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. (a) Base Salary. Employee's base salary shall be $195,000 per annum and shall be subject to increase from time to time in the Board's sole discretion (the "Base Salary"), which salary shall be paid by the Company in regular installments in accordance with the Company's general payroll practices (in effect from time to time). (b) Annual Bonus. During Employee's employment with the Company, Employee shall be eligible to receive an annual discretionary incentive payment based upon the attainment of... one or more pre-established performance goals and/or such other criteria as may be established by the Board in its sole discretion. View More
Compensation. (a) Base Salary. Employee's base salary for serving as Interim Chief Executive Officer and Executive Chairman shall be $195,000 $210,000 per annum and shall be subject to increase from time to time in the Board's sole discretion (the "Base Salary"), which salary shall be paid by the Company in regular installments in accordance with the Company's general payroll practices (in effect from time to time). (b) Annual Bonus. During Employee's employment with the Company, Employee shall be eligible to... receive an annual discretionary incentive payment based upon the attainment of one or more pre-established performance goals and/or such other criteria as may be established by the Board in its sole discretion. View More
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Compensation. In consideration of the Services to be rendered by Consultant hereunder, during the Term the Company agrees to pay the Consultant as follows: (a) Monthly Payment. In consideration for the Services provided to the Company by the Consultant, the Company shall pay the Consultant a monthly cash fee of $20,000 per month (the "Base Consulting Fee"), payable in accordance with the Company's standard practices. (b) Annual Increase. The Base Consulting Fee may be adjusted from time to time, by mutual wri...tten agreement of the parties to reflect, amongst other things cost of living increases and compensation paid to executive officers of companies similar to the Company. (c) Bonus. As additional consideration for the Services provided by the Consultant during the Term, the Consultant shall be entitled to receive additional, variable performance incentive bonuses in the form of cash or equity, the amount of which, if any, shall be determined by the Board of Directors of the Company in its sole discretion. View More
Compensation. In consideration of the Services to be rendered by Consultant hereunder, during the Term the Company agrees to pay the Consultant as follows: (a) Monthly Payment. In consideration for the Services provided to the Company by the Consultant, the Company shall pay the Consultant a monthly cash fee of $20,000 $7,500 per month (the "Base Consulting Fee"), payable in accordance with the Company's standard practices. (b) Annual Increase. The Base Consulting Fee may be adjusted from time to time, by mut...ual written agreement of the parties to reflect, amongst other things cost of living increases and compensation paid to executive officers of companies similar to the Company. (c) Bonus. As additional consideration for the Services provided by the Consultant during the Term, the Consultant shall be entitled to receive additional, variable performance incentive bonuses in the form of cash or equity, the amount of which, if any, shall be determined by the Board of Directors of the Company in its sole discretion. (d) Options. As additional consideration for the Services provided by the Consultant during the Term, the Consultant will be compensated with (i) 200,000 options, grant price of $1.00, vesting evenly over twenty four months and an additional 200,000 options, grant price of $1.00, awarded the first month the Company achieves $4 million of net revenues. (e) Income taxes. The Consultant will be responsible for any State and Federal income taxes as a result of this Agreement. View More
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Compensation. 4.1 Base Salary. Commencing on the Effective Date, during the Term, the Company hereby agrees to pay to the Employee an annual base salary of One Hundred Sixty-Five Thousand Dollars ($165,000). When used herein, "Base Salary" shall refer to the base salary described in the preceding sentence that is in effect at that time, and as may be increased from time to time. Such Base Salary shall be payable in accordance with the Company's normal payroll practices, and such Base Salary is subject to with...holding and social security, unemployment and other taxes. Increases in Base Salary shall be considered by the Board and/or the Chief Executive Officer. Employment Agreement: M.A. Whitney 4.2 Performance Bonus. For the calendar year commencing January 1, 2012, and for each calendar year thereafter, the Employee shall be eligible to receive an annual cash bonus (the "Bonus") based on the Company's attainment of reasonable financial objectives to be determined annually by the Board, as well as Employee's achievement of agreed upon goals annually. The annual Bonus target will equal Forty Percent (40%) of the applicable year's beginning Base Salary and will be payable if the Board determines, in its sole and exclusive discretion, that that year's financial objectives have been fully met. The Bonus shall be paid in accordance with the Company's bonus plan, as approved by the Board, and, in any event, within two and a half (2 1⁄2) months after the end of the fiscal year to which the bonus relates. 