Compensation and Benefits by the Company Clause Example with 11 Variations from Business Contracts

This page contains Compensation and Benefits by the Company clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall provide the Executive the following during the Term: 4.1 Base Salary. The Company will pay to the Executive an annual base salary of $400,000, payable in accordance with the general payroll practices of the Company ("Base Salary"). The Base Salary will be subject to review at least annually by the Board for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive a...n annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by the Compensation Committee of the Board (the "Compensation Committee") in consultation with the Executive no later than 90 days after the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive plan adopted by the Company for its senior management team (each, an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed by the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year as determined by the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Participation in Benefits Plans. During the Term, the Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable benefit plans and perquisite programs of the Company, which are available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. The Company may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. 4.4 Expense Reimbursement. The Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him in connection with his duties under this Agreement in accordance with the policies of the Company as in effect from time to time, subject to the Company's requirements with respect to reporting and documentation of such expenses. View More

Variations of a "Compensation and Benefits by the Company" Clause from Business Contracts

Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall will provide the Executive the following during the Term: 4.1 (a) Base Salary. The Company will pay to the Executive an annual a base salary at the annual rate of $400,000, $412,500, payable in accordance with the general Company's customary payroll practices of the Company ("Base Salary"). practices. The Base Salary will may be subject to review at least annually by the Board for increase, but not decrease. ...4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established adjustment by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee") in consultation with the Executive no later than 90 days after the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement recommendation of the relevant bonus period. The Bonus awarded for a calendar year, if any, Chief Executive Officer of the Company. For purposes of this Agreement, "Base Salary" means Executive's base salary as adjusted. Base Salary shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year paid in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive plan adopted by the Company for its senior management team (each, an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed by the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated installments in accordance with the Company's normal regular payroll practices. Frank Wilcox Employment Agreement 0 (b) Annual Bonus. For each fiscal year during the Term, Executive may be awarded an annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year bonus payment as determined by the Compensation Committee after consultation Company in its sole discretion ("Annual Bonus"). Executive's employment with the Executive. Company must continue through the date any Annual Bonus is paid. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Participation in Benefits Executive Benefit Plans. During the Term, the Executive shall be is entitled, if and to the extent eligible, to participate in all of the applicable Company's benefit plans and perquisite programs generally available to Company employees in similar positions. Executive is eligible to participate in the Company's equity incentive plans, including the 2009 Omnibus Incentive Plan, as it may be amended from time to time, at the Compensation Committee's discretion based on the recommendations of management of the Company, which are available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. The Company may at and any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives of the Company. (b) Car Allowance. During successor plans thereto. For each month during the Term, the Company shall (1) provide Executive will be provided with a car allowance in the amount of $1,700.00 $600 per month, subject month and (2) pay the premiums for health insurance coverage of Executive, his spouse and his children under the group health insurance plan sponsored by the Company. (d) Vacation. Executive will receive paid vacation of 3 weeks per fiscal year. Any unused vacation for a given calendar year shall accrue, and the aggregate value of any unused accrued vacation shall be paid to Executive upon the termination of Executive's employment with the Company, provided that Executive has submitted a report to the Company's policies regarding automobile use in effect from time to time. 4.4 Committee within 30 days following the end of each calendar year reporting on the number of accrued and unused vacation days for such year and the total number of accrued but unused vacation days for all prior years. (e) Expense Reimbursement. The Company will reimburse Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him Executive incurs in connection with his Executive's duties under this Agreement in accordance with the Company's policies of the Company as in effect from time to time, time. (f) Restricted Stock Grant. Subject to his continued employment through the applicable vesting dates (except as otherwise provided herein), Executive is entitled to receive 50,000 shares of restricted stock, granted as of the date hereof, and vesting as follows: (1) 16,666 restricted shares vesting on December 31, 2018, (2) 16,667 restricted shares vesting on December 31, 2019, and (3) 16,667 restricted shares vesting on December 31, 2020. Except as provided in Section 5, no award shall vest (x) unless Executive remains in the continuous employ of the Company through the applicable vesting date or (y) if Executive's employment has ended for any reason (including death) prior to the applicable vesting date. Each grant shall be subject to the Company's requirements with respect to reporting terms and documentation conditions of such expenses. the applicable restricted stock award and shall be governed by the Plan and other applicable award documentation. