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. 4.1 Base Salary. 4.2 Bonus. 4.3 Equity Award. 4.4 Fringe Benefits and Perquisites. 4.5 Employee Benefits. 4.6 Vacation; Paid Time-Off. 4.7 Business Expenses. 4.8 Indemnification. 4.9 Clawback Provisions.
Compensation. 4.1 Base 4.1Base Salary. 4.2 4.2Annual Bonus. 4.3 Equity Award. 4.4 Fringe 4.4Fringe Benefits and Perquisites. 4.5 Employee 4.5Employee Benefits. 4.6 Vacation; 4.6Vacation; Paid Time-Off. 4.7 Business 4.7Business Expenses. 4.8 Indemnification. 4.9 Clawback 4.8Indemnification. 4.9Clawback Provisions.
Compensation. 4.1 Base 4.1Base Salary. 4.2 4.2Annual Bonus. 4.3 Equity Award. 4.4 Fringe 4.3Stock and Stock Option Awards. 4.4Fringe Benefits and Perquisites. 4.5 Employee 4.5Employee Benefits. 4.6 Vacation; 4.6Vacation; Paid Time-Off. 4.7 Business 4.7Business Expenses. 4.8 Indemnification. 4.9 Clawback 4.8Indemnification. 4.9Clawback Provisions.
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Compensation. The Company will pay the Executive as follows during the Employment Term: (a) Base Salary. The Company shall pay the Executive a base salary at the annual rate of Three Hundred Seventy Five Thousand Dollars ($375,000), which shall be paid in accordance with the normal payroll practices of the Company and shall be subject to applicable withholdings and deductions. Thereafter, the Executive's base salary shall be subject to review and adjustment upward by the compensation committee (the "Compensat...ion Committee") of the board of directors of Addus HomeCare Corporation ("Addus HomeCare") (the "Board of Directors") on or about each anniversary of the Effective Date for each year during the Employment Term (as adjusted from time-to-time, the "Base Salary"). (b) Bonus. The Executive, at the discretion of the Compensation Committee, shall be eligible (but not entitled) to receive an annual bonus as set forth on Exhibit A hereto. The Compensation Committee, at its sole discretion, may determine the amount of the annual bonus, if any, to which the Executive may become entitled based on the quantitative and qualitative factors described on Exhibit A or any other factors the Compensation Committee may deem appropriate from time to time. All amounts payable pursuant to this Section 3(b), if any, shall be paid within no more than thirty (30) days after completion of Addus HomeCare's audited financial statements for the most recently completed fiscal year, but in all events, in the fiscal year following the fiscal year in which the performance occurred, and shall be subject to applicable withholdings and deductions. Bonus is not salary and is earned on the day it is paid. To be eligible to receive the bonus, the Executive must be actively employed and must not have given notice of termination on or prior to such date, except as expressly provided for in this Agreement. (c) Equity Awards. The Executive has previously received equity awards pursuant to the Original Agreement. View More
Compensation. The Company will pay the Executive as follows during the Employment Term: (a) Base Salary. The Company shall pay the Executive a base salary at the annual rate of Three Two Hundred Seventy Ninety Five Thousand Dollars ($375,000), ($295,000), which shall be paid in accordance with the normal payroll practices of the Company and shall be subject to applicable withholdings and deductions. Thereafter, the Executive's base salary shall be subject to review and adjustment upward by the compensation co...mmittee (the "Compensation Committee") of the board of directors of Addus HomeCare Corporation ("Addus HomeCare") (the "Board of Directors") on or about each anniversary of the Effective Date for each year during the Employment Term (as adjusted from time-to-time, the "Base Salary"). (b) Bonus. The Executive, at the discretion of the Compensation Committee, shall be eligible (but not entitled) to receive an annual bonus as set forth on Exhibit A hereto. The Compensation Committee, at its sole discretion, may determine the amount of the annual bonus, if any, to which the Executive may become entitled based on the quantitative and qualitative factors described on Exhibit A or any other factors the Compensation Committee may deem appropriate from time to time. All amounts payable pursuant to this Section 3(b), if any, shall be paid within no more than thirty (30) days after completion of Addus HomeCare's audited financial statements for the most recently completed fiscal year, but in all events, in the fiscal year following the fiscal year in which the performance occurred, and shall be subject to applicable withholdings and deductions. Bonus is not salary and is earned on the day it is paid. To be eligible to receive the bonus, the Executive must be actively employed and must not have given notice of termination on or prior to such date, except as expressly provided for in this Agreement. (c) Equity Awards. The Executive has previously received shall be eligible to receive equity awards pursuant and, as of the Effective Date, Executive would be issued options to acquire 25,000 unrestricted shares of Addus common stock and granted 2,500 restricted shares of Addus common stock (the "Initial Grants"). The Initial Grants vest annually over a four-year period, subject to the Original Agreement. terms and conditions set forth in the Company's stock incentive plan and the respective stock agreements. View More
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Compensation. Base Salary. Your annualized base salary rate is $400,000, less standard deductions and withholding and payable bi-weekly in accordance with Tempest's regular payroll practices. Your salary shall be reviewed annually and may be adjusted in connection with any such review. Bonus Program. You will be eligible for an annual target bonus of thirty five percent (35%) of your annual base salary, as determined by the Board in its sole discretion based upon, among other things, the achievement of pre-de...termined performance milestones. Any annual bonus, if earned, shall be paid no later than March 15th of the year immediately following the year to which the applicable annual bonus relates. Withholding. Tempest shall withhold from any compensation or benefits payable to you by Tempest any federal, state and/or local income, employment and/or other similar taxes as may be required to be withheld pursuant to any applicable law or regulation. View More
Compensation. Base Salary. Your initial annualized base salary rate is $400,000, will be $500,000, less standard deductions and withholding and payable bi-weekly in accordance with Tempest's NextCure's regular payroll practices. Your salary shall be reviewed annually and may be adjusted in connection with any such review. Bonus Program. You will be eligible for an annual target bonus of thirty five percent (35%) 50% of your annual base salary, salary as determined by the Board in its sole discretion based upo...n, among other things, the achievement of pre-determined performance milestones. Any annual bonus, if earned, shall be paid no later than March 15th of the year immediately following the year to which the applicable annual bonus relates. Withholding. Tempest NextCure shall withhold from any compensation or benefits payable to you by Tempest NextCure any federal, state and/or local income, employment and/or other similar taxes as may be required to be withheld pursuant to any applicable law or regulation. View More
