Compensation Contract Clauses (7,502)
Grouped Into 338 Collections of Similar Clauses From Business Contracts
This page contains Compensation clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Compensation. Paragraph 3(a) of the Agreement is hereby deleted and replaced in its entirety with the following (with all capitalized terms having the meaning originally ascribed thereto in the Agreement): "(a) Salary. Effective on of July 4, 2020, you will be paid a monthly base salary of $25,000.00 ($300,000.00 per year), less applicable withholding, in accordance with the Company's normal payroll procedures and applicable law. In conjunction with your annual performance review, which will occur at or about
... the start of each fiscal year (currently July 1st) your base salary will be reviewed by the Board, and may be subject to adjustment based upon various factors including, but not limited to, your performance and the Company's profitability. Your base salary will not be reduced except as part of a salary reduction program that similarly affects all members of the executive staff reporting to the Chief Executive Officer of the Company."
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Compensation. Paragraph 3(a) of the Agreement is hereby deleted and replaced in its entirety with the following (with all capitalized terms having the meaning originally ascribed thereto in the Agreement): "(a) Salary.
Effective on of July 4, 2020, you You will be paid a monthly base salary
of $25,000.00 ($300,000.00 to $21,666.67 ($260,000.00 per year), less applicable withholding, in accordance with the Company's normal payroll procedures and applicable law. In conjunction with your annual performance revie
...w, which will occur at or about the start of each fiscal year (currently July 1st) your base salary will be reviewed by the Board, and may be subject to adjustment based upon various factors including, but not limited to, your performance and the Company's profitability. Your base salary will not be reduced except as part of par tof a salary reduction program that similarly affects all members of the executive staff reporting to the Chief Executive Officer of the Company."
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Compensation. (a) Base Salary. During the Term, Employer will pay Employee a base salary at a rate of $1,000,000 per year which amount will be paid in bi-weekly intervals, less appropriate withholdings for federal and state taxes and other deductions authorized by Employee. Such salary will be subject to annual review and subject to increase, but not decrease. Employee's annual base salary, as in effect from time to time in accordance with this Agreement, is hereinafter referred to as the "Base Salary." (b) A
...nnual Bonus. During the Term beginning with the 2020 fiscal year, Employee's annual target bonus opportunity will be 100% of Base Salary ("Target Bonus") under the Company's Incentive Compensation Plan (or successor annual incentive plan applicable to similarly situated executive officers), with the ability to earn up to 200% of Base Salary, based upon the achievement of performance goals, which goals shall be established by the Board after consultation with Employee within the first ninety (90) days of each fiscal year. The actual payout to Employee will be based on Company and individual performance during the measurement period. Except as otherwise provided herein, any such bonus payable to Employee shall be paid to Employee in cash during the period January 1 to March 15 of each year in respect of service in the preceding year provided that Employee is still employed by Employer at the time the bonus is paid. If Employee's target bonus as a percentage of Base Salary is increased during the Term, "Target Bonus" for purposes of this Agreement shall mean such increased amount. (c) Sign-on Equity Grant. Employee will receive a grant of a number of Performance-Based Restricted Stock Units (the "PSUs") with a value determined by the Employer consistent with its valuation of other PSUs equal to $2,000,000, to be granted on the first business day of the month following the month of commencement of his employment under this Agreement. Such PSUs shall be granted pursuant to the form of Performance-Based Restricted Stock Unit Agreement attached hereto as Exhibit A and the terms of the Employer's 2016 Management Incentive Plan (or any successor equity and/or long-term incentive plan applicable to similarly situated executive officers) (the "LTIP Plan"). Employee will receive a grant of a number of Restricted Stock Units (the "RSUs") equal to $2,000,000, to be granted on the first business day 2 of the month following the month of commencement of his employment under this Agreement. Such RSUs shall be granted pursuant to the form of Restricted Stock Unit Agreement attached hereto as Exhibit B and the terms of the LTIP Plan. (d) Sign-on Bonus. Employee will receive a sign-on bonus equal to $750,000 ("Sign-on Bonus"), payable in cash within 30 days following the Commencement Date. If Employee's employment terminates pursuant to Section 6(a) or (b) prior to the first anniversary of the Commencement Date, Employee will be required, and hereby agrees, to repay to Employer the entire Sign-on Bonus within thirty (30) days following receipt of written notice from Employer. (e) Benefits. During the Term, Employee will be eligible to participate in Employer's retirement and health and welfare benefit plans (the "Benefit Plans") commensurate with his position on a basis at least as favorable as other similarly situated senior level executives of Employer. Employee will receive separate information detailing the terms of such Benefit Plans and the terms of those plans will control. During the Term, beginning with calendar year 2020, Employee also will be entitled to participate in Employer's annual incentive plans (without duplicable of Section 4(b)) and LTIP Plan, on terms at least as favorable as other similarly situated senior level executives of Employer; provided the annual target value for 2020 for Employee's LTIP Plan grant shall be 400% of Base Salary and each grant to Employee under the LTIP Plan shall provide for the mandatory adjustment provisions contained the Sign-On Equity award agreements. Annual incentive payments, if any, will be determined and paid (unless validly deferred if then permitted by the Company) between January 1 and March 15 of the year following the performance year. Employee will be entitled to no less than three (3) weeks of paid time off.