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall will provide the Executive the following during the Term: 4.1 (a) Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $804,375, payable in accordance with the general Company's customary payroll practices of the Company ("Base Salary"). The Base Salary will be subject to review at least annually by the Board for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annu...al Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year Salary"), with no subsequent increases during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by Term unless the Compensation Committee provides otherwise subsequent to the Effective Date. Stephen J. Donaghy Employment Agreement 1 (b) Annual Bonus. For each year of the Board (the "Compensation Committee") in consultation with the Term, Executive no later than 90 days after the commencement shall be entitled to receive a cash incentive award under Article X of the relevant bonus period. The Bonus will not Universal Insurance Holdings, Inc. 2009 Omnibus Incentive Plan, as it may be subject amended from time to any cap and may exceed the Target Bonus, based on the achievement of stretch goals time (the "Plan"), in an amount equal to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion 1.5% of the Company's audited financial statements net income as reported in the Company's Annual Report on Form 10-K (the "Annual Bonus") for the calendar year in such year, which such Annual Bonus is earned but in shall be paid to Executive no event later than March 15 of the calendar year following the calendar year to which the bonus relates. For the avoidance of doubt, if Executive has earned a bonus under this Section 4(b), he need not be employed on the bonus payment date to receive such bonus, provided, subject to Section 5(b) and Section 5(c), that he is employed through December 31 of the year to which the bonus relates. (c) Participation in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive Benefit Plans. Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive plan adopted by the Company for its senior management team (each, an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed by the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year as determined by the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Participation in Benefits Plans. During the Term, the Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable Company's benefit plans and perquisite programs of the Company, which are generally available to other senior executives Company employees in similar positions. Executive is eligible to participate in the Company's equity incentive plans, including the Plan, at the Company's sole discretion. (d) Vacation. Executive will receive paid vacation of four weeks per fiscal year. Unused vacation days will be forfeited at the Company, on end of each fiscal year. Executive is not entitled to payment for unused vacation days upon the same terms as such other senior executives; provided, however, that termination of employment. Notwithstanding the foregoing, for the fiscal year containing the Effective Date, Executive shall be eligible for five will receive four weeks of vacation annually. The Company may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. 4.4 paid vacation. (e) Expense Reimbursement. The Company will reimburse Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him Executive incurs in connection with his Executive's duties under this Agreement in accordance with the Company's policies of the Company as in effect from time to time, subject time. (f) Automobile Allowance. During the Term, the Company will pay Executive a monthly car allowance of $500 for the purposes of obtaining and maintaining an automobile to facilitate the Company's requirements performance of Executive's duties. (g) Insurance. During the Term, the Company will pay applicable premiums on a $1,000,000 term life insurance policy on Executive payable to Executive's designee. (h) Discretionary Equity Grants. The Compensation Committee will consider equity grants to Executive during the Term in accordance with respect to reporting and documentation of such expenses. its regular equity grant policy. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall will provide the Executive the following during the Term: 4.1 (a) Base Salary. The Company will pay to the Executive an annual a base salary at the annual rate of $400,000, $375,000, payable in accordance with the general Company's customary payroll practices of the Company ("Base Salary"). practices. The Base Salary will may be subject to review at least annually by the Board for increase, but not decrease. ...4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established adjustment by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee") in consultation with the Executive no later than 90 days after the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement recommendation of the relevant bonus period. The Bonus awarded for a calendar year, if any, Chief Executive Officer of the Company. For purposes of this Agreement, "Base Salary" means Executive's base salary as adjusted. Base Salary shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year paid in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive plan adopted by the Company for its senior management team (each, an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed by the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated installments in accordance with the Company's normal regular payroll practices. (b) Annual Bonus. For each fiscal year during the Term, Executive may be awarded an annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year bonus payment as determined by the Compensation Committee after consultation Company in its sole discretion ("Annual Bonus"). Executive's employment with the Executive. Company must continue through the date any Annual Bonus is paid. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Participation in Benefits Executive Benefit Plans. During the Term, the Executive shall be is entitled, if and to the extent eligible, to participate in all of the applicable Company's benefit plans and perquisite programs generally available to Company employees in similar positions. Executive is eligible to participate in the Company's equity incentive plans, including the 2009 Omnibus Incentive Plan, as it may be amended from time to time, at the Compensation Committee's discretion based on the recommendations of management of the Company, which are available and any successor plans thereto. (d) Vacation. Executive will receive paid vacation of 3 weeks per fiscal year. Beginning with 2016, any unused vacation for a given calendar year shall accrue, and the aggregate value of any unused accrued vacation shall be paid to other senior executives Executive upon the termination of Executive's employment with the Company, provided that Executive has submitted a report to the Committee within 30 days following the end of each calendar year reporting on the same terms as number of accrued and unused vacation days for such other senior executives; provided, however, that year and the Executive shall be eligible total number of accrued but unused vacation days for five weeks of vacation annually. The Company may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. 4.4 all prior years. (e) Expense Reimbursement. The Company will reimburse Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him Executive incurs in connection with his Executive's duties under this Agreement in accordance with the Company's policies of the Company as in effect from time to time, subject to the Company's requirements with respect to reporting and documentation of such expenses. time. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall will provide the Executive the following during the Term: 4.1 (a) Base Salary. The Company will pay to the Executive an annual a base salary at the annual rate of $400,000, $300,000, payable in accordance with the general Company's customary payroll practices of the Company ("Base Salary"). practices. The Base Salary will may be subject to review at least annually by the Board for increase, but not decrease. ...4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established adjustment by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee") in consultation with the Executive no later than 90 days after the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement recommendation of the relevant bonus period. The Bonus awarded for a calendar year, if any, Chief Executive Officer of the Company. For purposes of this Agreement, "Base Salary" means Executive's base salary as adjusted. Base Salary shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year paid in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive plan adopted by the Company for its senior management team (each, an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed by the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated installments in accordance with the Company's normal regular payroll practices. Kimberly Cooper Employment Agreement (b) Annual Bonus. For each fiscal year during the Term, Executive may be awarded an annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year bonus payment as determined by the Compensation Committee after consultation Company in its sole discretion ("Annual Bonus"). Executive's employment with the Executive. Company must continue through the date any Annual Bonus is paid. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Participation in Benefits Executive Benefit Plans. During the Term, the Executive shall be is entitled, if and to the extent eligible, to participate in all of the applicable Company's benefit plans and perquisite programs generally available to Company employees in similar positions. Executive is eligible to participate in the Company's equity incentive plans, including the 2009 Omnibus Incentive Plan, as it may be amended from time to time, at the Compensation Committee's discretion based on the recommendations of management of the Company, which are available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. The Company may at and any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives of the Company. (b) Car Allowance. During successor plans thereto. For each month during the Term, the Company shall (1) provide Executive will be provided with a car allowance in the amount of $1,700.00 $400 per month, subject month and (2) pay the premiums for health insurance coverage of Executive and her spouse under the group health insurance plan sponsored by the Company. (d) Vacation. Executive will receive paid vacation of 4 weeks per fiscal year. Any unused