Compensation. Base Salary. Your annualized base salary rate as of the Effective Date is $400,000, $475,283, less standard deductions and withholding and payable bi-weekly in accordance with Tempest's regular payroll practices. Your salary shall be reviewed annually and may be adjusted in connection with any such review. Bonus Program. You will be eligible for an annual target bonus of thirty five forty percent (35%) (40%) of your annual base salary, as determined by the Board in its sole discretion based upon..., among other things, the achievement of pre-determined performance milestones. Any annual bonus, if earned, shall be paid no later than March 15th of the year immediately following the year to which the applicable annual bonus relates. Option Grants. As of the Effective Date, you acknowledge that you have been granted options to purchase 250,000 of Tempest's common stock, vesting in accordance with the terms of the grant agreements therefor, and otherwise in accordance with this Agreement. The option grant is also subject to the terms of Tempest's equity incentive arrangements, including its customary Incentive Stock Option (ISO) Grant Agreement. Withholding. Tempest shall withhold from any compensation or benefits payable to you by Tempest any federal, state and/or local income, employment and/or other similar taxes as may be required to be withheld pursuant to any applicable law or regulation. View More
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Compensation. During the Period of Employment, the Company shall pay Executive, and Executive agrees to accept from the Company, in payment for his services, a base salary of five hundred thousand dollars ($500,000) per year ("Base Salary"), payable in accordance with the Company's general payroll practices in effect from time to time (but in no event less frequently than in monthly installments). The determination of whether Executive's Base Salary will be upwardly adjusted is within the sole and absolute di...scretion of the Chief Executive Officer in consultation with the Board (or a committee of the Board). (b)ANNUAL INCENTIVE COMPENSATION. During the Period of Employment, Executive shall be entitled to participate in any annual incentive or bonus plan or plans maintained by the Company for the executive officers of the Company generally, in accordance with the terms, conditions, and provisions of each such plan as the same may be changed, amended, or terminated, from time to time in the discretion of the Board, or its designated committee. (c)EQUITY COMPENSATION. During the Period of Employment, Executive shall be eligible to receive grants of stock options, restricted stock, stock appreciation rights, or other equity compensation on such terms and conditions as determined from time to time in the discretion of the Board, or a designated committee thereof. Upon (or as may be necessary to give effect to such acceleration, immediately prior to) the occurrence of an event described in Section 7.2 of the Company's 2004 or 2014 Performance Incentive Plan, as applicable, all of Executive's then-outstanding and otherwise unvested outstanding equity awards granted by the Company shall be deemed immediately vested, notwithstanding any other provision of the applicable plans or award documentation to the contrary. View More
Compensation. During the Period of Employment, the Company shall pay Executive, and Executive agrees to accept from the Company, in payment for his her services, a base salary of five three hundred seventy-five thousand dollars ($500,000) ($375,000) per year gross ("Base Salary"), payable in accordance with the Company's general payroll practices in effect from time to time (but in no event less frequently than in monthly installments). The determination of whether Executive's Base Salary will be upwardly adj...usted is within the sole and absolute discretion of the Chief Executive Officer in consultation with the Board (or a committee of the Board). (b)ANNUAL (b) ANNUAL INCENTIVE COMPENSATION. During the Period of Employment, Executive shall be entitled to participate in any annual incentive or bonus plan or plans maintained by the Company for the executive officers of the Company generally, in accordance with the terms, conditions, and provisions of each such plan as the same may be changed, amended, or terminated, from time to time in the discretion of the Board, or its designated committee. (c)EQUITY For Fiscal Year 2020, Executive will be eligible for a target bonus of 75% of the Base Salary, subject to the achievement of specific quantitative and qualitative goals to be outlined in a separate document under the Executive Incentive Plan, and pro-rated for time served in the Executive Vice President, Chief Financial Officer role. (c) EQUITY COMPENSATION. During the Period of Employment, Executive shall be eligible to receive grants of stock options, restricted stock, stock appreciation rights, or other equity compensation on such terms and conditions as determined from time to time in the discretion of the Board, or a designated committee thereof. As part of Executive's hire into the position of Executive Vice President, Chief Financial Officer, the Company agrees to award on the next business day following the execution of this agreement the following: 10,000 restricted stock shares and 15,000 stock options pursuant to the terms and conditions of the Company's 2014 Performance Incentive Plan and applicable award agreements. Upon (or as may be necessary to give effect to such acceleration, immediately prior to) the occurrence of an event described in Section 7.2 of the Company's 2004 or 2014 Performance Incentive Plan, as applicable, all of Executive's then-outstanding and otherwise unvested outstanding equity awards granted by the Company shall be deemed immediately vested, notwithstanding any other provision of the applicable plans or award documentation to the contrary. View More
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Compensation. 3.1 Salary. Executive's salary during the Term shall be RMB 624,000 per year after tax (the "Salary"), payable monthly. 3.2 Vacation. Executive shall be entitled to 8 days of paid vacation per year. In the event that Executive remains employed by the Company for one year or more, Executive shall be entitled to 12 days of paid vacation. 3.3 Business Expenses. Executive shall be reimbursed by the Company for all ordinary and necessary expenses incurred by Executive; provided that they are incurred... and approved in writing in accordance with the Company's expense policy. 3.4 Benefits. During the Term, Executive shall be allowed to participate, on the same basis generally as other employees of the Company, in all general employee benefit plans and programs, including improvements or modifications of the same, which may exist as of the Effective Date or thereafter and which are made available by the Company to all or substantially all of its employees. Except as specifically provided herein, nothing in this Agreement is to be construed or interpreted to increase or alter in any way the rights, participation, coverage, or benefits under such benefit plans or programs to other than those provided to other employees pursuant to the terms and conditions of such benefit plans and programs. View More
Compensation. 3.1 Salary. Executive's salary during the Term shall be RMB 624,000 $50,000 per year after tax (the "Salary"), payable monthly. 3.2 Bonus. At the sole discretion of the Board, or any committee duly designated by the Board and authorized to act thereto, the Executive shall be eligible for an annual cash bonus. 3.3 Vacation. Executive shall be entitled to 8 days of paid vacation per year. In the event that Executive remains employed by the Company for one year 3 years or more, Executive shall be e...ntitled to 12 days of paid vacation. 3.3 3.4 Business Expenses. Executive shall be reimbursed by the Company for all ordinary and necessary expenses incurred by Executive; provided that they are incurred and approved in writing in accordance with the Company's expense policy. 3.4 3.5 Benefits. During the Term, Executive shall be allowed to participate, on the same basis generally as other employees of the Company, in all general employee benefit plans and programs, including improvements or modifications of the same, which may exist as of the Effective Date August 22, 2019 (the "Effective Date") or thereafter and which are made available by the Company to all or substantially all of its employees. Such benefits, plans, and programs may include, without limitation, any health, and dental insurance or 401K programs, if and when instituted. Any benefit plan currently existing or instituted by the Company after the Effective Date may be altered, change or discontinued by the Company at its sole discretion and at any time without obligation of any nature to Executive. Except as specifically provided herein, nothing in this Agreement is to be construed or interpreted to increase or 1 alter in any way the rights, participation, coverage, or benefits under such benefit plans or programs to other than those provided to other employees pursuant to the terms and conditions of such benefit plans and programs. View More