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Compensation. (a) Base Salary. During the Term, Employer will pay Employee a base salary at a rate of
$1,000,000 $750,000 per year which amount will be paid in bi-weekly intervals, less appropriate withholdings for federal and state taxes and other deductions authorized by Employee. Such salary will be subject to annual review and subject to increase, but not decrease. Employee's annual base salary, as in effect from time to time in accordance with this Agreement, is hereinafter referred to as the "Base Salar
...y." (b) Annual Bonus. During the Term beginning with the 2020 fiscal year, Employee's annual target bonus opportunity will be 100% 85% of Base Salary ("Target Bonus") under the Company's Incentive Compensation Plan (or successor annual incentive plan applicable to similarly situated executive officers), with the ability to earn up to 200% of Base Salary, Target Bonus, based upon the achievement of performance goals, which goals shall be established by the Board after consultation with Employee within the first ninety (90) days of each fiscal year. The actual payout to Employee will be based on Company and individual performance during the measurement period. Except as otherwise provided herein, any such bonus payable to Employee shall be paid to Employee in cash during the period January 1 to March 15 of each year in respect of service in the preceding year provided that Employee is still employed by Employer at the time the bonus is paid. If Employee's target bonus as a percentage of Base Salary is increased during the Term, "Target Bonus" for purposes of this Agreement shall mean such increased amount. (c) Sign-on Equity Grant. Employee will receive a grant of a number of Performance-Based Restricted Stock Units (the "PSUs") with a value determined by the Employer consistent with its valuation of other PSUs equal to $2,000,000, $1,500,000, to be granted on the first business day of the month following the month of commencement of his employment under this Agreement. Agreement (the "Grant Date"). Such PSUs shall be granted pursuant to the form of Performance-Based Restricted Stock Unit Agreement attached hereto as Exhibit A and the terms of the Employer's 2016 Management Incentive Plan (or any successor equity and/or long-term incentive plan applicable to similarly situated executive officers) (the "LTIP Plan"). Employee will receive a grant of stock options (the "Options") with a total value of $750,000 to purchase that number of shares equal to $750,000 divided by the Black-Scholes value of an option to purchase a share of stock of Employer as determined by Employer on the Grant Date at an exercise price equal to the 2 closing price of a share of the Common Stock of Employer on NASDAQ on the Grant Date. Such Options shall be granted pursuant to the form of Stock Option Agreement attached hereto as Exhibit B and the terms of the LTIP Plan. Employee will receive a grant of a number of Restricted Stock Units (the "RSUs") equal to $2,000,000, $750,000, to be granted on the first business day 2 of the month following the month of commencement of his employment under this Agreement. Such RSUs shall be granted pursuant to the form of Restricted Stock Unit Agreement attached hereto as Exhibit B C and the terms of the LTIP Plan. (d) Sign-on Bonus. Employee will receive a sign-on bonus equal to $750,000 ("Sign-on Bonus"), payable in cash within 30 days following the Commencement Date. If Employee's employment terminates pursuant to Section 6(a) or (b) prior to the first anniversary of the Commencement Date, Employee will be required, and hereby agrees, to repay to Employer the entire Sign-on Bonus within thirty (30) days following receipt of written notice from Employer. (e) Benefits. During the Term, Employee will be eligible to participate in Employer's retirement and health and welfare benefit plans (the "Benefit Plans") commensurate with his position on a basis at least as favorable as other similarly situated senior level executives of Employer. Employee will receive separate information detailing the terms of such Benefit Plans and the terms of those plans will control. During the Term, beginning with calendar year 2020, Employee also will be entitled to participate in Employer's annual incentive plans (without duplicable of Section 4(b)) and LTIP Plan, on terms at least as favorable as other similarly situated senior level executives of Employer; provided the annual target value for 2020 for Employee's LTIP Plan grant shall be 400% 350% of Base Salary and each grant to Employee under the LTIP Plan shall provide for the mandatory adjustment provisions contained the Sign-On Equity award agreements. Salary. Annual incentive payments, if any, will be determined and paid (unless validly deferred if then permitted by the Company) between January 1 and March 15 of the year following the performance year. Employee will be entitled to no less than three (3) weeks of paid time off.