vacation for a given calendar year shall accrue, and the aggregate value of any unused accrued vacation shall be paid to Executive upon the termination of Executive's employment with the Company, provided that Executive has submitted a report to the Company's policies regarding automobile use in effect from time to time. 4.4 Committee within 30 days following the end of each calendar year reporting on the number of accrued and unused vacation days for such year and the total number of accrued but unused vacation days for all prior years. (e) Expense Reimbursement. The Company will reimburse Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him Executive incurs in connection with his Executive's duties under this Agreement in accordance with the Company's policies of the Company as in effect from time to time, subject to the Company's requirements with respect to reporting and documentation of such expenses. time. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall will provide the Executive the following during the Term: 4.1 Stephen J. Donaghy Employment Agreement Page 2 of 11 (a) Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $804,375, payable in accordance with the general Company's customary payroll practices of the Company ("Base Salary"). The Base Salary will be subject to review at least annually by the Board for increase, b...ut not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year Salary"), with no subsequent increases during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by Term unless the Compensation Committee provides otherwise subsequent to the Effective Date. (b) Annual Bonus. For each year of the Board (the "Compensation Committee") in consultation with the Term, Executive no later than 90 days after the commencement shall be entitled to receive a cash incentive award under Article X of the relevant bonus period. The Bonus will not Universal Insurance Holdings, Inc. 2009 Omnibus Incentive Plan, as it may be subject amended from time to any cap and may exceed the Target Bonus, based on the achievement of stretch goals time (the "Plan"), in an amount equal to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion 1.5% of the Company's audited financial statements net income as reported in the Company's Annual Report on Form 10-K (the "Annual Bonus") for the calendar year in such year, which such Annual Bonus is earned but in shall be paid to Executive no event later than March 15 of the calendar year following the calendar year to which the bonus relates. For the avoidance of doubt, if Executive has earned a bonus under this Section 4(b), he need not be employed on the bonus payment date to receive such bonus, provided, subject to Section 5(b) and Section 5(c), that he is employed through December 31 of the year to which the bonus relates. (c) Participation in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive Benefit Plans. Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive plan adopted by the Company for its senior management team (each, an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed by the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year as determined by the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Participation in Benefits Plans. During the Term, the Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable Company's benefit plans and perquisite programs of the Company, which are generally available to other senior executives Company employees in similar positions. Executive is eligible to participate in the Company's equity incentive plans, including the Plan, at the Company's sole discretion. (d) Vacation. Executive will receive paid vacation of four weeks per fiscal year. Unused vacation days will be forfeited at the Company, on end of each fiscal year. Executive is not entitled to payment for unused vacation days upon the same terms as such other senior executives; provided, however, that termination of employment. Notwithstanding the foregoing, for the fiscal year containing the Effective Date, Executive shall be eligible for five will receive four weeks of vacation annually. The Company may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. 4.4 paid vacation. (e) Expense Reimbursement. The Company will reimburse Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him Executive incurs in connection with his Executive's duties under this Agreement in accordance with the Company's policies of the Company as in effect from time to time, subject time. (f) Automobile Allowance. During the Term, the Company will pay Executive a monthly car allowance of $500 for the purposes of obtaining and maintaining an automobile to facilitate the Company's requirements performance of Executive's duties. (g) Insurance. During the Term, the Company will pay applicable premiums on a $1,000,000 term life insurance policy on Executive payable to Executive's designee. (h) Discretionary Equity Grants. The Compensation Committee will consider equity grants to Executive during the Term in accordance with respect to reporting and documentation of such expenses. its regular equity grant policy. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, 4.1 Base Salary. During the Term, the Company shall provide the Executive the following during the Term: 4.1 Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $750,000, payable in accordance with the general customary payroll practices of the Company ("Base Salary"). The Executive shall be entitled to such increases, if any, in Base Salary will as may be subject determined from time to revie...w at least annually time by the Board for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by or the Compensation Committee of the Board (the "Compensation Committee") in consultation with Committee"). 