Compensation. 3.1 Salary. Salary and Bonus. Executive's salary during the Term shall be RMB 624,000 US$ 1 per year after tax (the "Salary"), payable monthly. "Salary"). At the sole discretion of the Board, or any committee duly designated by the Board and authorized to act thereto, the Executive shall be eligible for an annual cash or equity bonus. 3.2 Vacation. Executive shall be entitled to 8 days of paid vacation per year. In the event that Executive remains employed by the Company for one year or more, Ex...ecutive shall be entitled to 12 days of paid vacation. 3.3 Business Expenses. Executive shall be reimbursed by the Company for all ordinary and necessary expenses incurred by Executive; provided that they are incurred and approved in writing in accordance with the Company's expense policy. 3.4 Benefits. During the Term, Executive shall be allowed to participate, on the same basis generally as other employees of the Company, in all general employee benefit plans and programs, including improvements or modifications of the same, which may exist as of the Effective Date or thereafter and which are made available by the Company to all or substantially all of its employees. Except as specifically provided herein, nothing in this Agreement is to be construed or interpreted to increase or alter in any way the rights, participation, coverage, or benefits under such benefit plans or programs to other than those provided to other employees pursuant to the terms and conditions of such benefit plans and programs. View More
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Compensation. (a) Base Salary. During the term of Executive's employment with the Company pursuant to this Agreement, the Company shall pay to Executive as compensation for Executive's services an annual base salary of not less than $300,000.00 ("Base Salary"). Executive's Base Salary will be payable in arrears in accordance with the Company's normal payroll procedures and will be reviewed annually and subject to upward adjustment at the discretion of Executive's direct supervisor. Nothing in this Agreement e...ntitles Executive to an annual base salary of more than the above-referenced Base Salary amount. (b) Incentive Compensation. During the term of Executive's employment with the Company pursuant to this Agreement, Executive shall be entitled to participate in the Company's Short-Term Incentive Compensation Plan as in effect from time to time. Any cash compensation payable under this paragraph shall be referred to as "Incentive Compensation" in this Agreement. The Company reserves the right to amend and/or terminate its Short-Term Incentive Compensation Plan and nothing in this Agreement entitles Executive to any particular level of participation in the Company's Short-Term Incentive Compensation Plan. (c) Executive Fringe Benefits. During the term of Executive's employment with the Company pursuant to this Agreement, Executive shall be entitled to receive such executive fringe benefits as are provided to the executives in comparable positions under any of the Company's plans and/or programs in effect from time to time for which Executive is eligible to participate and to participate in such other benefit programs as are customarily available to executives of the Company, including, without limitation, paid time off and life, health and disability benefits. Nothing herein will alter or affect the right of Company, consistent with the applicable benefit plan documents, to alter, amend, or terminate such programs in its sole discretion at whatever time it chooses. (d) Tax Withholding and Offset. Executive's compensation is subject to such deductions and withholdings as are authorized by Executive or required by law and/or policies of the Company in effect from time to time. The Company, in its sole discretion, may offset any sum due from Executive to the Company (at the end of the term of this Agreement 1 or otherwise) against any amount which would otherwise be due to the Executive to the maximum extent permitted by law. (e) Expense Reimbursements. The Company shall pay or reimburse Executive for all reasonable business expenses incurred or paid by Executive in the course of performing Executive's duties hereunder, including, but not limited to, reasonable travel expenses for Executive. The Company's practice is to make such reimbursements on a monthly basis and, in any event, no later than the last day of the year immediately following the year in which Executive incurs the reimbursable expense. The amount of reimbursable expenses incurred in one taxable year shall not affect the expenses eligible for reimbursement in any other taxable year. No right to reimbursement is subject to liquidation or exchange for other benefits. As a condition to such payment or reimbursement, however, Executive shall maintain and provide to the Company reasonable documentation and receipts for such expenses. THIS AGREEMENT IS SUBJECT TO ARBITRATION 3. Term. Unless sooner terminated pursuant to Section 4 of this Agreement, and subject to the provisions of Section 5 and 6 hereof, the term of this Agreement (the "Term") shall commence as of the date hereof and shall continue until December 31, 2021. Any employment of Executive by the Company following the expiration of the Agreement will be at-will and not subject to any termination benefits set forth herein. View More
Compensation. (a) Base Salary. During the term of Executive's employment with the Company pursuant to this Agreement, the Company shall pay to Executive as compensation for Executive's his services an annual base salary of not less than $300,000.00 $750,000 ("Base Salary"). Executive's Base Salary will be payable in arrears (no less frequently than monthly) in accordance with the Company's normal payroll procedures and will be reviewed annually and subject to upward adjustment at the discretion of the Board o...f Directors of Parent and/or the Compensation Committee thereof, but will not be lowered except in connection with reductions applied to all executive officers on an equal percentage basis and other than in contemplation of or on or after a Change in Control. (b) Incentive Bonus. During the term of Executive's direct supervisor. Nothing employment with the Company pursuant to this Agreement, Executive will be eligible to participate in an annual incentive compensation program (the "Incentive Bonus") as shall be determined by the Board of Directors of Parent and/or the Compensation Committee thereof at their discretion with an annual target bonus opportunity equal to 100% of Base Salary, and allowing for payment of up to 200% of Base Salary. For avoidance of doubt, with respect to any Incentive Bonus payable for 2016, the target bonus opportunity set forth in this Agreement entitles Executive to an annual base salary of more than Section 2(b) and the above-referenced Base Salary amount. (b) set forth in Section 2(a) used to calculate the amount shall only apply for the portion of the year from September 1st through December 31st. Executive's Incentive Bonus, if any, shall be payable as soon after the end of each calendar year to which it relates as it can be determined, but in any event within two and one-half (2-1/2) months after the end of calendar year to which the Incentive Bonus relates. (c) Equity Compensation. During the term of Executive's employment with the Company pursuant to this Agreement, Executive will be eligible to receive stock options, restricted stock, restricted stock units and/or other equity awards under the Parent's applicable equity plans on such basis as the Board of Directors