Incentive Arrangement. Any payment mechanism under which a Primary Contractor may receive additional funds over and above the Capitation rates it was paid for meeting targets specified in the Agreement.
Incentive Arrangement. In addition to the base fee above described, Supplier will be eligible to receive incentive payments of up to *** for each calendar year of this Agreement, and, with respect to calendar years 1998 and 1999, Supplier shall put *** of its base fees at risk as herein described, provided, however, that with respect to first year of this Agreement, there shall be no incentive compensation payable if Supplier is reimbursed for any recruiting fees pursuant to Section B above. Incentive bonuses or penalties shall be prorated (in addition to the proration, if ***Pursuant to Rule 406 of the Securities Act of 1933, as amended, confidential portions of Exhibit 10.8 have been deleted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. applicable, set forth in Section A hereof) in the case of termination of this Agreement that does not encompass a complete calendar year, except with respect to calendar year 1997. In all cases of partial year-calculation, trend calculations shall be annualized.
Incentive Arrangement. Any payment mechanism under which a Contractor or subcontractor may receive additional funds over and above the rate it was paid for meeting targets specified in the contract.
Incentive Arrangement. As additional incentive, MRG shall be eligible to receive Special Price-Based Incentive Compensation based upon the trading price of the Company's common stock in accordance with the following criteria. ------------------------------------------------- For 30 consecutive trading days, closing price equals or exceeds, at any time prior to 6/30/03 Cash Bonus --------------------- ---------- ------------------------------------------------- $20.00 $1,000,000 ------------------------------------------------- $25.00 $1,500,000 ------------------------------------------------- $30.00 $1,500,000 ------------------------------------------------- $35.00 $2,000,000 ------------------------------------------------- $40.00 $2,000,000 ------------------------------------------------- MRG will be entitled to the cash bonus when and if the respective 30 consecutive trading day price targets are achieved, provided that MRG is employed as Chief Executive Officer of the Company at such time. TERMINATION OF EMPLOYMENT PRIOR TO THE EXPIRATION OF TERM: - MRG resignation or termination by Company for "cause": MRG entitled to payment of base salary through date of termination. No entitlement to any other cash compensation from the Company. - Termination by the Company without "cause": MRG entitled to the amounts set forth in the Retention Agreement dated July 22, 1997 between the Company and MRG. - Death/Disability: MRG entitled to the amounts set forth in the Retention Agreement dated July 22, 1997 between the Company and MRG. SHAREHOLDER APPROVAL: In order that certain payments described in this Memorandum qualify as performance based compensation under Section 162(m) of the Internal Revenue Code of 1986, as amended, arrangements providing for the Incentive Bonus and the Special Price-Based Incentive Compensation will be subject to the approval of the shareholders of the Company. Xxxx Wheat & Partners, L.P. ("Xxxx Wheat") has agreed with MRG to vote the shares of common stock of the Company controlled by Xxxx Wheat (approximately 33% of the outstanding shares of such stock) to approve such arrangements.
Incentive Arrangement. 7.1 In addition to the Management Fee, the Company may, in its discretion, award to the Manager equity incentives (either by way of incentive or by way of reward) of the type which may be awarded under equity incentive plans typical for publicly traded companies in the United States. Such equity incentives may take the form of, among other things, restricted shares, restricted share units, stock options, warrants, dividend equivalent rights and other equity incentives as the Company may deem reasonable in the circumstances.
Incentive Arrangement. The Company agrees to further compensate you in the form of future stock option grants if the value of the Company increases from its current position, by five times and ten times, subject to the Company having sufficient authorized shares available to make such grants. Grants shall be made only if you are employed by the Company and either: (i) if the Company closes an offering of its equity securities or if the Company consummates an acquisition transaction, (i.e. the acquisition of the Company by an independent third party unrelated to the Company) at a minimum price of the Company’s common stock (the “Common Stock”) of $4.90 per share, subject to the capital adjustments as set forth in Article 11 of the 2013 Lung Therapeutics Inc. Long Term Incentive Plan as amended (“LTIP”) or any equivalent provision of a successor equity incentive plan of the Company or (ii) if within five years after the earlier of the first offering of Company equity securities or the first acquisition transaction consummated by the Company hereafter, at a Common Stock price less than $4.90 per share (“Initial Transaction”) the Company closes an offering of its securities or if the Company consummates an acquisition transaction, at a Common Stock price of least $4.90 per share (subject to the capital adjustments as set forth in Article 11 of the LTIP or any equivalent provision of a successor equity incentive plan of the Company, and referred to herein as the “$4.90 Level”). At such time, the Company would grant to you, in acknowledgement of your performance which led to the increase in value of the Company, a stock option to purchase as many shares of Common Stock as may be necessary to cause the maximum number of shares of Common Stock issued or issuable to you upon exercise of such stock option to be not less than 1% of the Company’s then-current outstanding Common Stock, on a fully diluted basis, as of the date of grant (taking into account the securities issued in the applicable offering or acquisition, if any). In addition, if you are employed by the Company, and if such offering or acquisition of the Company is at a minimum price per share of $9.82 (subject to the capital adjustments as set forth in Article 11 of the LTIP or any equivalent provision of a successor equity incentive plan of the Company and referred to herein as the “$9.82 Level”) the Company will grant to you an additional stock option to purchase as many shares of Common Stock as may be necessary to cause th...
