Compensation Contract Clauses (7,502)

Compensation. (a) As compensation for your services under this Agreement, you shall be entitled to receive base salary and other compensation to be determined from time to time by the Board in its sole discretion. In addition, you shall be entitled to participate in any additional bonus, incentive compensation or employee benefit arrangement which may be established from time to time by the Company in its sole discretion. Notwithstanding anything to the contrary provided in this Agreement, prior to a Change i...n Control you shall not be entitled to receive any compensation from the Company upon termination, voluntary or involuntary, of your employment with the Company, regardless of the reason for such termination. (b) The Company shall reimburse you, in accordance with Company policy in effect from time to time, for all reasonable travel, entertainment and other business expenses incurred by you in the performance of your responsibilities under this Agreement promptly upon receipt of written substantiation of such expenses. View More

Compensation. During the term of this Agreement: (a) Employee shall be paid a base salary at the rate of $500,000 per annum ("Annual Base Salary"), payable in accordance with Employer's normal payroll practices (but not less frequently than monthly), as such practices may be determined from time to time, and subject to customary tax withholdings. The Compensation Committee of the Board (the "Committee") will review the Annual Base Salary at least annually and, in its discretion, may increase such salary. (b) ...Employee shall be eligible to receive an annual bonus, determined in the sole discretion of the Committee ("Annual Bonus"), with respect to each fiscal year during the term, with an annual target bonus equal to 100% of the Annual Base Salary in effect as of the beginning of such fiscal year (the "Target Bonus"); provided, however, that the actual Annual Bonus may be higher or lower than the Target Bonus and shall be prorated for any partial year. (c) Employee shall be eligible for additional or special compensation, such as equity awards, incentive pay or bonuses, based upon Employee's performance as the Committee may in its discretion from time to time determine. Any amounts payable under this Section 4(c) that constitute "nonqualified deferred compensation" within the meaning of Section 409A (as defined in Section 14(a)) shall be subject to such terms or conditions that satisfy the applicable requirements of Section 409A. All such payments, and any other compensation provided by Employer to Employee, whether under this Agreement or otherwise, will be subject to such deductions and clawback (recovery) as may be required to be made pursuant to law, government regulation, order, stock exchange listing requirement (or any policy of Employer adopted pursuant to any such law, government regulation, order or stock exchange listing requirement) or by agreement with, or consent of, Employee. View More

Compensation. 2.1(a) Base Compensation. Commencing on the effective date of this Agreement, the Executive shall receive an annual base compensation (the "Base Compensation") of $ 180,000 but not less than 720,000 New Israeli Shekels during the first year of the Initial Term, with an annual increase review per year thereafter during the Term of this Agreement. Such Base Compensation review shall be on or about January 1st of a given contract year. The Base Compensation shall be payable in 12 equal installments... consistent with the Company's normal payroll schedule, subject to applicable withholding and other taxes, and shall not be decreased for any reason. The Base Compensation will be paid, at Executive discretion in NIS translated pursuant to the official representative rate of exchange of the US$ as published by the Bank of Israel on the payment date. Should VAT be imposed on Base Compensation, Such VAT will be added to the Base Compensation and paid by the Company. Any deductions required to be made by the Company and submitted to relevant tax or other authorities will be deducted at source. Payments may be made through an Israeli Subsidiary. 2.1(b) Taxes. The Executive shall be solely responsible for, and will make proper and timely payment of, any and all withholding, taxes, duties, fees and/or other impositions that may be levied pursuant to applicable law upon the Executive in connection with the provision of the services provided in this Agreement. In the event that pursuant to any law or regulation, tax is required to be withheld at source from any payment made to the Executive, the Company shall withhold said tax at the rate set forth in the certification issued by the appropriate taxing authority or at the rate determined by said law or regulation. 2.2 Incentive Compensation. The Executive shall be entitled to receive such bonus payments or incentive compensation as may be determined at any time or from time to time by the Board of Directors of the Company (or any authorized committee thereof) in its discretion. Such potential bonus payments and/or incentive compensation shall be considered at least annually by the Board or committee and shall relate to the following: 1. A share price incentive bonus associated with the share price of the Company's Common Stock, as reported, quoted or traded, as the case may, as more fully described on Annex 1 to this Agreement. View More