of Parent and/or the Compensation Committee thereof, as the case may be, may determine on a basis not less favorable than that provided to employees in comparable positions. However, nothing herein shall be entitled require the Parent to participate make any equity grants or other awards to Executive in the Company's Short-Term Incentive Compensation Plan as in effect from time to time. Any cash compensation payable under this paragraph shall be referred to as "Incentive Compensation" in this Agreement. The Company reserves the right to amend and/or terminate its Short-Term Incentive Compensation Plan and nothing in this Agreement entitles any specific year 1 (d) Executive to any particular level of participation in the Company's Short-Term Incentive Compensation Plan. (c) Executive Fringe Benefits. Perquisites. During the term of Executive's employment with the Company pursuant to this Agreement, Executive shall be entitled to receive such executive perquisites and fringe benefits as are provided to the executives in comparable positions and their families under any of the Company's plans and/or programs in effect from time to time for which Executive is eligible to participate and to participate in such other benefit programs benefits as are customarily available to executives of the Company, including, Company and their families, including without limitation, paid time off limitation vacations and life, health medical and disability benefits. Nothing herein will alter or affect insurance, in accordance with the terms and conditions of such executive perquisites, fringe benefits and plans and/or programs. (e) Tax Withholding. The Company has the right of Company, consistent with the applicable benefit plan documents, to alter, amend, deduct from any compensation payable to Executive under this Agreement social security (FICA) taxes and all federal, state, municipal or terminate other such programs in its sole discretion at whatever time it chooses. (d) Tax Withholding and Offset. Executive's compensation is subject to such deductions and withholdings taxes or charges as are authorized by Executive or required by law and/or policies of the Company may now be in effect from time to time. The Company, in its sole discretion, or that may offset any sum due from Executive to the Company (at the end of the term of this Agreement 1 hereafter be enacted or otherwise) against any amount which would otherwise be due to the Executive to the maximum extent permitted by law. (e) required. (f) Expense Reimbursements. The Company shall pay or reimburse Executive for all reasonable business expenses incurred or paid by Executive in the course of performing Executive's his duties hereunder, including, including but not limited to, to (i) reasonable travel expenses for Executive. The Company's practice is Executive and (ii) reasonable attorney's fees and costs associated with the review of this Agreement by counsel to make such reimbursements on a monthly basis and, Executive in any event, no later than the last day of the year immediately following the year in which Executive incurs the reimbursable expense. The an amount of reimbursable expenses incurred in one taxable year shall not affect the expenses eligible for reimbursement in any other taxable year. No right to reimbursement is subject to liquidation or exchange for other benefits. exceed $5,500. As a condition to such payment or reimbursement, however, Executive shall maintain and provide to the Company reasonable documentation and receipts for such expenses. THIS AGREEMENT IS SUBJECT TO ARBITRATION 3. Term. Unless sooner terminated pursuant to Section 4 Such payments and reimbursements shall be made as soon as administratively practicable following submission of this Agreement, reasonable documentation and subject to receipts for such expenses but all such payments and reimbursements shall be made no later than the provisions of Section 5 and 6 hereof, the term of this Agreement (the "Term") shall commence as last day of the date hereof and shall continue until December 31, 2021. Any employment of Executive by the Company calendar year following the expiration of calendar year in which Executive incurs the Agreement will be at-will and not subject to any termination benefits set forth herein. reimbursable expense. View More
Compensation. (a) Base Salary. During the term of Executive's employment with the Company pursuant to this Agreement, the Company shall pay to Executive as compensation for Executive's services an annual base salary of not less than $300,000.00 $400,000.00 ("Base Salary"). Executive's Base Salary will be payable in arrears in accordance with the Company's normal payroll procedures and will be reviewed annually and subject to upward adjustment from Executive's then-current base salary at the discretion of Exec...utive's direct supervisor. Nothing in this Agreement entitles Executive to an annual base salary of more than the above-referenced Base Salary amount. (b) Sign-On Bonus. The Company shall pay to Executive a one-time Sign-on Bonus of $100,000, payable on the first pay cycle. (c) Incentive Compensation. During the term of Executive's employment with the Company pursuant to this Agreement, Executive shall be entitled to participate in the Company's Short-Term Incentive Compensation Plan as in effect from time to time. Any cash compensation payable under this paragraph shall be referred to as "Incentive Compensation" in this Agreement. The Company reserves the right to amend and/or terminate its Short-Term Incentive Compensation Plan and nothing in this Agreement entitles Executive to any particular level of participation in the Company's Short-Term Incentive Compensation Plan. (c) Notwithstanding anything to the contrary herein, Executive is entitled to the same level of participation as other similarly-situated Executives, and for fiscal year 2022, the base Incentive Compensation is $150,000 which will be adjusted up or down depending on the Company's actual EBIT for fiscal year 2022 per the terms of the Delta Apparel, Inc. Short-Term Incentive Compensation Plan. In addition, during the term of this Agreement, Executive shall be entitled to participate in the Company's equity award program at the levels specified in the Restricted Stock Unit Award Agreement effective December 15, 2021 and vesting in 2022, the Restricted Stock Unit and Performance Unit Award Agreement effective December 15, 2021 and vesting in 2023, and the Restricted Stock Unit Award Agreement effective December 15, 2021 and vesting in 2024. Any conflict or inconsistency between this Agreement and the terms of any Performance Unit and/or Restricted Stock Unit Award Agreement or Plan will be governed by the terms of the applicable Award Agreement or Plan. Notwithstanding anything to the contrary above, in the event that Executive's employment is terminated by the Company other than for Cause as defined in Section 4(b) of the Agreement, the full award for the fiscal year in which the Executive's employment is terminated will immediately vest. THIS AGREEMENT IS SUBJECT TO ARBITRATION 1 (d) Executive Fringe Benefits. During the term of Executive's employment with the Company pursuant to this Agreement, Executive shall be entitled to receive such executive fringe benefits as are provided to the executives in comparable positions under any of the Company's plans and/or programs in effect from time to time for which Executive is eligible to participate and to participate in such other benefit programs as are customarily available to executives of the Company, including, without limitation, paid time off and life, health and disability benefits. Nothing herein will alter or affect the right of Company, consistent with the applicable benefit plan documents, to alter, amend, or terminate such programs in its sole discretion at whatever time it chooses. (d) (e) Tax Withholding and Offset. Executive's compensation is subject to such deductions and withholdings as are authorized by Executive or required by law and/or policies of the Company in effect from time to time. The