4.2 Bonuses. During the Executive no later than 90 days after Term, the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive receive a bonus or bonuses (collectively, the "Bonus") for each fiscal year of the Company subject to a plan adopted (or plans) established by the Company (the "Bonus Plan") in an amount determined by the Board or Compensation Committee based upon achievement of performance measures derived from the business plan presented by management and approved by the Board or Compensation Committee. The target amount of the Executive's Bonus for its senior management team (each, each fiscal year shall be 100% of the Base Salary (the "Target Bonus"). If such performance measures are only partially achieved or not achieved, the Executive shall only be entitled to such Bonus, if any, as provided under the applicable Bonus Plan or as otherwise determined in the sole discretion of the Board or Compensation Committee. 4.3 Annual Equity Grant. During the Term, the Company shall award the Executive with an "Incentive Plan") annual equity grant (which may include phantom equity) valued at $2,000,000, as determined by the Board or the Compensation Committee, allocated between time-based equity and performance-based equity as the Board or Compensation Committee shall determine, subject to increases or decreases in the annual equity grant value as determined by the Board or Compensation Committee, and subject to the terms and conditions of the Incentive Plan and any applicable award agreements between the Executive Company's equity program and the Company. Unless otherwise agreed by award agreement applicable to each grant. The first such grant shall be awarded at the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a Company's customary grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior executives in respect of the applicable year as determined by the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at following the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Date. 4.4 Participation in Benefits Employee Benefit Plans. During the Term, the Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable benefit plans and perquisite programs of the Company, Company or its affiliates, which are may be available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. executives. The Company or its affiliates may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives similarly-situated employees of the Company. (b) Car Allowance. Company and its affiliates. 4.5 Expense Reimbursement. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. 4.4 Expense Reimbursement. The Executive shall be entitled to receive reimbursement for all of the Executive's appropriate business expenses incurred by him in connection with his the Executive's duties under this Agreement in accordance with the policies of the Company as in effect from time to time, as well as reimbursement for the costs incurred by the Executive in connection with the preparation of the Executive's applicable tax returns, up to a maximum of $8,000 annually. 2 4.6 Special Sign-On Terms. As an incentive to accept employment, and as compensation for benefits left behind at Executive's previous place of employment, Executive shall be entitled to the following special one-time benefits: (a) Executive shall receive a portion of the Annual Bonus for the Company's 2019 fiscal year, prorated for the amount of time that Executive is employed during Fiscal Year 2019; (b) Executive shall receive a cash payment of $1,500,000 within 30 days of the Effective Date; (c) Executive shall receive a cash payment of $500,000 on the first anniversary of the Effective Date, provided that Executive is employed in good standing on such date; (d) Executive shall receive a time-based equity grant (which may consist of or include phantom equity) valued at $2,000,000 (as determined by the Board or the Compensation Committee), subject to the terms and conditions of the Company's requirements equity program and the award agreement applicable to such grant, and subject to vesting (i) 50% on the second anniversary of the Effective Date, (ii) 25% on the third anniversary of the Effective Date, and (iii) 25% on the fourth anniversary of the Effective Date, provided that Executive is employed in good standing on each such vesting date; and (e) Executive shall receive a performance-based equity grant (which may consist of or include phantom equity) valued at $1,000,000 (as determined by the Board or Compensation Committee), subject to the terms and conditions of the Company's equity program and the award agreement applicable to such grant, with respect to reporting and documentation the first of such expenses. the three performance period tranches prorated for the amount of time that Executive is employed during the Fiscal Year 2019 performance period. 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Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, 4.1 Base Salary. During the Term, the Company shall provide the Executive the following during the Term: 4.1 Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $725,000, payable in accordance with the general customary payroll practices of the Company ("Base Salary"). The Executive shall be entitled to such increases, if any, in Base Salary will as may be subject determined from time to revie...w at least annually time by the Board for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by or the Compensation Committee of the Board (the "Compensation Committee") in consultation with Committee").4.2 Bonuses. During the Executive no later than 90 days after Term, the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive receive a bonus or bonuses (collectively, the "Bonus") for each fiscal year of the Company subject to a plan adopted (or plans) established