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Compensation. (a) Executive shall not be entitled to any cash compensation for services provided as President and Treasurer of CKX. (b) Executive shall be entitled to equity-based compensation that will be in the form of performance shares and restricted stock units (the "Stock Awards") that will be granted under the terms of a stock incentive plan ("Stock Plan") that will be adopted, but only if approved by CKX's shareholders at CKX's annual meeting of shareholders in 2021. CKX agrees that the Board will tak
...e reasonable and appropriate steps, in good faith, to promote shareholder approval of the Stock Plan. The terms and conditions of the Stock Awards that may be granted to Executive or to others shall be consistent with the provisions set forth in the Schedule of Equity Based Compensation attached hereto as Exhibit A. 1 4. EXPENSE REIMBURSEMENTS. CKX shall pay all reasonable and necessary out-of-pocket business expenses Executive or any of the Non-Competitive Businesses incurs on behalf of CKX and submitted by Executive to CKX for reimbursement accompanied by written documentation thereof, in accordance with CKX's established policies and procedures. Overhead expense incurred by Executive or any Non-Competitive Business is not reimbursable by CKX.
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Compensation. (a) Executive shall not be entitled to any cash compensation for services provided as
President and Treasurer Chief Financial Officer of CKX. (b) Executive shall be entitled to equity-based compensation that will be in the form of performance shares and restricted stock units (the "Stock Awards") that will be granted under the terms of
a stock incentive plan CKX's Stock Incentive Plan ("Stock
Plan") that will be adopted, but only if approved by CKX's shareholders at CKX's annual meeting of share...holders in 2021. CKX agrees that the Board will take reasonable and appropriate steps, in good faith, to promote shareholder approval of the Stock Plan. Plan"). The terms and conditions of the Stock Awards that may be granted to Executive or to others shall be consistent with the provisions set forth in the Schedule of Equity Based Compensation attached hereto as Exhibit A. 1 4. EXPENSE REIMBURSEMENTS. CKX shall pay all reasonable and necessary out-of-pocket business expenses Executive or any of the Non-Competitive Businesses incurs on behalf of CKX and submitted by Executive to CKX for reimbursement accompanied by written documentation thereof, in accordance with CKX's established policies and procedures. Overhead expense incurred by Executive or any Non-Competitive Business is not reimbursable by CKX.
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Compensation. (a) Salary. Beginning on the Effective Date, Executive's annual base salary ("Base Salary") shall be two hundred sixty-five thousand three hundred thirteen dollars ($265,313), payable in accordance with the Company's generally applicable payroll practices and subject to any payroll or other deductions required by law, government or court order, or by agreement with, or consent of, Executive. The Base Salary may be increased from time to time in the discretion of the Board or the CEO or his or he
...r designee. (b) Incentive Compensation. Executive shall continue to be eligible to participate in the incentive compensation plans the Company may implement from time to time. The target bonus amounts and performance targets for Executive shall be established at the same time such amounts and targets are established for other executive officers of the Company, shall be as determined by the Board, and shall be payable only upon the Company's achievement of established targets as determined by the Board. Notwithstanding the foregoing, the Company and Executive agree that Executive's target annual bonus will equal forty percent (40%) of Executive's Base Salary.
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Compensation. (a) Salary. Beginning on the Effective Date, Executive's annual base salary ("Base Salary") shall be
two five hundred
sixty-five seventy-two thousand
three hundred thirteen eighteen dollars
($265,313), ($572,018), payable in accordance with the Company's generally applicable payroll practices and subject to any payroll or other deductions required by law, government or court order, or by agreement with, or consent of, Executive. The Base Salary may be increased from time to time in the discretio
...n of the Board. (b) Performance Assessments. Executive shall be provided an assessment of his performance from time to time. The parties intend for such assessments to be provided to Executive by the Board at least twice a year, and upon the reasonable request of Executive. The provision of such assessments shall not obligate the Board to increase any compensation or the CEO or his or her designee. (b) benefits to Executive under this Agreement. (c) Incentive Compensation. During the Employment Period, Executive shall continue to be eligible to participate in the incentive compensation plans the Company may implement from time to time. The target bonus amounts and performance targets for Executive shall be established at the same time such amounts and targets are established for other executive officers of the Company, shall be as determined by the Board, and shall be payable only upon the Company's achievement of established targets as determined by the Board. Notwithstanding the foregoing, the Company and Executive agree that Executive's target annual bonus will equal forty ninety percent (40%) (90%) of Executive's Base Salary.
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Compensation. (a) Salary. Beginning on the Effective Date, Executive's annual base salary ("Base Salary") shall be four hundred twenty-one thousand six hundred twenty-five dollars ($421,625), payable in accordance with the Company's generally applicable payroll practices and subject to any payroll or other deductions required by law, government or court order, or by agreement with, or consent of, Executive. The Base Salary may be increased from time to time in the discretion of the Board or the CEO or his or
...her designee. (b) Incentive Compensation. (i) Executive shall continue to be eligible to participate in the incentive compensation plans the Company may implement from time to time. The target bonus amounts and performance targets for Executive shall be established at the same time such amounts and targets are established for other executive officers of the Company, shall be as determined by the Board, and shall be payable only upon the Company's achievement of established targets as determined by the Board. Notwithstanding the foregoing, the Company and Executive agree that Executive's target annual bonus will equal sixty percent (60%) of Executive's Base Salary. (ii) Executive acknowledges and agrees that Executive received a signing bonus in the amount of $240,000 (the "Signing Bonus") in connection with his commencement of employment with the Company on January 1, 2020 (the "Commencement Date"). If, prior to the eighteen (18) month anniversary of the Commencement Date, Executive terminates his employment with the Company for any reason other than for Good Reason, or if Executive is terminated by the Company for Cause pursuant to paragraph 2(b)(ii) of this Agreement, Executive shall repay the Company the Signing Bonus as follows: (1) if such termination occurs after the six (6) month anniversary of the 4 Commencement Date and prior to the twelve (12) month anniversary of the Commencement Date, Executive shall repay the Company 75% of the Signing Bonus; or (2) if such termination occurs on or after the twelve (12) month anniversary of the Commencement Date and prior to the eighteen (18) month anniversary of the Commencement Date, Executive shall repay the Company 50% of the Signing Bonus.