Company, in its sole discretion, may offset any sum due from Executive to the Company (at the end of the term of this Agreement 1 or otherwise) against any amount which would otherwise be due to the Executive to the maximum extent permitted by law. (e) (f) Expense Reimbursements. The Company shall pay or reimburse Executive for all reasonable business expenses incurred or paid by Executive in the course of performing Executive's duties hereunder, including, but not limited to, reasonable travel expenses for Executive. The Company's practice is to make such reimbursements on a monthly basis and, in any event, no later than the last day of the year immediately following the year in which Executive incurs the reimbursable expense. The amount of reimbursable expenses incurred in one taxable year shall not affect the expenses eligible for reimbursement in any other taxable year. No right to reimbursement is subject to liquidation or exchange for other benefits. As a condition to such payment or reimbursement, however, Executive shall maintain and provide to the Company reasonable documentation and receipts for such expenses. THIS AGREEMENT IS SUBJECT TO ARBITRATION 3. Term. Unless sooner terminated pursuant to Section 4 of this Agreement, and subject to the provisions of Section 5 and 6 hereof, the term of this Agreement (the "Term") shall commence as of the date hereof and shall continue until December 31, 2021. Any employment of Executive by the Company following the expiration of the Agreement will be at-will and not subject to any termination benefits set forth herein. View More
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Compensation. Base Salary. During the Employment Period, the Company shall pay to the Executive an annual base salary (the "Base Salary"), which initially shall be at the rate per year as set forth in Schedule 1. The Base Salary shall be payable semi-monthly or in such other installments as shall be consistent with the Company's payroll procedures. The Base Salary may be increased at any time or from time to time, but it may not be decreased without the consent of the Executive.5.2 Bonus. The Executive shall ...be eligible for a performance bonus as set forth in Schedule 1. 5.3 Equity Awards. 5.3.1. Annual Award. Subject to any conditions set in Schedule 1, Executive shall be eligible to receive an annual equity award, subject to the terms of the Liquidity Services, Inc. Second Amended and Restated 2006 Omnibus Long-Term Incentive Plan, as amended, or any successor plan, as determined by the Board or any committee thereof. 5.4 Benefits. During the Employment Period, the Executive will be entitled to receive such other benefits approved by the Reporting Officer and made available to similarly situated senior executives of the Company, including health insurance, disability insurance, and 401(k) benefits. At all times the Company agrees to maintain Director's and Officer's Liability coverage for the Executive. Nothing contained in this Agreement shall prevent the Company from changing insurance carriers or otherwise modifying the Company's employee benefit programs. 5.5 Employee Leave. The Executive shall be entitled to all public holidays observed by the Company in addition to a total of 26 days of paid time off in accordance with the applicable policies of the Company, which shall be taken at a reasonable time or times per year. View More
Compensation. 5.1. Base Salary. During the Employment Period, the Company shall pay to the Executive an annual base salary (the "Base Salary"), which initially shall be at the rate per year as set forth in Schedule 1. The Base Salary shall be payable semi-monthly or in such other installments as shall be consistent with the Company's payroll procedures. The Base Salary may be increased at any time or from time to time, but it may not be decreased without the consent of the Executive.5.2 Executive. 5.2 Bonus. ...The Executive shall be eligible for a performance bonus as set forth in Schedule 1. 5.3 Equity Awards. 5.3.1. Annual Award. Subject to any conditions set in Schedule 1, Executive shall be eligible to receive an annual equity award, subject to the terms of the Liquidity Services, Inc. Second Amended and Restated 2006 Omnibus Long-Term Incentive Plan, as amended, Plan or any successor plan, as determined by the Board or any committee thereof. 5.3.2 Special Award. In consideration of Executive entering into this Agreement and subject to approval by the Board or any committee thereof, the Company shall grant Executive 15,000 shares of Restricted Stock pursuant to the Liquidity Services, Inc. Amended and Restated 2006 Omnibus Long-Term Incentive Plan, which grant date shall be the date the grant is approved by the Board or any committee thereof (the "Special Award"). The restrictions on the Special Award shall lapse equally over three years, with twenty five percent (25%) of the Restricted Stock vesting each year on the anniversary of the grant date. All other terms and conditions of such award shall be governed by the Liquidity Services, Inc. Amended and Restated 2006 Omnibus Long-Term Incentive Plan and the applicable award agreements. 5.4 Benefits. During the Employment Period, the Executive will be entitled to receive such other benefits approved by the Reporting Officer and made available to similarly situated senior executives of the Company, including health insurance, disability insurance, and 401(k) 401(K) benefits. At all times the Company agrees to maintain Director's and Officer's Liability coverage for the Executive. Nothing contained in this Agreement shall prevent the Company from changing insurance carriers or otherwise modifying the Company's employee benefit programs. 5.5 Employee Leave. The Executive shall be entitled to all public holidays observed by the Company in addition to a total of 26 days of paid time off in accordance with the applicable policies of the Company, which shall be taken at a reasonable time or times per year. View More
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Compensation. 4.1. Base Salary. The Executive's annual salary will be $350,000 (the "Base Salary"). The Company shall pay the Base Salary, less such withholdings and deductions as required by applicable law, to the Executive in accordance with the Company's usual payroll practices as in effect from time to time. The Base Salary shall be reviewed on an annual basis by the Board and may adjusted from time to time by the Board; provided, however, that any decrease in the Base Salary shall be made only if the Com...pany contemporaneously decreases the salaries of all senior executives and vice presidents of the Company and the Executive's Base Salary is decreased by a percentage that is not greater than the average percentage by which the salaries of such other senior executives and vice presidents are decreased. 4.2. Annual Bonus. Executive will be eligible to participate in an annual incentive program established by the Board. Executive's annual incentive compensation under such incentive program (the "Annual Bonus") shall be targeted at 50% of Executive's Base Salary (the "Target Bonus"). The Annual Bonus payable under the incentive program shall be based on the achievement of performance goals to be determined by the Board. Any Annual Bonus earned will be paid at the same time annual bonuses are paid to other executives of the Company generally, subject to Executive's continuous employment through the date of payment, except as otherwise provided in Section 5. 4.3. Employee Benefits. The Executive will be eligible to participate in the employee benefit plans, policies or arrangements maintained by the Company for its senior executive employees generally, subject to the terms and conditions of such plans, policies or arrangements; provided, however, that this Agreement will not limit the Company's ability to amend, modify or terminate such plans, policies or arrangements at any time for any reason. 4.4. Paid Time Off. Subject to the terms and conditions of the Company's policy, as may be amended from time to time, the Executive will be eligible for four weeks of paid time off each calendar year. 4.5. Reimbursement of Expenses. The Company will pay or reimburse the Executive for all reasonable business expenses incurred or paid by the Executive in the performance of his duties and responsibilities for the Company in accordance with the business expense reimbursement policies of the Company, as may be amended from time to time. View More