4.3 Equity Grants. Employee shall be entitled to participate in stock option ("Option"), restricted stock ("Restricted Stock"), restricted stock units ("RSUs") and other equity incentive programs presently in effect or in effect from time to time in the future on such terms and to such level of participation as the Board or the Compensation Committee of the Board shall determine to be appropriate, bearing in mind the Employee's position and responsibilities. Except as otherwise provided herein, the terms of any Options, Restricted Stock, RSUs and other equity incentives shall be governed by the relevant plans under which they are granted and described in detail in applicable agreements between the Company and the Employee. 4.4 Other Benefits. The Employee shall be entitled to paid annual vacation time, which shall accrue on the same basis as for other employees of the Company of similar rank and in accordance with the Company's generally established policies, but which shall in no event be less than four (4) weeks for any twelve (12) month period. The Employee also shall be entitled to participate, on the same terms as other employees of the Company participate, in any medical, dental or other health plan, pension plan, profit-sharing plan and life insurance plan that the Company may adopt or maintain, any of which may be changed, terminated or eliminated by the Company at any time in its exclusive discretion. View More
Compensation. 4.1 Base Salary. Commencing on the Effective Date, during the Term, the The Company hereby agrees to pay to the Employee an annual base salary of One Hundred Sixty-Five Sixty Thousand Dollars ($165,000). When used herein, "Base Salary" shall refer to the base salary described in the preceding sentence that is in effect at that time, and as may be increased from time to time. ($160,000) ("Base Salary"). Such Base Salary shall be payable in accordance with the Company's normal payroll practices, a...nd such Base Salary is subject to withholding and social security, unemployment and other taxes. Increases in Base Salary shall be considered by the Board and/or the Chief Executive Officer. Board. First Amended and Restated Employment Agreement: M.A. Whitney D. Hall 4.2 Performance Bonus. For the calendar year commencing January 1, 2012, 2005, and for each calendar year thereafter, the Employee shall be eligible to receive an annual cash bonus (the "Bonus") based on the Company's attainment of reasonable financial objectives to be determined annually by the Board, as well as Employee's achievement of agreed upon goals annually. Board. The maximum annual Bonus target will equal Forty Percent (40%) fifty percent (50%) of the applicable year's beginning Base Salary and will be payable if the Board determines, in its sole and exclusive discretion, that that year's financial objectives have been fully met. The Bonus shall be paid in accordance with the Company's bonus plan, as approved by the Board, and, in any event, within two Board. 4.3 Grants of Options and a half (2 1⁄2) months after the end of the fiscal year to which the bonus relates. 4.3 Equity Grants. Restricted Stock. Employee shall be entitled to participate in stock option ("Option"), restricted stock ("Restricted Stock"), restricted stock units ("RSUs") Stock Option, Restricted Stock, Restricted Stock Unit ("RSU") and other equity incentive programs plans presently in effect or in effect from time to time in the future on such terms and to such level of participation as the Board or the Compensation Committee of the Board shall determine to be appropriate, bearing in mind the Employee's position and responsibilities. Except as otherwise provided herein, the The terms of any Options, Restricted Stock, RSUs and other equity incentives shall be governed by the relevant plans under which they are granted issued and described in detail in applicable agreements between the Company and the Employee. 4.4 Other Benefits. The Company shall provide the Employee with a cellular telephone and will pay or reimburse the Employee's monthly service fee and costs of calls attributable to Company business. The Employee shall be entitled to paid annual vacation time, vacation, which shall accrue on the same basis as for other employees of the Company of similar rank and in accordance with the Company's generally established policies, rank, but which shall in no event be less than four (4) three (3) weeks for any twelve (12) month period. period commencing May 15th of each year. The Employee also shall be entitled to participate, on the same terms as other employees of the Company participate, in any medical, dental or other health plan, pension plan, profit-sharing plan and life insurance plan that the Company may adopt or maintain, any of which may be changed, terminated or eliminated by the Company at any time in its exclusive discretion. View More
