An employee, other than an employee of a small employer, whose employment is terminated by reason of redundancy is entitled to the following amount of severance pay in respect of a period of continuous service: Period of continuous service Severance pay Less than 1 year Nil 1 year and less than 2 years 4 weeks’ pay* 2 years and less than 3 years 6 weeks’ pay 3 years and less than 4 years 7 weeks’ pay 4 years and less than 5 yeas 8 weeks’ pay 5 years and less than 6 years 10 weeks’ pay 6 years and less than 7 years 11 weeks’ pay 7 years and less than 8 years 13 weeks’ pay 8 years and less than 9 years 14 weeks’ pay 9 years and less than 10 years 16 weeks’ pay 10 years and over 12 weeks’ pay * Week’s pay is defined in 4.4.1.

  • Vacation Bonus Employees shall receive one day's base pay (or adjusted earnings) for each year of service beyond twenty-five (25) years, to a maximum of ten (10) days’ pay.

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