by the Company (the "Bonus Plan") in an amount determined by the Board or Compensation Committee based upon achievement of performance measures derived from the business plan presented by management and approved by the Board or Compensation Committee. The target amount of the Executive's Bonus for its senior management team (each, each fiscal year shall be 100% of the Base Salary (the "Target Bonus"). If such performance measures are only partially achieved or not achieved, the Executive shall only be entitled to such Bonus, if any, as provided under the applicable Bonus Plan or as otherwise determined in the sole discretion of the Board or Compensation Committee.4.3 Annual Equity Grant. During the Term, the Company shall award the Executive with an "Incentive Plan") annual equity grant (which may include phantom equity) valued at $2,000,000, as determined by the Board or the Compensation Committee, allocated between time-based equity and performance-based equity as the Board or Compensation Committee shall determine, subject to increases or decreases in the annual equity grant value as determined by the Board or Compensation Committee, and subject to the terms and conditions of the Incentive Plan and any applicable award agreements between the Executive Company's equity program and the Company. Unless otherwise agreed by award agreement applicable to each grant. The first such grant shall be awarded at the Board and the Executive, the Executive will annually receive an award or awards under an Incentive Plan having a Company's customary grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted under the Incentive Plan to the other Company senior for executives in respect of the applicable year as determined by the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date end of or following the Prior Employment Agreement, subject to time-based vesting under the terms end of the Award Agreement and MIP plan document. 4.3 Benefits. (a) Fiscal Year 2020.4.4 Participation in Benefits Employee Benefit Plans. During the Term, the Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable benefit plans and perquisite programs of the Company, Company or its affiliates, which are may be available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. executives. The Company or its affiliates may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives similarly-situated employees of the Company. (b) Car Allowance. Company and its affiliates.4.5 Expense Reimbursement. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. 4.4 Expense Reimbursement. The Executive shall be entitled to receive reimbursement for all of the Executive's appropriate business expenses incurred by him in connection with his the Executive's duties under this Agreement in accordance with the policies of 2 the Company as in effect from time to time, subject as well as reimbursement for the costs incurred by the Executive in connection with the preparation of the Executive's applicable tax returns, up to a maximum of $8,000 annually.4.6 Special Sign-On Terms. As an incentive to accept employment, and as compensation for benefits left behind at the Executive's previous place of employment, the Executive shall be entitled to the Company's requirements following special one-time benefits:(a) Equity Grant. The Executive shall receive on the Effective Date a one-time $3,250,000 equity grant. This award shall consist of a $1,625,000 time-based equity grant vesting in equal tranches over the first three anniversaries from grant date, and a $1,625,000 performance-based equity grant earned in three equal annual tranches at the end of each fiscal year beginning with respect FY 2020 as performance targets are met and cliff-vested at the end of FY 2022. (b) Cash Award. The Executive shall receive a $3,250,000 cash incentive award paid in three installments. The first installment of $1,500,000 will be paid within 30 days of the Effective Date. The second installment of $875,000 will be paid on the first pay period following the first anniversary of the Effective Date. The third installment of $875,000 will be paid on the first pay period following the second anniversary of the Effective Date. The Executive must be an employee in good standing on the date of the installment payment to reporting and documentation of such expenses. be eligible to receive the payment. If the Executive is terminated by the Company for Cause or leaves without Good Reason (as defined in Section 5 below), the Executive will be required to repay any installment payment received in the 12 months prior to the Termination Date. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, 4.1 Base Salary. During the Term, the Company shall provide the Executive the following during the Term: 4.1 Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $600,000, payable in accordance with the general customary payroll practices of the Company ("Base Salary"). The Executive shall be entitled to such increases, if any, in Base Salary will as may be subject determined from time to revie...w at least annually time by the Board for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during or the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by the Compensation Committee compensation committee of the Board (the "Compensation Committee") in consultation with Committee"). 