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Compensation. (a) Salary. Beginning on the Effective Date, Executive's annual base salary ("Base Salary") shall be four hundred twenty-one thousand six hundred twenty-five dollars ($421,625), payable in accordance with the Company's generally applicable payroll practices and subject to any payroll or other deductions required by law, government or court order, or by agreement with, or consent of, Executive. The Base Salary may be increased from time to time in the discretion of the Board or the CEO or his or
...her designee. (b) Incentive Compensation. (i) Executive shall continue to be eligible to participate in the incentive compensation plans the Company may implement from time to time. The target bonus amounts and performance targets for Executive shall be established at the same time such amounts and targets are established for other executive officers of the Company, shall be as determined by the Board, and shall be payable only upon the Company's achievement of established targets as determined by the Board. Notwithstanding the foregoing, the Company and Executive agree that Executive's target annual bonus will equal sixty percent (60%) of Executive's Base Salary. (ii) Executive acknowledges and agrees that Executive received a signing bonus in the amount of $240,000 (the "Signing Bonus") in connection with his commencement of employment with the Company on January 1, 2020 (the "Commencement Date"). If, prior to the eighteen (18) month anniversary of the Commencement Date, Executive terminates his employment with the Company for any reason other than for Good Reason, or if Executive is terminated by the Company for Cause pursuant to paragraph 2(b)(ii) of this Agreement, Executive shall repay the Company the Signing Bonus as follows: (1) if such termination occurs after the six (6) month anniversary of the 4 Commencement Date and prior to the twelve (12) month anniversary of the Commencement Date, Executive shall repay the Company 75% of the Signing Bonus; or (2) if such termination occurs on or after the twelve (12) month anniversary of the Commencement Date and prior to the eighteen (18) month anniversary of the Commencement Date, Executive shall repay the Company 50% of the Signing Bonus. - 4 - 4. Vacation and Executive Benefits. (a) Executive shall be entitled to twenty-three (23) days of paid time off ("PTO") during calendar year 2020. Following calendar year 2020, Executive shall be entitled to PTO in accordance with the Company's standard PTO policy, as well as five (5) days PTO in addition to what is provided under the Company's standard PTO policy. Executive will use his reasonable discretion, taking into account the Company's needs, when determining the time to take vacation. (b) Executive shall be entitled to participate in the same manner and under the same terms and conditions as similarly-situated executives of the Company, in the Company's medical insurance, retirement plans, and other fringe benefit programs, including, for the avoidance of doubt, any group life and/or long-term disability insurance plans or programs adopted by the Company after the Effective Date, with Executive's rights and responsibilities under these programs governed by the terms of those plans and programs as they may be in effect and modified from time-to-time.
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Compensation. During the Term of this Agreement, Executive's compensation shall be determined and paid as follows. (a)BASE SALARY. Executive shall receive as compensation an initial base salary at the rate of $315,000 annually, which annual rate may be increased during Executive's employment from time to time in the sole discretion of the Company (the "Base Salary"). The Base Salary shall be paid on the Company's regularly scheduled paydays, less federal, state and local payroll taxes and other withholdings l
...egally required or properly requested by Executive, in accordance with the Company's regular payroll practices and procedures. (b)INCENTIVE BONUS. Subject to the Company's financial ability and in its sole discretion, it will establish an incentive bonus plan ("Bonus Plan") that Executive shall be eligible to participate in. Under the terms of the Bonus Plan, 1 each year Executive will be able to earn a target bonus as established by the Compensation Committee by meeting certain Company and individual performance targets, which amount may be increased from time to time in the sole discretion of the Company. The target bonus for 2020 is $175,000. (c)STOCK OPTIONS. Executive shall be eligible to receive an initial stock option grant to purchase 40,000 shares of Globus Medical common stock vesting over a period of four years. Vesting will begin after one year of service. The exercise price per share of any stock option will be the fair market value per share of Globus Medical common stock on the date the option is granted. All stock options will be proportionally adjusted to account for any stock splits, combinations and other adjustments to its capital stock. The stock option is conditioned upon approval by the Company's Board of Directors and execution of the Company's Stock Option Agreement and related documents. (d)BENEFITS. Executive shall be eligible to participate in such other benefits as are provided from time to time to other executive-level employees of the Company. Such benefits will be provided and administered in accordance with the terms of any such benefit plans. All Company benefits are subject to termination or amendment by the Company without advance notice to or consent from Executive. (e)VACATION. Executive shall be entitled to four (4) weeks of paid vacation per calendar year, to be accrued and used in accordance with the vacation policy of the Company. (f)BUSINESS EXPENSES. The Company will pay all reasonable expenses incurred by Executive directly related to conduct of the business of the Company, including a monthly car allowance in the amount of $700.00, provided that Executive complies with the policies for reimbursement or advance of business expenses established by the Company. Executive will also receive the usual and customary benefits allotted to Company executives including, but not limited to, mobile PDA and laptop computer.