Compensation. 4.1. Base Salary. The Executive's annual salary will be $350,000 $375,000 (the "Base Salary"). The Company shall pay the Base Salary, less such withholdings and deductions as required by applicable law, to the Executive in accordance with the Company's usual payroll practices as in effect from time to time. The Base Salary shall be reviewed on an annual basis by the Board and may adjusted from time to time by the Board; provided, however, that any decrease in the Base Salary shall be made only i...f the Company contemporaneously decreases the salaries of all senior executives and vice presidents of the Company and the Executive's Base Salary is decreased by a percentage that is not greater than the average percentage by which the salaries of such other senior executives and vice presidents are decreased. 4.2. Annual Bonus. Executive will be eligible to participate in an annual incentive program established by the Board. Executive's annual incentive compensation under such incentive program (the "Annual Bonus") shall be targeted at 50% of Executive's Base Salary (the "Target Bonus"). The Annual Bonus payable under the incentive program shall be based on the achievement of performance goals to be determined by the Board. Any Annual Bonus earned will be paid at the same time annual bonuses are paid to other executives of the Company generally, subject to Executive's continuous employment through the date of payment, except as otherwise provided in Section 5. 4.3. Employee Benefits. The Executive will be eligible to participate in the employee benefit plans, policies or arrangements maintained by the Company for its senior executive employees generally, subject to the terms and conditions of such plans, policies or arrangements; provided, however, that this Agreement will not limit the Company's ability to amend, modify or terminate such plans, policies or arrangements at any time for any reason. 4.4. 4.3. Paid Time Off. Subject to the terms and conditions of the Company's policy, as may be amended from time to time, the Executive will be eligible for four weeks of paid time off each calendar year. 4.5. 4.4. Reimbursement of Expenses. The Company will pay or reimburse the Executive for all reasonable business expenses incurred or paid by the Executive in the performance of his duties and responsibilities for the Company in accordance with the business expense reimbursement policies of the Company, as may be amended from time to time. View More
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Compensation. (a) Salary. The Company shall pay you base salary (as may be increased, "Salary") at a rate of Nine Hundred Eleven Thousand Five Hundred Fifty Dollars ($911,550) per year for all of your services as an employee. Your Salary shall be subject to merit reviews, on or about an annual basis, while you are actively employed during the Contract Period and may at that time, be increased but not decreased. Your Salary, less deductions and income and payroll tax withholding as may be required under applic...able law, shall be payable in accordance with the Company's ordinary payroll policy, but no less frequently than monthly. (b) Bonus. You also shall be eligible to earn a bonus ("Bonus") or a Pro-Rated Bonus (as defined in paragraph 19(e)(ii)), as applicable, determined as set forth below and in paragraph 19(e)(ii). DeDe Lea As of October 2, 2019 Page 2 (i) Your Bonus for each Company fiscal year, regardless of whether such fiscal year is a 12-month period or a shorter period of time, shall be determined in accordance with the Company's annual bonus plan in effect from time to time, as determined by the Board or a committee of the Board (the "STIP"). (ii) Your target Bonus for each Company fiscal year during the Contract Period shall be 100% of your Salary (your "Target Bonus") and shall be adjusted based on the Company's performance (the "Company Performance Factor") and your individual performance (the "Individual Performance Factor"), in each case as determined by the Company and as further provided in the STIP. (c) Long-Term Incentive Compensation. During your employment under this Agreement, you shall be eligible to participate in the Company's equity incentive plan as in effect from time to time, at a level appropriate to your position and individual performance as determined by the Board or a committee of the Board, in its discretion, based on a target value of Seven Hundred Fifty Thousand Dollars ($750,000), comprised of one or more types of equity awards determined by the Board or a committee of the Board. (d) Compensation During Short-Term Disability. Your compensation for any period that you are absent due to a short-term disability ("STD") and are receiving compensation under a short-term disability plan sponsored or maintained by the Company shall be determined in accordance with the terms of such STD plan. The compensation provided to you under the applicable STD plan shall be in lieu of the Salary provided under this Agreement. Your participation in any other Company benefit plans or programs during the STD period shall be governed by the terms of the applicable plan or program documents, award agreements and certificates. View More
Compensation. (a) Salary. The Company shall pay you base salary (as may be increased, "Salary") at a rate of Nine Three Million One Hundred Eleven Thousand Five Hundred Fifty Dollars ($911,550) ($3,100,000) per year for all of your services as an employee. Robert Bakish As of August 13, 2019 Page 2 employee of the Company. Your Salary shall be subject to annual merit reviews, on or about an annual basis, reviews while you are actively employed during the Contract Period and may may, at that time, be increased... but not decreased. Your Salary, less deductions and income and payroll tax withholding as may be required under applicable law, shall be payable in accordance with the Company's ordinary payroll policy, but no less frequently than monthly. (b) Bonus. You also shall be eligible to earn a bonus ("Bonus") or a Pro-Rated Bonus (as defined in paragraph 19(e)(ii)), as applicable, determined as set forth below and in paragraph 19(e)(ii). DeDe Lea As of October 2, 2019 Page 2 (i) Your Bonus for each Company fiscal year, regardless of whether such fiscal year is a 12-month twelve (12)-month period or a shorter period of time, shall be determined in accordance with the Company's annual bonus plan in effect from time to time, time (the "STIP"), as determined by the Board or a committee of the Board (the "STIP"). Board. (ii) Your target Bonus for each Company fiscal year during the Contract Period shall be 100% of your Salary Twelve Million Four Hundred Thousand Dollars ($12,400,000) (your "Target Bonus") and shall be adjusted based on the Company's performance (the "Company Performance Factor") and your individual performance (the "Individual Performance Factor"), in each case as determined by the Company Board or a committee of the Board and as further provided in the STIP. STIP; provided, however, that the Board or a committee of the Board will review your Target Bonus during the Contract Term and may increase, but not decrease, your Target Bonus at that time. The result of such review shall be reported to you promptly after it occurs. (iii) If your Bonus for Viacom's FY 2019 or FY 2020 has not been paid prior to the Effective Date, your Bonus for such Viacom fiscal year shall be paid in accordance with the Merger Agreement. (c) Long-Term Incentive Compensation. During your employment under this Agreement, you shall be eligible to participate in receive annual grants of long-term compensation under the Company's equity incentive plan as in effect from time