4.2 Bonuses. During the Executive no later than 90 days after Term, the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive receive a bonus or bonuses (collectively, the "Bonus") for each fiscal year of the Company subject to a plan adopted (or plans) established by the Company for its senior management team (each, (the "Bonus Plan") in an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed amount determined by the Board (or the Compensation Committee) based upon achievement of performance measures derived from the business plan presented by management and approved by the Executive, Board (or the Compensation Committee). The target amount of the Executive's Bonus for each fiscal year shall be 50% of the Base Salary (the "Target Bonus"). If such performance measures are only partially achieved or not achieved, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted shall only be entitled to such Bonus, if any, as provided under the Incentive applicable Bonus Plan to or as otherwise determined in the other Company senior executives in respect sole discretion of the applicable year as determined by Board (or the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. Committee). 4.3 Benefits. (a) Participation in Benefits Employee Benefit Plans. During the Term, the The Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable benefit plans and perquisite programs of the Company, Company or its affiliates, which are may be available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. executives. The Company or its affiliates may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives similarly-situated employees of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. Company and its affiliates. 4.4 Expense Reimbursement. The Executive shall be entitled to receive reimbursement for all of the Executive's appropriate business expenses incurred by him in connection with his the Executive's duties under this Agreement in accordance with the policies of the Company as in effect from time to time, subject as well as reimbursement for the costs incurred by the Executive in connection with the preparation of the Executive's applicable tax returns, up to the Company's requirements with respect to reporting and documentation a maximum of such expenses. $8,000 annually. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, 4.1 Base Salary. During the Term, the Company shall provide the Executive the following during the Term: 4.1 Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $600,000, payable in accordance with the general customary payroll practices of the Company ("Base Salary"). Salary'"). The Executive shall be entitled to such increases, if any, in Base Salary will as may be subject determined from ti...me to review at least annually time by the Board for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by or the Compensation Committee of the Board (the "Compensation Committee") in consultation with Committee"). 4.2 Bonuses. During the Executive no later than 90 days after Term, the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. The Executive shall be eligible to participate in any long-term incentive receive a bonus or bonuses (collectively, the "Bonus") for each fiscal year of the Company subject to a plan adopted (or plans) established by the Company for its senior management team (each, (the "Bonus Plan") in an "Incentive Plan") subject to the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed amount determined by the Board or Compensation Committee based upon achievement of performance measures derived from the business plan presented by management and approved by the Executive, Board or Compensation Committee. The target amount of the Executive's Bonus for each fiscal year shall be 100% of the Base Salary (the "Target Bonus"). If such performance measures are only partially achieved or not achieved, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted shall only be entitled to such Bonus, if any, as provided under the Incentive applicable Bonus Plan to or as otherwise determined in the other Company senior executives in respect sole discretion of the applicable year as determined by the Board or Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. The Executive acknowledges that the Executive received an equity award in the form of a profits interest granted under the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. Committee. 4.3 Benefits. (a) Participation in Benefits Employee Benefit Plans. During the Term, the The Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable benefit plans and perquisite programs of the Company, Company or its affiliates, which are may be available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. executives. The Company or its affiliates may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives similarly-situated employees of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. Company and its affiliates. 4.4 Expense Reimbursement. The Executive shall be entitled to receive reimbursement for all of the Executive's appropriate business expenses incurred by him in connection with his the Executive's duties under this Agreement in accordance with the policies of the Company as in effect from time to time, subject as well as reimbursement for the costs incurred by the Executive in connection with the preparation of the Executive's applicable tax returns, up to the Company's requirements with respect to reporting and documentation a maximum of such expenses. $8,000 annually. View More