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Compensation. During the Term of this Agreement, Executive's compensation shall be determined and paid as follows. (a)BASE SALARY. Executive shall receive as compensation an initial base salary at the rate of
$315,000 $339,900 annually, which annual rate may be increased during Executive's employment from time to time in the sole discretion of the Company (the "Base Salary"). The Base Salary shall be paid on the Company's regularly scheduled paydays, less federal, state and local payroll taxes and other withh
...oldings legally required or properly requested by Executive, in accordance with the Company's regular payroll practices and procedures. (b)INCENTIVE BONUS. Subject to the Company's financial ability and in its sole discretion, it will establish an incentive bonus plan ("Bonus Plan") that Executive shall be eligible to participate in. Under the terms of the Bonus Plan, 1 each year Executive will be able to earn a target bonus as established by the Compensation Committee by meeting certain Company and individual performance targets, which amount may be increased from time to time in the sole discretion of the Company. The target bonus for 2020 is $175,000. $200,000. (c)STOCK OPTIONS. Executive shall be eligible to receive an initial stock option grant to purchase 40,000 shares of Globus Medical common stock vesting over a period of four years. Vesting will begin after one year of service. The exercise price per share of any stock option will be the fair market value per share of Globus Medical common stock on the date the option is granted. All stock options will be proportionally adjusted to account for any stock splits, combinations and other adjustments to its capital stock. The stock option is conditioned upon approval by the Company's Board of Directors and execution of the Company's Stock Option Agreement and related documents. (d)BENEFITS. Executive shall be eligible to participate in such other benefits as are provided from time to time to other executive-level employees of the Company. Such benefits will be provided and administered in accordance with the terms of any such benefit plans. All Company benefits are subject to termination or amendment by the Company without advance notice to or consent from Executive. (e)VACATION. Executive shall be entitled to four (4) weeks of paid vacation per calendar year, to be accrued and used in accordance with the vacation policy of the Company. (f)BUSINESS EXPENSES. The Company will pay all reasonable expenses incurred by Executive directly related to conduct of the business of the Company, including a monthly car allowance in the amount of $700.00, provided that Executive complies with the policies for reimbursement or advance of business expenses established by the Company. Executive will also receive the usual and customary benefits allotted to Company executives including, but not limited to, mobile PDA and laptop computer. (g)RELOCATION BENEFITS. The Company agrees to reimburse you up to a maximum of $50,000 for all expenses related to your relocation to the metropolitan Philadelphia area, as those items are defined in the Company's Relocation Policy. If you separate from employment by resignation or termination for cause (as defined below) within twenty-four (24) months of your start date with the Company, then you shall be responsible to repay to Company any and all amounts reimbursed to you, or paid on your behalf, by Company with respect to your relocation ("Relocation Expenses"). In the event repayment is required, the Company, in its discretion, is authorized to deduct the amount of any Relocation Expenses from any sums payable to you, including but not limited to any paychecks, commission payments, severance payments, bonus payment, and the value of any and all accrued sick or vacation time. The Company may also elect to issue an invoice for all or party of the Relocation Expenses, which shall be payable in full by you within ten (10) days of receipt.
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Compensation. (a) Base Salary. Employee's base salary shall be $500,000.00 per annum ("Base Salary"), which shall be payable in equal installments during the year in accordance with the Company's normal payroll schedule and shall be subject to deductions for customary withholdings, including, without limitation, federal and state withholding taxes and payroll taxes. The Base Salary of $500,000.00 per annum shall be subject to annual review beginning on or about January 1, 2021. In January of each year, the Co
...mpensation Committee of the Board of Directors (or the full Board of Directors, if there is no Compensation Committee) will determine if a salary increase is warranted for Employee. (b) Annual Short-Term Incentives. In January of each year, the Compensation Committee of the Board of Directors shall establish the criteria for the payment of an incentive bonus to Employee with respect to the then current or completed fiscal year (the "Performance Bonus"), based on overall Company performance and outlook. The Performance Bonus will be based on a percentage of Base Salary, with target bonus at 50% of Base Salary. This bonus will be paid annually no later than March 15th of the year following the year in which the Targets were achieved. All bonuses are subject to overall Company performance and Board or the Compensation Committee of the Board approval. (c) Annual Long-Term Incentives. Employee shall be eligible to participate in the Company's performance stock option/share award plan. The Employee's equity grant will be determined by the Board of Directors each year. (d) Benefits, Perquisites, and Continuation of Existing Plans. Employee shall be entitled to participate in all of the Company's specific benefit plans made generally available to the employees and at the level of the senior executives of the Company, subject to eligibility and in accordance with the terms of such plans. The Company provides no assurance as to the adoption or continuance of any particular employee benefit plan or program. (e) Expenses. While Employee is employed by the Company hereunder, the Company shall reimburse Employee for all reasonable out-of-pocket business, travel and entertainment expenses incurred by Employee in the performance of the duties and responsibilities hereunder. Such reimbursement shall be subject to the Company's normal policies and procedures for the senior executives of the Company for expense pre-approval and verification, documentation and reimbursement. In no event shall any such reimbursement compliant with company policy be paid later than two-and-a-half months after the end of the calendar year in which the expense was incurred. (f) Vacation. Employee shall be entitled to five (5) weeks of vacation with pay annually. Such vacation shall be taken at a time acceptable to the Company with regard to its operations. Unused vacation will be paid out at termination.