to time, at a level appropriate to your position and individual performance as determined by the Board or a committee of the Board, in its discretion, based on a target value of Seven Hundred Fifty Thousand Sixteen Million Dollars ($750,000), ($16,000,000) comprised of one or more types of equity awards determined by the Board or a committee of the Board. Board; provided, that, the types of equity awards provided shall not be less favorable than those provided to other senior executive officers of the Company. Your equity grants shall be made at the same time as for other senior executive officers of the Company. (d) Special Transaction Bonus Grant. As soon as practicable following the Effective Date (and in no event more than ten (10) days following such date), you shall be granted an award of restricted stock units with respect to a number of shares of Class B Common Stock of the Company with a value equal to Five Million Dollars ($5,000,000) (based on the closing price of the Company's Class B Common Stock on the trading day immediately prior to the grant date), which shall vest in equal installments on each of the first four (4) anniversaries of the Effective Date or earlier as provided in paragraph 11. (e) Compensation During Short-Term Disability. Your compensation for any period that you are absent due to a short-term disability ("STD") and are receiving compensation under a short-term disability plan sponsored or maintained by the Company shall be determined in accordance with the terms of such STD plan. The compensation provided to you under the applicable STD plan shall be in lieu of the Salary provided under this Agreement. Your participation in any other Company benefit plans or programs during the STD period shall be governed by the terms of the applicable plan or Robert Bakish As of August 13, 2019 Page 3 program documents, award agreements and certificates. View More
Compensation. (a) Salary. The Company shall pay you base salary (as may be increased, "Salary") at a rate of Nine Hundred Eleven Thousand Five Two Million Seven Hundred Fifty Thousand Dollars ($911,550) ($2,750,000) per year for all of your services as an employee. employee of the Company. Your Salary shall be subject to annual merit reviews, on or about an annual basis, reviews while you are actively employed during the Contract Period and may may, at that time, be increased but not decreased. Your Salary, l...ess deductions and income and payroll tax withholding as may be required under applicable law, shall be payable in accordance with the Company's ordinary payroll policy, but no less frequently than monthly. (b) monthly.(b) Bonus. You also shall be eligible to earn a bonus ("Bonus") or a Pro-Rated Bonus (as defined in paragraph 19(e)(ii)), as applicable, determined as set forth below and in paragraph 19(e)(ii). DeDe Lea As of October 2, 2019 Page 2 (i) Your (i)Your Bonus for each Company fiscal year, regardless of whether such fiscal year is a 12-month period or a shorter period of time, shall be determined in accordance with the Company's annual bonus plan in effect Viacom Inc. Short-Term Incentive Plan as it may be amended from time to time, or any successor plan, as determined by the Board or a committee of the Board (the "STIP"). (ii) Your (ii)Your target Bonus for each Company fiscal year during the Contract Period shall be 100% of your Salary Three Million Five Hundred Thousand Dollars ($3,500,000) (your "Target Bonus") and shall be adjusted based on the Company's performance (the "Company Performance Factor") and your individual performance (the "Individual Performance Factor"), in each case as determined by the Company or Viacom Inc. and as further provided in the STIP. For the avoidance of doubt, the Robert BakishAs of October 31, 2016Page 2 Company Performance Factor shall be based on the performance of the businesses comprising the Global Entertainment Group. (c) Long-Term Incentive Compensation. During your employment under this Agreement, you shall be eligible to participate in receive annual grants of long-term compensation under the Company's equity incentive plan as in effect from time to time, at a level appropriate to your position and individual performance Viacom Inc. 2016 Long-Term Management Incentive Plan, or any successor plan, as determined by the Board or a committee of the Board, in its discretion, based on a target value of Seven Three Million Two Hundred Fifty Thousand Dollars ($750,000), comprised of one or more types of equity awards ($3,250,000), determined and modified by the Board or a committee of the Board. (d) Compensation During Short-Term Disability. Your compensation for any period that you are absent due to a short-term disability ("STD") and are receiving compensation under a short-term disability Viacom STD plan sponsored or maintained by the Company shall be determined in accordance with the terms of such STD plan. The compensation provided to you under the applicable STD plan shall be in lieu of the Salary provided under this Agreement. Your participation in any other Company Viacom benefit plans or programs during the STD period shall be governed by the terms of the applicable plan or program documents, award agreements and certificates. View More
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Compensation. 2.1 Salary. Executive's Base Salary shall be reviewed by the Board of Directors (the "Board") for possible adjustment annually. 2.2 Bonus. Executive will be eligible for an annual discretionary bonus of up to 50% of Executive's Base Salary. Executive's annual target bonus percentage, whether Executive receives an annual bonus for any given year, and the amount of any such annual bonus, will be determined by the Board in its sole discretion based upon the Company's and Executive's achievement of ...objectives and milestones to be determined on an annual basis by the Board in consultation with Executive. Bonuses are generally paid by March 15 following the applicable bonus year, and Executive must be an active employee on the date any Annual Bonus is paid in order to earn any such Annual Bonus. Executive will not be eligible for, and will not earn, any Annual Bonus (including a prorated bonus) if Executive's employment terminates for any reason before the date Annual Bonuses are paid. 2.3 Standard Company Benefits. Executive shall continue to be entitled to participate in all employee benefit programs for which Executive is eligible under the terms and conditions of the benefit plans that may be in effect from time to time. The Company reserves the right to cancel or change the benefit plans or programs it offers to its employees at any time. 2.4 Expenses. The Company will reimburse Executive for reasonable travel, entertainment or other expenses incurred by Executive in furtherance or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy and requirements of the Internal Revenue Service as in effect from time to time. 2.5 Equity. Executive has been granted options to purchase shares of the Company's Common Stock (the "Options"), the terms of which shall continue to be governed in all respects by the governing plan documents, grant notices and stock option agreements. Executive shall be eligible to receive further stock grants and/or stock option awards in the sole discretion of the Board. View More