Compensation and Benefits by the Company. As compensation for all services rendered pursuant to this Agreement, the Company shall provide the Executive the following during the Term: 4.1 Base Salary. The Company will pay to the Executive an annual base salary of $400,000, $800,000, payable in accordance with the general customary payroll practices of the Company ("Base Salary"). The Executive shall be entitled to such increases, if any, in Base Salary will as may be subject determined from time to review at least annually time by the Bo...ard for increase, but not decrease. 4.2 Bonuses and Incentives. (a) Annual Bonus. The Executive shall receive an annual bonus (the "Bonus") in respect of each calendar year during or the Term, targeted at 100% of annual Base Salary at the rate in effect at the end of the relevant calendar year (the "Target Bonus"), based on the achievement of specific annual performance criteria established by the Compensation Committee compensation committee of the Board (the "Compensation Committee") in consultation with the Executive no later than 90 days after the commencement of the relevant bonus period. The Bonus will not be subject to any cap and may exceed the Target Bonus, based on the achievement of stretch goals to be determined by the Compensation Committee no later than 90 days after the commencement of the relevant bonus period. The Bonus awarded for a calendar year, if any, shall be payable as soon as practicable following the completion of the Company's audited financial statements for the calendar year in which such Bonus is earned but in no event later than March 15 of the calendar year following the calendar year in which such Bonus is earned. Subject to the provisions of Section 5 hereof, the Bonus shall be payable only if the Executive is employed by the Company on the date the Bonus is paid. 2 (b) Long-Term Incentive. Committee"). 4.2 Annual Bonuses. The Executive shall be eligible to participate in any long-term incentive receive a bonus ("Annual Bonus") for each fiscal year of the Company under a plan adopted established by the Company for its senior management team (each, an "Incentive Plan") subject to in the terms of the Incentive Plan and any applicable award agreements between the Executive and the Company. Unless otherwise agreed amount determined by the Board (or the Compensation Committee) based upon achievement of performance measures derived from the business plan presented by management and approved by the Executive, Board (or the Compensation Committee). The Executive's target Annual Bonus shall be 60% of Base Salary (the "Target Bonus"). If such performance measures are only partially achieved or not achieved, the Executive will annually receive an award or awards under an Incentive Plan having a grant date target value (calculated in accordance with the Company's normal annual equity award valuation methodology) consistent with the long-term incentives granted shall only be entitled to such Annual Bonus, if any, as provided under the Incentive Plan to Annual Bonus plan or as otherwise determined in the other Company senior executives in respect sole discretion of the applicable year as determined by Board (or the Compensation Committee after consultation with the Executive. (c) Management Incentive Plan. Committee). The Executive acknowledges that the Executive received an equity award Annual Bonus, if any, shall be paid in the form of a profits interest granted under calendar quarter following the terms of the Keane Management Holdings LLC Management Incentive Plan ("MIP") and award agreement. From the management pool, the Executive received 5,294.12 Series 2 Class B Units representing an interest equal to 0.45% of the value of the Company above the base value at the Effective Date of the Prior Employment Agreement, subject to time-based vesting under the terms of the Award Agreement and MIP plan document. quarter in which such Annual Bonus was earned. 4.3 Benefits. (a) Participation in Benefits Employee Benefit Plans. During the Term, the The Executive shall be entitled, if and to the extent eligible, to participate in all of the applicable benefit plans and perquisite programs of the Company, Company or its affiliates, which are may be available to other senior executives of the Company, on the same terms as such other senior executives; provided, however, that the Executive shall be eligible for five weeks of vacation annually. executives. The Company or its affiliates may at any time or from time to time amend, modify, suspend or terminate any employee benefit plan, program or arrangement for any reason without the Executive's consent if such amendment, modification, suspension or termination is consistent with the amendment, modification, suspension or termination for other senior executives employees of the Company. (b) Car Allowance. During the Term, the Executive will be provided with a car allowance of $1,700.00 per month, subject to the Company's policies regarding automobile use in effect from time to time. Company and its affiliates. 4.4 Expense Reimbursement. The Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him in connection with his duties under this Agreement in accordance with the policies of the Company as in effect from time to time, subject time. 4.5 Equity Award. The Award Agreement by and between the Executive and AB Acquisition LLC, entered into as of March 5, 2015, under the AB Acquisition LLC Phantom Unit Plan, shall remain in full force and effect upon the Effective Date. 4.6 Retention Bonus. The Executive will be eligible to receive a special retention incentive bonus payable on April 1, 2017, in the Company's amount of $310,000, less standard 2 income and payroll tax withholding and other authorized deductions (the "Retention Bonus"); provided, that the Executive: (a) remains actively working in the Executive's current or an equivalent position through such payment date; (b) demonstrates positive leadership; (c) protects Company assets, inventory, property, cash, equipment, IT data and confidential proprietary information; and (d) follows all Company policies and procedures, and state, federal and local laws. If the Executive resigns or is discharged for any reason, ceases actively working in an equivalent position for any reason, is demoted, or fails to meet the requirements with respect to reporting and documentation of such expenses. outlined above, the Executive will no longer be eligible for the Retention Bonus. View More