Compensation. During the term of this Agreement, the Company agrees to pay and the Consultant agrees to accept as compensation, $70,000 per month, beginning January 1, 2016. The monthly consulting fee will be payable on the 15th day of each month. In addition to the foregoing compensation, the Company will reimburse the Consultant for the reasonable travel and lodging expenses of the Consultant and other ordinary and necessary business expenses incurred by the Consultant in the performance of his duties, and ...will assign to Consultant title to the black 2010 Ford 4x4 (model F150 King Ranch Crew Cab, VIN#1FTFW1EVOAKE708620) currently in the name of the Company on or as soon as administratively feasible following the effective date of this Agreement. View More

Compensation. a. Base Salary. The Company will pay Executive during the Term an annual Base Salary of two hundred and twenty five thousand dollars per year ($225,000.00 per year), which may be adjusted from time to time by the independent members of the Board of Directors or Compensation Committee of the Board of Directors, if any. b. Bonus. Executive shall be eligible to earn bonus payments from the Company as follows. (i) Discretionary Bonus. Executive will be eligible each year to receive a discretionary b...onus (the "Discretionary Bonus") in addition to Executive's Base Salary, which will be awarded in such amounts as the Company's Board of Directors will determine. Such bonus for any year, if any, will be paid following Audit Committee approval of year end financials, but in any event by March 15 of the year immediately after the year for which the Discretionary Bonus was earned. c. Equity Awards. Subject to and in accordance with the Company's 2016 Stock Incentive Plan (the "2016 Plan") or any similar plan as the Company may adopt from time to time, the Company may grant to Executive long term incentives from time to time in the form of restricted cash settled payments or restricted equity subject to certain vesting requirements pursuant to its long term incentive program. Unless otherwise provided in the award agreement governing the award of such stock options, the exercise price of any stock options so awarded will be equal to the closing price on the date of grant, and such options will include a cashless exercise option and a term of no less than five years from the date of grant. d. Withholding. All payments to Executive under this Agreement will be subject to withholding as required by law. View More

Compensation. (a) Base Salary. During the Employment Term, the Company will pay Executive as compensation for his services a base salary at the annualized rate of three hundred thousand dollars ($300,000) (the "Base Salary"). The Base Salary will be paid periodically in accordance with the Company's normal payroll practices and be subject to the usual, required withholdings, and change at the Company's discretion, including annual review by the Board for any appropriate adjustment. (b) Bonus. Executive shall ...be eligible to be considered for an annual, performance-based, cash bonus of up to 40% of Executive's Base Salary for each calendar year, which bonus shall be awarded in the sole discretion of the Compensation Committee of the Board of Directors based on a recommendation from the CEO, which shall be based on Executive's performance in the prior calendar year against metrics established for such year by the Company. Any bonus awarded shall be paid by no later than March 15 following the calendar year to which the bonus corresponds. If Executive is terminated by or leaves the Company prior to the end of a given calendar year, then the Company shall have no obligation to pay a bonus to Executive for such year. Executive will be eligible to participate in the 2014 bonus plan effective January 1, 2014. (c) Signing Bonus. Executive shall be paid a signing bonus equal to $15,000 via a regularly scheduled payroll that is within 30 days of the Start Date. If Executive terminates his employment with Company for any reason within one year of the Start Date the bonus will be refundable in full and may be set off against any other amounts due Executive upon termination. (d) Equity Grant. In connection with the commencement of Executive's employment, the Company will recommend that the Board of Directors grant Executive an option to purchase 93,000 shares of common stock of the Company (the "Stock Option"), with an exercise price equal to the fair market value on the date of grant. The Stock Option will vest at the rate of 25% of the shares on the twelve (12) month anniversary of Executive's Vesting Commencement Date (as defined in his Stock Option Agreement, which date will be the first day of the Employment Term) and the remaining Stock Option shares will vest monthly thereafter at the rate of 1/48 of the total number of the Option Shares per month. Vesting will, of course, depend on Executive's continued employment with the Company. The Stock Option will be subject to the terms of the Company's 2013 Equity Incentive Plan (the "Plan"). In the event that there is a Change in Control (as such term is defined in the Plan), and the Executive is terminated from employment without Cause (as defined below) or resigns for a Good Reason (as defined below) on or within twelve (12) months after the effective date of such Change in Control, then one hundred percent (100%) of the unvested portion of the Stock Option shall vest and become exercisable at the time of Executive's termination from employment. The Stock Option will be subject to the terms of the Plan and a stock option agreement between Executive and the Company. View More