Incentive Arrangement. The Plan is designed to provide an on-going, pecuniary incentive for Participants to produce their best efforts to increase the value of the Company. The Plan is not intended to provide retirement income or to defer the receipt of payments hereunder to the termination of a Participant’s employment or beyond. The Plan is thus intended not to be a pension or welfare benefit plan that is subject to Employee Retirement Income Security Act of 1974 (“ERISA”), and shall be construed accordingly. All interpretations and determinations hereunder shall be made on a basis consistent with the Plan’s status as not an employee benefit plan subject to ERISA.
Incentive Arrangement. 6.1 In addition to the Fee, KTL may, in its discretion, award to the Commercial Manager equity incentives (either by way of incentive or by way of reward) of the type which may be awarded under equity incentive plans typical for publicly traded companies in the United States. Such equity incentives may take the form of, among other things, restricted shares, restricted share units, stock options, warrants, dividend equivalent rights and other equity incentives as KTL may deem reasonable in the circumstances.
Incentive Arrangement. As additional incentive, MRG shall be eligible to receive Special Price-Based Incentive Compensation based upon the trading price of the Company's common stock in accordance with the following criteria. For 30 consecutive trading days, closing price equals or exceeds, at any time prior to 6/30/00 Cash Bonus $15.00 $1,000,000 $20.00 $1,000,000 $25.00 $1,000,000 $30.00 $1,000,000 MRG will be entitled to the cash bonus when and if the respective 30 consecutive trading day price targets are achieved, provided that MRG is employed as Chief Executive Officer of the Company at such time. * TERMINATION OF EMPLOYMENT PRIOR TO THE EXPIRATION OF TERM: -MRG resignation or termination by Company for "cause": MRG entitled to payment of base salary through date of termination. No entitlement to any other cash compensation from the Company. -Termination by the Company without "cause": MRG entitled to (i) continued payment of base salary for 12 months; (ii) payment of Incentive Bonus when otherwise due in respect of year of termination, prorated through date of termination; and (iii) lump-sum cash payment equal to 75% of the aggregate amount of unpaid Special Bonuses in respect of calendar years 1995, 1996 and 1997. No entitlement to any other cash compensation from the Company. -Death/Disability: MRG entitled to (i) continued payment of base salary for 12 months; (ii) payment of Incentive Bonus when otherwise due in respect of year of termination, prorated through date of termination; and (iii) lump-sum cash payment equal to 75% of the aggregate amount of unpaid special Bonuses in respect of calendar years 1995, 1996 and 1997. No entitlement to any other cash compensation from the Company. * SHAREHOLDER APPROVAL: In order that certain payments described in this Memorandum qualify as performance based compensation under Section 162(m) of the Internal Revenue Code of 1986, as amended, arrangements providing for the Incentive Bonus and the special Price-Based Incentive Compensation will be subject to the approval of the shareholders of the Company. Xxxx Wheat & Xxxxxxxx Incorporated ("HWH") has agreed with MRG to vote the shares of common stock of the Company controlled by HWH (approximately 40% of the outstanding shares of such stock) to approve such arrangements. * FRINGE BENEFITS: MRG shall be eligible to receive fringe benefits customary for a position of this nature. * ADDITIONAL DOCUMENTATION: The parties intend to augment this Memorandum with more extensive documentat...
Incentive Arrangement. Executive will participate in a Management Incentive Program in each of the two years of this Agreement. The Management Incentive Program will be approved by the Compensation Committee of the Board of Directors of the Company after review and approval by the Board of Directors of the Company's Annual Operating Plan for that particular year.
