Performance Termination definition

Performance Termination means the termination of Officer’s employment by the Company without Cause (as defined in Section 7) following the failure of the Company to achieve at least 85% of the budgeted level of earnings from continuing operations before income taxes (Corporate Pre-Tax Profits) or other similar budget measure approved by the Board of Directors of the Company (as such measure may be adjusted by the Board during any fiscal year) and designated by the Board of Directors as the budget measure for purposes of this definition of “Performance Termination,” during any two fiscal years during a consecutive three fiscal year period. The determination whether the Company has failed to achieve any such budget measure for a fiscal year shall be based upon the Company’s audited financial statements for such fiscal year. In making a determination whether the Company has failed to achieve any such budget measure for a fiscal year, the Board shall consider the impact of changes in general economic conditions, legal or regulatory changes generally affecting the industry in which the Company operates, and adverse weather incidents or other acts of God that are not within the control of the Company. In the event the Board of Directors determines that the Company has failed to achieve such budget measure in any fiscal year, the Board will give the Officer written notice of such fact within five (5) business days following the filing of the Annual Report on Form 10-K for the Company for such fiscal year. In the event the Board of Directors determines to terminate Officer’s employment without Cause pursuant to a Performance Termination, the Board must give Officer notice of such termination before the later of (i) 180 days after the end of the second fiscal year end of the Company in which the Company failed to meet such budget measures and (ii) the date of the annual meeting of the Company’s shareholders following the end of the second fiscal year of the Company in which the Company failed to meet such budget measures.
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Performance Termination means a termination of the DK Employment Agreement after the third anniversary of the Closing Date as a result of a determination by WHGP and Blackstone GP that the net operating income of the Properties is not at least $124 million for the full year ending on the third anniversary of the Closing Date (the "Test Year") (it being understood that such net operating income shall be calculated based upon the unaudited financial statements of the Partnership, provided that any of the General Partners may require that the Performance Termination be based on the net operating income shown on audited financial statements). For purposes of calculating the foregoing test, (x) net operating income so derived shall be reduced by (i) the amount of any net operating income attributable to properties acquired by the Partnership after the Closing Date and (ii) the amount of net operating income attributable to properties sold by the Partnership prior to or after the Closing Date to the extent included in the net operating income of the Test Year, and (y) the $124 million threshold shall be reduced by the amount of net operating income attributable to the Properties sold by the Partnership prior to or after the Closing Date, as such attributable amounts are shown on Schedule 9.10 attached hereto.
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Performance Termination is defined in Section 4.2(c).
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Examples of Performance Termination in a sentence

  • It is expressly understood and agreed that a Termination for Performance and payment of the Performance Termination Fee is the Company’s intended remedy for a Performance Reason.

  • The Accrued Fees and, to the extent applicable, the Full Termination Fee or Performance Termination Fee, due upon termination shall be payable within ten (10) business days following the delivery to the Company of such computation.

  • No Full Termination Fee or Performance Termination Fee shall be payable in the event of termination by the Company pursuant to Section 7(a)(ii) (Termination For Cause) or Section 7(a)(iv) (following a Managing Agent Change of Control).

  • A copy of all computations of the Management Fee, Incentive Fee and, to the extent applicable, the Full Termination Fee or Performance Termination Fee, shall be delivered by the Manager to the Company within thirty (30) days following the date of termination.

  • The Incentive Fee and, to the extent applicable, the Full Termination Fee or Performance Termination Fee, due upon termination shall be computed and payable within thirty (30) days following the date of termination.

  • Also, payment of the Full Termination Fee or the Performance Termination Fee, as applicable, shall not affect other rights and obligations created under Sections 2, 14, 17, 18 and 19 of this Agreement or otherwise between the Company and the Manager.

  • No Full Termination Fee or Performance Termination Fee shall be payable in the event of termination by the Company pursuant to Section 18(a)(ii) (Termination For Cause) or Section 18(a)(iv) (following a Manager Change of Control).

  • The Revenue Index of the Hotel during the Performance Termination Period is less than the Revenue Index Threshold for such Performance Termination Period.

  • Owner shall exercise such option to terminate by serving written notice thereof on Manager no later than sixty (60) days after Owner’s receipt of the last Accounting Period Statement for Performance Termination Period, and this Agreement shall terminate as of the end of the second (2nd) full Accounting Period following the date on which Manager receives the above-described notice from Owner.

  • Base Fee – 3% of Total Revenue Incentive Management Fee – 20% of Proceeds after Owner’s Priority 12% of Purchase Price Owner will have the right to terminate the management agreement if in any year (after the first “stub” year) the following occurs: (a) Gross Operating Profit is less than the Performance Termination Threshold AND (b) the RevPAR Index is less than 100%.


More Definitions of Performance Termination

Performance Termination means a termination of the DK Employment Agreement after the third anniversary of the Closing Date as a result of a determination by WHGP and Blackstone GP that the net operating income of the Properties is not at least $124 million for the full year ending on the third anniversary of the Closing Date (the "TEST YEAR") (it being understood that such net operating income shall be calculated based upon the unaudited financial statements of the Partnership, provided that any of the General Partners may require that the Performance Termination be based on the net operating income shown on audited financial statements). For purposes of calculating the foregoing test, (x) net operating income so derived shall be reduced by (i) the amount of any net operating income attributable to properties acquired by the Partnership after the Closing Date and (ii) the amount of net operating income attributable to properties sold by the Partnership prior to or after the Closing Date to the extent included in the net operating income of the Test Year, and (y) the $124 million threshold shall be reduced by the amount of net operating income attributable to the Properties sold by the Partnership prior to or after the Closing Date, as such attributable amounts are shown on SCHEDULE 9.10 attached hereto.
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Performance Termination means termination of Executive’s employment by the Company after Executive’s job performance has been found unsatisfactory, in the reasonable and good faith judgment of the Company.
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Performance Termination means a termination by the Company directly related to Participant’s work performance, as determined by the Company in its sole discretion.
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Related to Performance Termination

  • Service Termination Date means the last Day in a month upon which Service shall terminate, as set forth in a Schedule of Service and subject to any renewal thereof.

  • Share Termination Settled” in relation to the Transaction means that Share Termination Alternative is applicable to the Transaction.

  • Termination of Services means Participant’s Termination of Consultancy, Termination of Directorship or Termination of Employment, as applicable.

  • Employment Termination means the effective date of: (i) Employee’s voluntary termination of employment with the Company with Good Reason, or (ii) the termination of Employee’s employment by the Company without Cause.

  • Termination Compensation means a monthly cash amount equal to one-twelfth (1/12th) of the highest amount of the annual cash compensation (including cash bonuses and other cash-based compensation, including for these purposes amounts earned or payable whether or not deferred) received by Executive during any one of the three (3) calendar years immediately preceding the calendar year in which Executive’s Termination Date occurs; provided, that if the cash compensation received by Executive during the Termination Year exceeds the highest amount of the annual cash compensation received by Executive during any one of the immediately preceding three (3) consecutive calendar years, the cash compensation received by Executive during the Termination Year shall be deemed to be Executive’s highest amount of annual cash compensation. In no event shall Executive’s Termination Compensation include equity-based compensation (e.g., income realized as a result of Executive’s exercise of non-qualified stock options or other stock based benefits).