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Compensation. (a) Base Salary. Employee's
initial base salary shall be
$500,000.00 $550,000 per annum ("Base Salary"), which shall be payable in equal installments during the year in accordance with the Company's normal payroll schedule and shall be subject to deductions for customary withholdings, including, without limitation, federal and state withholding taxes and payroll taxes.
The Base Salary
of $500,000.00 per annum shall be subject to annual review
for increase beginning on or about January 1,
2021. 2...023. In January of each year, year starting with January 2023, the Compensation Committee of the Board of Directors (or the full Board of Directors, if there is no Compensation Committee) will determine if a salary Base Salary increase is warranted for Employee. (b) Signing Bonus. On the Effective Date, Employee will be paid a signing bonus ("Signing Bonus") consisting of $200,000 cash and an award of restricted stock of the Company having a value of $400,000 (the "RSA"). The RSA be subject to vesting in two installments of 50% each on each of the first two anniversaries of the Effective Date. If Employee's employment is terminated by his resignation without Good Reason or by the Company for Cause (i) prior to the first anniversary of the Effective Date, the entire RSA will be forfeited or (ii) after the first anniversary of the Effective Date and prior to the second anniversary of the Effective Date, 50% of the RSA will be forfeited. Except as provided in the preceding sentence, the Signing Bonus is not subject to forfeiture. (c) Annual Short-Term Incentives. In January of each year, the Compensation Committee of the Board of Directors shall establish the criteria for the payment of an incentive bonus to Employee with respect to the then current or completed fiscal year (the "Performance Bonus"), based on overall Company performance and outlook. The Performance Bonus will be based on a percentage of Base Salary, with target bonus at 50% 0.8 times Base Salary with potential to receive 1.6 times Base Salary based on achievement of Base Salary. agreed upon performance metrics. This bonus will be paid annually no later than March 15th of the year following the year in to which the Targets were achieved. it relates. All bonuses are subject to overall Company performance and Board or the Compensation Committee of the Board approval. (c) Employee's will receive a minimum guaranteed Performance Bonus of no less than $440,000 for 2021. Employee's actual Performance Bonus for 2021 will be the greater of $440,000 and the Performance Bonus amount determined in accordance with the target and metrics referenced above and will not be pro-rated. (d) Annual Long-Term Incentives. Employee shall be eligible to participate in the Company's performance stock option/share award plan. The Employee's long-term incentive plan ("LTIP") and will receive annual equity grant will be grants under the LTIP in amounts determined by the Board of Directors each year. (d) year, in its sole discretion; provided that annual equity grants under the LTIP will be a number of restricted stock units ("RSUs") and performance stock units ("PSUs") vesting over three years from the date of grant and having an initial value at the time of grant not less than 0.8 times Base Salary and potential to pay out on vesting at up to 3 times the number of RSUs and PSUs subject to the award, based on achievement of targets and metrics as established by the Board of Directors. (e) Benefits, Perquisites, and Continuation of Existing Plans. Employee shall be entitled to participate in all of the Company's specific benefit plans made generally available to the employees and at the level of the senior executives of the Company, subject to eligibility and in accordance with the terms of such plans. The Company provides no assurance as to the adoption or continuance of any particular employee benefit plan or program. (e) (f) Expenses. While Employee is employed by the Company hereunder, the Company shall reimburse Employee for all reasonable out-of-pocket business, travel and entertainment expenses incurred by Employee in the performance of the duties and responsibilities hereunder. Such reimbursement shall be subject to the Company's normal policies and procedures for the senior executives Senior Executives of the Company for expense pre-approval and verification, documentation and reimbursement. In no event shall any such expense reimbursement compliant in compliance with company policy be paid later than two-and-a-half months after the end of the calendar year in which the expense was incurred. (f) (g) Vacation. Employee shall be entitled to five (5) weeks of vacation with pay annually. Such vacation shall be taken at a time acceptable to the Company with regard to its operations. Unused vacation will be paid out at upon termination.