Compensation. 4.1 Base Salary. Commencing on the Effective Date, during the Term, the Company hereby agrees to pay to the Employee an annual base salary of One Two Hundred Sixty-Five Twenty Thousand Dollars ($165,000). ($220,000). When used herein, "Base Salary" shall refer to the base salary described in the preceding sentence that is in effect at that time, and as may be increased from time to time. Such Base Salary shall be payable in accordance with the Company's normal payroll practices, and such Base Sa...lary is subject to withholding and social security, unemployment and other taxes. Increases in Base Salary shall be considered by the Board and/or the Chief Executive Officer. Employment Agreement: M.A. Whitney 4.2 Performance Bonus. For the calendar year commencing January 1, 2012, 2014, and for each calendar year thereafter, the Employee shall be eligible to receive an annual cash bonus (the "Bonus") based on the Company's attainment of reasonable financial objectives to be determined annually by the Board, as well as Employee's achievement of agreed upon goals annually. The annual Bonus target will equal Forty Percent (40%) of the applicable year's beginning Base Salary and will be payable if the Board determines, in its sole and exclusive discretion, that that year's financial objectives have been fully met. The Bonus shall be paid in accordance with the Company's bonus plan, as approved by the Board, and, in any event, within two and a half (2 1⁄2) months after the end of the fiscal year to which the bonus relates. 4.3 Equity Grants. Employee shall be entitled to participate in stock option ("Option"), restricted stock ("Restricted Stock"), restricted stock units ("RSUs") and other equity incentive programs presently in effect or in effect from time to time in the future on such terms and to such level of participation as the Board or the Compensation Committee of the Board shall determine to be appropriate, bearing in mind the Employee's position and responsibilities. Except as otherwise provided herein, the terms of any Options, Restricted Stock, RSUs and other equity incentives shall be governed by the relevant plans under which they are granted and described in detail in applicable agreements between the Company and the Employee. 4.4 Bar Dues and Continuing Education. The Company shall reimburse Employee for dues payable to the State Bars of California and Texas and the American Bar Association, or other professional organizations reasonably related to the Employee's duties and shall pay or reimburse the Employee for costs reasonably incurred in attending seminars and conferences to satisfy minimum continuing education requirements of the State Bars of California and Texas or to further his expertise in areas relevant to his employment by the Company. The Company recognizes that some conferences may require travel by the Employee and the Company agrees to reimburse Employee for the reasonable costs of travel. 4.5 Other Benefits. The Employee shall be entitled to paid annual vacation time, which shall accrue on the same basis as for other employees of the Company of similar rank and in accordance with the Company's generally established policies, but which shall in no event be less than four (4) weeks for any twelve (12) month period. The Employee also shall be entitled to participate, on the same terms as other employees of the Company participate, in any medical, dental or other health plan, pension plan, profit-sharing plan and life insurance plan that the Company may adopt or maintain, any of which may be changed, terminated or eliminated by the Company at any time in its exclusive discretion. View More
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Compensation. Subject to the terms and conditions of this Agreement, during the Employment Period, the Employee shall be compensated by the Corporation for his services as follows: (a) The Employee shall receive a rate of salary that is $300,000 per year (the "Salary") starting January 1st 2020, payable in substantially equal monthly or more frequent installments and subject to normal and customary tax withholding and other deductions, all on a basis consistent with the Corporation's normal payroll procedures... and policies and prorated for any partial years of employment. The Employee's salary rate will be eligible for annual positive adjustment based on Corporation and individual performance, and within budgetary guidelines for such adjustments, as recommended by the CEO and President and subject to Board review and approval in its sole discretion. (b) The Employee shall be eligible to receive, for each calendar year during the Employment Period (prorated for any partial years of employment), a bonus (the "Bonus") of up to 35% of the Employee's then applicable Salary and a stretch bonus (the "Stretch Bonus") of up to an additional 35% of the Employee's then applicable Salary, both of which will be based on a combination of the Corporation