Compensation. a. Corporation shall pay to Employee as compensation for his services, a base salary, which shall be paid in such intervals as salaries are paid generally to other executive officers of the Corporation, as follows: 1. For the year beginning January 1, 2018 and ending on December 31, 2018, the base salary shall be $649,000.

Compensation. 2.1 Base Salary. For services to be rendered hereunder, Executive will receive a base salary at the rate of $250,000 per year (the "Base Salary") less standard payroll deductions and withholdings and payable in accordance with the Company's regular payroll schedule. The Base Salary will be reviewed from time to time (at least annually) and may be increased (but not decreased) by the Compensation Committee of the Board (the "Committee"), with such input as it may request from the Company's Chief ...Executive Officer, and otherwise in accordance with the established procedures of the Company for adjusting salaries of similarly situated employees; provided that, subject to the terms of this Agreement, the Base Salary may be decreased in accordance with a uniform reduction in base salaries applicable to all senior executives of the Company. 2.2 Annual Bonus Opportunity. Whether Executive receives an Annual Bonus for any given year, and the amount of any such Annual Bonus, will be determined in the good faith discretion of the Committee, based upon the Company's management incentive plan (or equivalent annual cash performance bonus plan or program) as established and amended by the Committee from time to time. To earn an Annual Bonus, Executive must continue in service through the end of the applicable year to which such Annual Bonus relates, except in the case of certain types of termination, as provided in Section 11 below. The actual Annual Bonus earned, if any, will be paid in a lump sum cash payment on or before March 15 of the year following the year to which such Annual Bonus relates. View More

