Compensation Modification Sample Clauses

Compensation Modification. Notwithstanding anything herein to the contrary, if at any time subsequent to execution of this Agreement and during the term of this Agreement, the United States Department of Treasury (“Treasury”) should own any debt or equity securities of the Employer acquired pursuant to the Capital Purchase Program (“CPP”), the terms of this Section 15 hereby amend and shall override any contrary or inconsistent terms contained in this Agreement and any and all other employment, compensation and benefit agreements, plans and policies with respect to the Executive that are in existence on the date hereof and that hereafter are adopted (the “Compensation Arrangements”). This Section 15 shall be construed in a manner that is consistent with Section 111(b) of the Economic Stabilization Act of 2008 (“EESA”) and regulations issued thereunder, or as superseded by all applicable provisions of the American Recovery and Reinvestment Act of 2009 (“ARRA”). The Employer and Executive further agree that the Employer shall not adopt any new benefit plan with respect to Executive that does not comply with Section 111(b) of EESA and ARRA as implemented by any guidance or regulation thereunder that has been issued and is in effect as of the date the Employer issues preferred stock and warrants to the Treasury. The Executive acknowledges that the Employer’s Compensation Committee has the sole and absolute discretion to modify or revoke any bonus or incentive compensation arrangement that would encourage the Executive to take unnecessary and excessive risks that would threaten the value of the Employer.
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Compensation Modification. Notwithstanding anything herein to the contrary, during the time the United States Department of Treasury (“Treasury”) owns any debt or equity securities of the Employer acquired pursuant to the Capital Purchase Program (“CPP”), the terms of this Section 15 hereby amend and shall override any contrary or inconsistent terms contained in this Agreement and any and all other employment, compensation and benefit agreements, plans and policies with respect to the Executive that are in existence on the date hereof and that hereafter are adopted (the “Compensation Arrangements”). This Section 15 shall be construed in a manner that is consistent with Section 111(b) of the Economic Stabilization Act of 2008 (“EESA”) and regulations issued there under. The Employer and Executive further agree that the Employer shall not adopt any new benefit plan with respect to Executive that does not comply with Section 111(b) of EESA as implemented by any guidance or regulation there under that has been issued and is in effect as of the date the Employer issues preferred stock and warrants to the Treasury. The Executive acknowledges that the Employer’s Compensation Committee has the sole and absolute discretion to modify or revoke any bonus or incentive compensation arrangement that would encourage the Executive to take unnecessary and excessive risks that would threaten the value of the Employer.
Sample 1
Compensation Modification. Twice each calendar year, CINGULAR shall have the right to review and modify any part of this Exhibit, except CYBER-AGENT compensation. Written notice will be furnished to CYBER-AGENT stating the date of such modifications. On each [***] month anniversary, CINGULAR shall have the right to review and modify any part of the CYBER-AGENT Compensation. Modification to Cyber-Agent Compensation shall not exceed [***] percent [***]. Thirty days written notice will be furnished by CINGULAR to CYBER-AGENT stating the effective date of such modification.
Sample 1

Related to Compensation Modification

  • Compensation Program Amendments Each of the Company’s compensation, bonus, incentive and other benefit plans, arrangements and agreements (including golden parachute, severance and employment agreements) (collectively, “Benefit Plans”) with respect to you is hereby amended to the extent necessary to give effect to provisions (1) and (2). For reference, certain affected Benefit Plans are set forth in Appendix A to this letter. In addition, the Company is required to review its Benefit Plans to ensure that they do not encourage senior executive officers to take unnecessary and excessive risks that threaten the value of the Company. To the extent any such review requires revisions to any Benefit Plan with respect to you, you and the Company agree to negotiate such changes promptly and in good faith.

  • Compensation Recovery Policy Executive acknowledges and agrees that, to the extent the Company adopts any claw-back or similar policy pursuant to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act or otherwise, and any rules and regulations promulgated thereunder, he or she shall take all action necessary or appropriate to comply with such policy (including, without limitation, entering into any further agreements, amendments or policies necessary or appropriate to implement and/or enforce such policy with respect to past, present and future compensation, as appropriate).

  • Compensation; Reimbursement At the closing of each Offering (each, a “Closing”), the Company shall compensate Xxxxxxxxxx as follows:

  • Compensation Recovery This Award shall be subject to any compensation recovery policy adopted by the Company, including any policy required to comply with applicable law or listing standards, as such policy may be amended from time to time in the sole discretion of the Company. As consideration for and by accepting the Award, the Recipient agrees that all prior equity awards made by the Company to the Recipient shall become subject to the terms and conditions of the provisions of this Section 22.

  • Compensation Arrangements Prior to the Acceptance Time, the compensation committee of the Company Board (the “Compensation Committee”) will cause each Company Benefit Plan and Company employment agreement pursuant to which consideration is payable to any officer, director or employee who is a holder of any security of the Company to be approved by the Compensation Committee (comprised solely of “independent directors”) in accordance with the requirements of Rule 14d-10(d)(2) under the Exchange Act and the instructions thereto as an “employment compensation, severance or other employee benefit arrangement” within the meaning of Rule 14d-10(d)(2) under the Exchange Act and satisfy the requirements of the non-exclusive safe harbor set forth in Rule 14d-10(d) of the Exchange Act.

  • Payment of Compensation Subject to the provisions of this paragraph, payment of the Subadviser's compensation for the preceding month shall be made within 15 days after the end of the preceding month.

  • Compensation Review The compensation of the Executive will be reviewed not less frequently than annually by the board of directors of the Company.

  • Compensation Recoupment Policy This Award shall be subject to any compensation recoupment policy of the Company that is applicable by its terms to you and to Awards of this type.

  • Compensation Benefits and Reimbursement (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2(b). The Association shall pay Executive as compensation a salary of not less than $_____________ per year ("Base Salary"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive's Base Salary shall be reviewed at least annually. Such review may be conducted by a Committee designated by the Board, and the Board may increase, but not decrease (except a decrease that is generally applicable to all employees), Executive's Base Salary (any increase in Base Salary shall become the "Base Salary" for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Association.

  • Compensation Plans Following any termination of the Executive's employment, the Company shall pay the Executive all unpaid amounts, if any, to which the Executive is entitled as of the Date of Termination under any compensation plan or program of the Company, at the time such payments are due.

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