Compensation Methodology definition

Compensation Methodology means, with respect to the determination and award of compensation, the following: From and after the Founders Closing, the Company Board shall have final approval over all material compensation decisions, including the allocation of incentive fees, percentages of Foundation Funds, or NOR (as defined in the PCP Amendment or any similar plan) of permanent capital vehicles and awarding of discretionary bonuses (but excluding, for the avoidance of doubt, allocations made or awarded prior to the Founders Closing). Principal Seller A and Principal Seller C shall make a joint, written recommendation to the Company Board about the material compensation decisions within their Segment. Principal Seller B shall make a written recommendation to the Company Board about the material compensation decisions within his Applicable Segment. The Principal Sellers shall collectively make a written recommendation to the Company Board about the material compensation decisions with respect to the executive officers of the Company. If the Company Board makes any material changes to the recommendation (or joint recommendation, as applicable) of the Principal Seller(s), and if such recommendation presented to the Company Board was consistent with past practices (both with respect to the individuals for whom compensation was changed and in the aggregate), then such material changes shall constitute a violation of clauses (d), (e) or (f), as applicable, of the definition of Good Reason. For these purposes, the determination of “consistent with past practices” shall consider, among other factors, the manner in which the Company and its Subsidiaries compensated its employees in periods of declining financial performance due to market conditions, the manner in which the Company and its Subsidiaries provided substantial rewards for significant outperformance, and, with respect to any individual, customary increases associated with promotions and seniority.

Examples of Compensation Methodology in a sentence

  • The cost of such services authorized by the City shall be paid for in accordance with Section 8 and 9 Maximum Compensation and Compensation Methodology.

  • Such compensation will be determined using the methodology consistent with that described in Article 5.7.3 (Compensation Methodology) and shall be the sole remedy for such downtime and deferred production.