Compensation. 2.1 Salary. For services to be rendered hereunder, Executive shall continue to receive a base salary at the rate of two hundred thousand dollars ($200,000) per year (the "Base Salary"), subject to standard payroll deductions and withholdings and payable in accordance with the Company's regular payroll schedule. Effective upon the Company's initial public offering of its common stock, Executive's Base Salary shall be increased to two hundred thirty thousand dollars ($230,000) per year. Thereafter..., Executive's Base Salary shall be reviewed by the Board of Directors (the "Board") for possible adjustment annually. 2.2 Bonus. Executive will be eligible for an annual discretionary bonus of up to 50% 35% of Executive's Base Salary. Executive's annual target bonus percentage, whether Executive receives an annual bonus for any given year, and the amount of any such annual bonus, will be determined by the Board in its sole discretion based upon the Company's and Executive's achievement of objectives and milestones to be determined on an annual basis by the Board in consultation with Executive. Bonuses are generally paid by March 15 following the applicable bonus year, and Executive must be an active employee on the date any Annual Bonus is paid in order to earn any such Annual Bonus. Executive will not be eligible for, and will not earn, any Annual Bonus (including a prorated bonus) if Executive's employment terminates for any reason before the date Annual Bonuses are paid. 2.3 Standard Company Benefits. Executive shall continue to be entitled to participate in all employee benefit programs for which Executive is eligible under the terms and conditions of the benefit plans that may be in effect from time to time. The Company reserves the right to cancel or change the benefit plans or programs it offers to its employees at any time. 2.4 Expenses. The Company will reimburse Executive for reasonable travel, entertainment or other expenses incurred by Executive in furtherance or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy and requirements of the Internal Revenue Service as in effect from time to time. 2.5 Equity. Executive has been granted options to purchase shares of the Company's Common Stock (the "Options"), the terms of which shall continue to be governed in all respects by the governing plan documents, grant notices and stock option agreements. Executive shall be eligible to receive further stock grants and/or stock option awards in the sole discretion of the Board. View More
Compensation. 2.1 Salary. Executive's Base Salary shall be reviewed by the Board of Directors (the "Board") for possible adjustment annually. 2.2 Bonus. Executive will be eligible for an annual discretionary bonus of up to 50% Thirty-Five Percent (35%) of Executive's Base Salary. Executive's annual target bonus percentage, whether Salary or such higher amount as may be determined by the Company's Board of Directors ("Board") (or Compensation Committee thereof) from time to time. Whether Executive receives an ...annual bonus for any given year, bonus, and the amount of any such annual bonus, will be determined by the Board in its sole discretion based upon the Company's and Executive's achievement of objectives and milestones to be determined on an annual basis by the Board in consultation with Executive. Board. Bonuses are generally paid by March 15 following the applicable bonus year, and Executive must be an active employee on the date any Annual Bonus is paid in order to earn any such Annual Bonus. Executive will not be eligible for, and will not earn, any Annual Bonus (including a prorated bonus) if Executive's employment terminates for any reason before the date Annual Bonuses are paid. paid except as agreed to in Section 3.2. 2.3 Standard Company Benefits. Executive shall continue to be entitled to participate in all employee benefit programs for which Executive is eligible under the terms and conditions of the benefit plans that may be in effect from time to time. time and provided by the Company to its employees. The Company reserves the right to cancel or change the benefit plans or programs it offers to its employees at any time. 2.4 2.3 Expenses. The Company will reimburse Executive for reasonable travel, entertainment or other expenses expenses, including cellular phone, incurred by Executive in furtherance or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy and requirements of the Internal Revenue Service as in effect from time to time. 2.5 Equity. Additionally, Company will reimburse Executive for expenses related to his certified public accountant status including continuing professional education (including travel and class costs with prior approval of CEO), license renewal, and membership fees for the AICPA and UACPA. 2.4 Other. The Company has been granted options D&O insurance coverage and will specifically name Executive as a covered employee under that policy before the Executive will be required to purchase shares of the Company's Common Stock (the "Options"), the terms of which shall continue to be governed in all respects by the governing plan documents, grant notices sign any Securities and stock option agreements. Executive shall be eligible to receive further stock grants and/or stock option awards in the sole discretion of the Board. Exchange Commission filings. The Company will also enter into its standard Indemnification Agreement with Executive. View More
Compensation. 2.1 Salary. Executive's Base Salary For services to be rendered hereunder, Executive shall be reviewed by receive a base salary at the Board rate of Directors Three Hundred Fifty Thousand dollars ($350,000) per year (the "Board") for possible adjustment annually. "Base Salary"), subject to standard payroll deductions and withholdings and payable in accordance with the Company's regular payroll schedule. 2.2 Bonus. Executive will be eligible for an annual discretionary target bonus of up to 50% T...wenty Percent (20%) of Executive's Base Salary. Executive's annual target bonus percentage, whether Salary (the "Annual Bonus"). Whether Executive receives an annual bonus Annual Bonus for any given year, and the amount of any such annual bonus, Annual Bonus, will be determined by the Board in its sole discretion based upon the Company's and Executive's achievement of objectives and milestones to be determined on an annual basis by the Board in consultation with Executive. Bonuses are generally paid by March 15 following the applicable bonus year, and Executive must be remain an active employee on through the date end of any Annual Bonus is paid given calendar year in order to earn an Annual Bonus for that year and any such Annual Bonus. bonus will be paid prior to March 15 of the year following the year in which Executive's right to such amount became vested. Executive will not be eligible for, and will not earn, any Annual Bonus (including a prorated bonus) if Executive's employment terminates for any reason before the date Annual Bonuses are paid. end of the calendar year. 2.3 Standard Company Benefits. Executive shall continue to be entitled to participate in all employee benefit programs for which Executive is eligible under the terms and conditions of the benefit plans that may be in effect from time to time. time and provided by the Company to its employees. The Company reserves the right to cancel or change the benefit plans or programs it offers to its employees at any time. 2.4 Expenses. The Company will reimburse Option Grant. Subject to approval by the Board, Executive for reasonable travel, entertainment or other expenses incurred by Executive in furtherance or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy and requirements of the Internal Revenue Service as in effect from time to time. 2.5 Equity. Executive has been shall be granted options an option to purchase 2,103,305 shares of the Company's Common Stock in the Company at the fair market value on the date of grant (the "Options"), the terms of which "Option"). The Option shall continue to be governed in all respects by the terms of the governing plan documents, grant notices documents and stock option agreements. agreement between Executive and the Company, which shall be eligible provide for the following vesting schedule; 1⁄4 of the shares subject to receive further stock grants and/or stock option awards the Option shall vest one (1) year after grant, with the remaining shares vesting in equal monthly installments over the three (3) years thereafter. The Option Agreement shall also provide, among other things, that all shares shall immediately vest in the sole discretion event of a Change in Control in which the Board. Option is not assumed by the acquiring company. Future option grants may be offered by the Board to the Executive in its discretion. View More
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