Compensation. During the Term of this Agreement, Employee will be entitled to receive base salary ("Base Salary"), payable in accordance with the Company's normal payroll practices in effect. During the Term, Employee's annual rate of Base Salary will be one million dollars ($1,000,000). (b) Payroll. Nothing in this Agreement shall limit the Company's right to modify its payroll practices, as it deems necessary. (c) Annual Bonuses. During the Term, Employee shall be eligible to receive annual performance bonu...ses based on such Company and/or individual performance criteria as determined by the Compensation Committee (the "CCLG") of the Board of Directors of Lions Gate Entertainment Corp. ("Lions Gate"), in its discretion and in consultation with the CEO. Commencing with the Company's 2018 fiscal year, the target amount of such annual bonus will be one hundred percent (100%) of Employee's Base Salary. Except as expressly provided in Section 7 below, Employee must be employed with the Company through the end of the Company's fiscal year to be eligible to receive a bonus for such fiscal year. Any such bonus will be paid as soon as practicable after the end of the applicable fiscal year and in all events within the "short-term deferral" period provided under Treasury Regulation Section 1.409A-1(a)(4) (generally within two and one‐half months after the end of the fiscal year for which the bonus is paid). Notwithstanding the foregoing, the provisions of Employee's Prior Agreement shall govern as to Employee's bonus for the Company's 2017 fiscal year. (d) Special Bonus Opportunity. Employee shall be granted the opportunity to receive a cash bonus in the amount of $1,000,000 (the "Special Bonus"), provided that the Special Bonus will be payable only if (a) Lions Gate achieves specified performance goals established by the CCLG for the Special Bonus, and (b) Employee's employment with the Company continues through the period specified by the CCLG. The performance goals for the Special Bonus will be finalized by the CCLG within thirty (30) days following the date of this Agreement and will generally relate to the achievement of certain synergies in connection with Lions Gate's acquisition of Starz and the integration of the two companies following the transaction. (e) Tax Withholding. Notwithstanding anything else herein to the contrary, the Company may withhold (or cause there to be withheld, as the case may be) from any amounts otherwise due or payable under or pursuant to this Agreement such federal, state and local income, employment, or other taxes as may be required to be withheld pursuant to any applicable law or regulation. Mr. James W. BargeDecember 28, 20167 3. BENEFITS As an employee of the Company, Employee will continue to be eligible to participate in all benefit plans to the same extent as other similarly situated salaried employees of the Company (including the Company's co-Chief Operating Officers and division heads) and in all events subject to the terms of such plans. For the sake of clarity, such plans do not include compensation and/or any bonus plans. Employee shall accrue no paid vacation. (b) Employee will be eligible to be reimbursed for any business expenses in accordance with the Company's current Travel and Entertainment policy. (c) In addition, to the extent the following are within the Company's policy and practice then in effect for similarly situated employees (including the Company's co-Chief Operating Officers and division heads), Employee shall be entitled to (i) business class travel for flights in excess of four (4) hours; (ii) all customary "perqs" of division heads and the co-Chief Operating Officers of the Company; (iii) a cell phone, which may be expensed; (iv) a reserved parking space; and (v) reimbursement for all expenses reasonably incurred in connection with his employment. (d) The Company reserves the right to modify, suspend or discontinue any and all of the above referenced benefits, plans, practices, policies and programs (including those in Section 3) at any time (whether before or after termination of employment) without notice to or recourse by Employee so long as action is taken in general with respect to other similarly situated persons (including the Company's co-Chief Operating Officers and division heads) and does not single out Employee. View More

Compensation. 2.1 The Company will pay you a starting salary at the rate of $500,000 USD per year which shall accrue day to day and be payable in equal monthly instalments in arrears in accordance with the Company's standard payroll schedule. Your salary will be subject to annual review. 2.2 In addition, you will be eligible for an incentive bonus of up to 50% of your base salary for each fiscal year of the Company, based on the achievement of performance objectives to be mutually agreed upon by you and the B...oard each year. Any bonus for the fiscal year in which your employment begins will be prorated, based on the number of days you are employed by the Company during that fiscal year. Any bonus for a fiscal year will be paid within 2 1⁄2 months after the close of that fiscal year, but only if you are still employed by the Company at the time of payment. However, if you are terminated Without Cause after the fiscal year end and your Termination Date is prior to the day when the bonus is paid, you are eligible for any accrued, unpaid bonuses earned by you (provided that any such bonus has been awarded by the Board). The Board or the Compensation Committee may, in its sole discretion, determine not to award a bonus or to award a bonus at less than maximum eligibility. You acknowledge that a Bonus is neither required nor guaranteed by this Agreement. The determinations of the Board (based on the recommendations of the Compensation Committee) with respect to your bonus will be final and binding. 2.3 The above amounts will be paid to you in USD or GBP calculated based on monthly average exchange rates. -2- 2.3 By entering into this employment contract, you consent to the deduction from your salary and any bonus (or any sum due from the Company or any Group Company) any sums that you owe to the Company or any Group Company from time to time and agree to make payment to the Company or any Group Company of any sums owed by you to the Company or any Group Company upon demand by the Company at any time. This sub Clause is without prejudice to the right of the Company and any Group Company to recover any sums or balance of sums owed by the Executive to the Company or any Group Company by legal proceedings. View More