and the Employee achieving certain performance goals, with emphasis on the Corporation performance. The Corporation and Individual performance goals and mix of those goals for the Employee shall be determined by the CEO, the President and the Board in their sole discretion, within the first ninety (90) days following the commencement of such calendar year. The Bonus and Stretch Bonus, if any, shall accrue (and be computed) upon the completion of the applicable calendar year and shall be paid on or about February 15th of the calendar year following the end of the calendar year to which the Bonus and Stretch Bonus relates. Except as provided in Section 6, the Employee must remain continuously employed with the Corporation through December 31st of the applicable performance year in order to be eligible to receive his bonus payment entitlement ("earned bonus"). (c) The employee shall be eligible to participate in the Two-Year Leadership Team Bonus incentive ("TYLTB") of which payout and conditions for the payout are outlined in Exhibit A and which rewards Company performance through the 2021 year, with the bonus paid in 2022 as part of the normal year-end review cycle if performance merits. The final payout under the TYLTB is subject to Board review of calculation. The TYLTB shall be paid in addition and not in lieu of employee's compensation as specified in sections 4 (a) and 4 (b). (d) The Employee shall be reimbursed by the Corporation for all reasonable, direct and verifiable business, travel and entertainment expenses incurred or paid by the Employee during the Employment Period and in the performance of his services under this Agreement. (e) The Employee shall be entitled to all scheduled holidays of the Corporation as well as yearly paid vacation as outlined in the Corporation's "Work Hard, Play Hard" Vacation Policy, set forth in the Corporation's Employee Handbook (the "Handbook"), a copy of which will be distributed to the Employee. (f) The Employee shall be eligible to participate in the benefits made generally available by the Corporation to the employee management team, in accordance with the benefit plans established by the Corporation, and as may be amended from time to time in the Corporation's sole discretion. (g) Employee shall be eligible to participate in the Company's employee stock option plan or any replacement plan, at the sole discretion of the Board. Employee will also receive a one-time grant of 250 stock options upon execution of this Agreement, which grant shall be subject to the terms of the plan under which it is granted. View More
Compensation. Subject to the terms and conditions of this Agreement, during the Employment Period, the Employee shall be compensated by the Corporation for his services as follows: (a) The Employee shall receive a rate of salary that is $300,000 not less than $472,000 per year (the "Salary") starting January 1st 2020, "Salary"), payable in substantially equal monthly or more frequent installments and subject to normal and customary tax withholding and other deductions, all on a basis consistent with the Corpo...ration's normal payroll procedures and policies and prorated for any partial years policies. During the thirty (30) day period prior to the expiration of employment. The each successive twelve (12) month period during the Term, the Employee's salary rate will shall be eligible for annual positive adjustment based on Corporation and individual performance, and within budgetary guidelines for such adjustments, as recommended reviewed by the CEO and President and subject Compensation Committee or, if no Compensation Committee is then in place, the Board, to Board review and approval determine whether an increase in its his rate of compensation is appropriate, which determination shall be within the sole discretion. discretion of the Compensation Committee or the Board, whichever is applicable. 2 (b) The Employee shall be eligible to receive, for each calendar year during the Employment Period (prorated for any partial years of employment), Period, a bonus (the "Bonus") of up to 35% a maximum of 80% of the Employee's then applicable Salary and a stretch bonus (the "Stretch Bonus") of up to an additional 35% 80% of the Employee's then applicable Salary, both of which will be based on a combination of upon the Corporation and the Employee achieving certain performance goals, with emphasis on the Corporation performance. The Corporation and Individual performance goals and mix of those goals for the Employee each calendar year, which shall be determined by the CEO, the President and the Board in their sole discretion, (in consultation with Employee), within the first ninety (90) sixty (60) days following the commencement of such calendar year. The Bonus and Stretch Bonus, if any, shall accrue (and be computed) upon the completion of the applicable calendar year and shall be paid on or about February 15th of the calendar year following the end of the calendar year to which the Bonus and Stretch Bonus relates. Except as provided in Section 6, 5, the Employee must remain continuously employed with the Corporation through December 