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Compensation. Base Salary. Heska will pay Executive an annual salary of $350,000.00 as compensation for Executive's services (the "Base Salary"). The Base Salary will be paid periodically in accordance with Heska's normal payroll practices and will be subject to the usual, required withholdings and deductions. Executive's salary will be subject to review, and adjustments will be made at the sole discretion of the Compensation Committee of the Board (the "Committee") and based upon Heska's standard practices.
...Annual Bonus. During the Term of Agreement, Executive will be eligible toparticipate in the Management Incentive Plan ("MIP"), a compensation plan intended to reward near term performance (i.e. no longer than the coming year) which may be available from time to time at the discretion of the Committee. MIP Payouts, if any, will accrue and become payable in accordance with the Committee's standard practices for paying executive incentive compensation, provided, however, that any bonus payable under this subsection will be payable within two-and-one-half (2-1/2) months after the end of the taxable year to which it relates or such longer period as may be permitted or required by Treasury regulations in order to avoid application of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code") to such MIP Payouts. Any MIP Payouts paid pursuant to this Section will be subject to applicable withholdings and deductions. .34. Expenses.a. In addition to the foregoing, Heska will reimburse Executive for Executive's reasonable out-of-pocket travel, entertainment, and other expenses, in accordance with Heska's expense reimbursement policies and practices in effect at the time of the reimbursement request. Executive shall submit such requests within forty-five (45) days of incurring such expenses.
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Compensation.
a. Base Salary. Heska will pay Executive an annual salary of
$350,000.00 $250,000 as compensation for Executive's services (the "Base Salary"). The Base Salary will be paid periodically in accordance with Heska's normal payroll practices and will be subject to the usual, required withholdings and deductions. Executive's salary will be subject to review, and adjustments will be made at the sole discretion of the Compensation Committee of the Board (the "Committee") and based upon Heska's standard
... practices. b. Annual Bonus. During the Term of Agreement, Executive will be eligible toparticipate to participate in the Management Incentive Plan ("MIP"), (the "Bonus Plan"), or such other bonus programs as established by the Committee, at a compensation plan intended to reward near term performance (i.e. target percentage that is no longer less than 35% of Executive's Base Salary then in effect (the "Target Bonus"). The actual bonus paid may be higher or lower than the coming year) which may be available from time to time at Target Bonus for over or under-achievement of Executive's performance goals, as determined by the discretion of the Committee. MIP Payouts, Committee in its sole discretion. Bonuses, if any, will accrue and become payable in accordance with the Committee's standard practices for paying executive incentive compensation, provided, however, that any bonus payable under this subsection will be payable within two-and-one-half (2-1/2) months after the end of the taxable year to which it relates or such longer period as may be permitted or required by Treasury regulations in order to avoid application of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code") to such MIP Payouts. bonuses. Any MIP Payouts bonuses paid pursuant to this Section will be subject to applicable withholdings and deductions. .34. Expenses.a. In addition to the foregoing, Heska will reimburse Executive for Executive's reasonable out-of-pocket travel, entertainment, and other expenses, in accordance with Heska's expense reimbursement policies and practices in effect at the time of the reimbursement request. Executive shall submit such requests within forty-five (45) days of incurring such expenses.
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Compensation. (a) Base Salary. During the Employment Period, the Company shall pay the Executive a base salary ("Base Salary") at an initial annualized rate of $250,000 per year, payable in accordance with the Company's regular payroll practices relating to salaried employees. The Supervisor may review the Base Salary from year to year and may approve an increase in the Base Salary as the Supervisor deems appropriate. (b) Bonus. Commencing with calendar year 2021, Executive shall be entitled to earn an annual
... bonus with respect to each calendar year, based on the Executive's and the Company's achievement of performance objectives set by the Supervisor in its discretion, with a target bonus of 50% of Executive's Base Salary for such year, and a maximum bonus of 100% of Executive's Base Salary. The extent to which the objectives have been achieved will be determined by the Supervisor in its discretion. Any such bonus shall be paid annually by March 15 of the year following the end of the year to which such bonus relates. The Executive is not entitled to receive a bonus, and shall not have earned such bonus, unless the Executive is employed on the payment date of the bonus. In calendar year 2020, Executive shall be eligible for a bonus consistent with that certain 2020 Executive Bonus Memorandum previously provided to Executive, as determined by the Board of Directors of the Company. (c) Equity Compensation. The Executive will be eligible to receive equity awards under the Company's 2020 Omnibus Incentive Plan, as may be amended from time to time, or any successor to such plan, and to participate in any future long-term incentive programs made generally available to the Company's executives as determined by the Board of Directors of the Company.
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Compensation. (a) Base Salary. During the Employment Period, the Company shall pay the Executive a base salary ("Base Salary") at an initial annualized rate of $250,000 per year, payable in accordance with the Company's regular payroll practices relating to salaried employees. The Supervisor may review the Base Salary from year to year and may approve an increase in the Base Salary as the Supervisor deems appropriate. (b) Bonus. Commencing with calendar year
2021, 2022, Executive shall be entitled to earn an
...annual cash bonus with respect to each calendar year, based on the Executive's and the Company's achievement of performance objectives set by the Supervisor in its discretion, with a target bonus of 50% 80% of Executive's Base Salary for such year, and a maximum the Supervisor may establish higher bonus of 100% of Executive's Base Salary. targets for "outperform"-type goals at its discretion. The extent to which the objectives have been achieved will be determined by the Supervisor Board in its discretion. Any such bonus shall be paid annually by March 15 of the year following the end of the year to which such bonus relates. The Executive is not entitled to receive a bonus, and shall not have earned such bonus, unless the Executive is employed on the payment date of the bonus. In calendar year 2020, Executive shall be eligible for a bonus consistent with that certain 2020 Executive Bonus Memorandum previously provided to Executive, as determined by the Board of Directors of the Company. (c) Equity Compensation. The Executive will is expected to be eligible to receive long-term incentive compensation with the target amount of 100% of the Executive's Base Salary for such year in form of equity awards under vesting in equal 1/3 amounts over 3 years, each on the Company's 2020 Omnibus Incentive Plan, as anniversary of the equity award. The specific mix of equity awards (stock and/or options) and dates of issuance will be decided by the Supervisor, and it is agreed and understood such awards may not be amended from time to time, available until certain milestones, stabilization, or any successor to such plan, and other requirements of the Board of Directors are completed. The Executive is eligible to participate in any future long-term incentive programs made generally available to the Company's executives as determined by the Board of Directors of the Company. Supervisor.
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Compensation. 2.1 Salary. For services to be rendered hereunder, Executive shall receive a base salary at the rate of $430,000.00 per year (the "Base Salary"), subject to standard payroll deductions and withholdings and payable in accordance with the Company's regular payroll schedule. 2.2 Signing Bonus. The Company will pay Executive a one-time Signing Bonus of $100,000.00, and such payment is subject to standard payroll deductions and withholdings (the "Signing Bonus"). The Signing Bonus will be paid to Exe
...cutive in advance of being earned, within thirty (30) days after Executive's Start Date. Executive will earn the Signing Bonus if Executive remains continuously employed with the Company through the one-year anniversary of the Start Date. If Executive resigns from employment with the company without Good Reason or the Company terminates Executive's employment for Cause, in each case prior to the first anniversary of the Start Date, Executive must repay the Signing Bonus in full to the Company within ten (10) business days after the date on which Executive's employment terminates. 2.3 Annual Bonus. Executive will be eligible for an annual discretionary bonus, with an annual target of 50% of Executive's Base Salary (the "Annual Bonus"), pro-rated in the case of a partial calendar year. Whether Executive receives an Annual Bonus for any given year, and the amount of any such Annual Bonus, will be determined by the Company, with input from the Company's Board of Directors, in its sole discretion based upon the Company's and Executive's achievement of goals and objectives to be determined on an annual basis by the Company in a manner consistent with other senior management. Except as outlined in Section 5.2, Executive must remain an active employee through the end of any given calendar year in order to earn an Annual Bonus for that year and any such bonus will be paid prior to March 15 of the following year.
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Compensation.
2.1 Salary. 2.1Salary. For services to be rendered hereunder, Executive shall receive a base salary at the rate of
$430,000.00 $425,000.00 per year (the "Base Salary"), subject to
Exhibit 10.3 standard payroll deductions and withholdings and payable in accordance with the Company's regular payroll schedule. 2.2 Signing Bonus. The Company will pay Executive a one-time Signing Bonus of $100,000.00,
and such payment is subject to standard payroll deductions and
withholdings (the "Signing Bonus"). w...ithholdings. The Signing Bonus will be paid to Executive in advance of being earned, within thirty (30) days after Executive's your Start Date. Executive You will earn the Signing Bonus if Executive remains you remain continuously employed with the Company through the one-year anniversary of the your Start Date. If Executive resigns from your employment with the company without Good Reason or the Company terminates Executive's employment for Cause, in each case any reason prior to the first one-year anniversary of the your Start Date, Executive must you agree to repay the Signing entire Start Bonus in full paid to you by the Company within ten (10) business days after the date on which Executive's employment terminates. in advance of becoming earned. 2.3 Annual Bonus. Executive will be eligible for an annual discretionary bonus, with an annual target of 50% of Executive's Base Salary (the "Annual Bonus"), pro-rated pro- rated in the case of a partial calendar year. Whether Executive receives an Annual Bonus for any given year, and the amount of any such Annual Bonus, will be determined by the Company, with input from the Company's Board of Directors, in its sole discretion based upon the Company's and Executive's achievement of goals and objectives to be determined on an annual basis by the Company in a manner consistent with other senior management. Except as outlined in Section 5.2, Executive must remain an active employee through the end of any given calendar year in order to earn an Annual Bonus for that year and any such bonus will be paid prior to March 15 of the following year.
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