31st 31 of the applicable performance year in order to be eligible to receive his bonus payment entitlement ("earned bonus"). (c) The employee Notwithstanding the foregoing or anything contained herein to the contrary, the Employee shall be eligible have the option, in his sole discretion and at any time during the Employment Period, to participate in elect to waive payment of, and require the Two-Year Leadership Team Bonus incentive ("TYLTB") of which payout and conditions for the payout are outlined in Exhibit A and which rewards Company performance through the 2021 year, with the bonus paid in 2022 as part Corporation to not pay, all or any portion of the normal year-end review cycle if performance merits. The final payout under the TYLTB is subject to Board review of calculation. The TYLTB shall be paid in addition Salary and not in lieu of employee's compensation as specified in sections 4 (a) and 4 (b). any applicable Bonus or Stretch Bonus. (d) The Employee shall be reimbursed by the Corporation for all reasonable, direct and verifiable reasonable business, promotional, travel and entertainment expenses incurred or paid by the Employee during the Employment Period and employment period in the performance of his services under this Agreement. Agreement that are consistent with the Corporation's policies in effect from time to time, provided that the Employee furnishes to the Corporation appropriate documentation in a timely fashion required by the Internal Revenue Code in connection with such expenses and shall furnish such other documentation and accounting as the Corporation may from time to time reasonably request. (e) The Employee shall be entitled to all scheduled holidays of the Corporation as well as yearly Corporation, and an unlimited number of paid vacation days per year in accordance with the policies of the Corporation then in effect, as outlined in the Corporation's "Work Hard, Play Hard" Vacation Policy, set forth in the Corporation's Employee Handbook (the "Handbook"), a copy of which will may be distributed amended from time to the Employee. time. (f) The Employee shall be eligible to participate in the benefits made generally available by the Corporation to the employee management team, in accordance with the benefit plans established by the Corporation, and as may be amended from time to time in the Corporation's sole discretion. (g) The Employee shall be eligible to participate receive additional compensation in the Company's employee stock option plan or any replacement plan, at the sole discretion of the Board. Employee will also receive a one-time grant of 250 stock options upon execution of this Agreement, which grant shall be subject connection to the terms of IPO to the plan under which it is granted. extent as set forth on Schedule I hereto. View More
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Compensation. (a) Base Salary. During the Employment Term, the Company shall pay Executive a base salary at the annual rate of $600,000 ("Base Salary"), payable in regular installments in accordance with the Company's usual payment practices. Executive shall be subject to such increases in Base Salary, if any, as may be determined from time to time in the sole discretion of the Board. "Base Salary" for purposes of this Agreement shall mean the Base Salary as in effect from time to time. (b) Annual Bonus. (i) ...With respect to each full fiscal year during the Employment Term commencing on or after the Effective Date, Executive shall be eligible to earn an annual cash bonus award (an "Annual Bonus") based on the achievement of annual business and individual performance targets established by the Board in its sole discretion. Executive's target Annual Bonus opportunity will be fifty percent (50%) of Executive's Base Salary with respect to each full fiscal year during the Employment Term (the "Target Bonus"), subject to the achievement of the applicable performance targets. (ii) The Annual Bonus, if any, shall be paid by the Company to Executive at the time bonuses are paid to other senior executives of the Company but in no event later than two and one-half (2.5) months after the end of the applicable fiscal year subject to Executive's continued employment through the last day of the applicable fiscal year. Solely for purposes of Section 3(a) and Section 3(b), references to the Board shall include, if applicable, the compensation or remuneration committee thereof. View More
Compensation. (a) Base Salary. During the Employment Term, the Company shall pay Executive a base salary at the annual rate of $600,000 ("Base Salary"), US$400,000.00 (the "Base Salary") gross, payable in regular installments in accordance with the Company's usual payment practices. Executive shall be subject to such increases in Base Salary, if any, as may be determined from time to time in the sole discretion of the Board. "Base Salary" Company's Board of Directors (the "Board"). Base Salary for purposes of... this Agreement shall mean the Base Salary as in effect from time to time. (b) Annual Bonus. (i) With respect to each full fiscal year during the Employment Term commencing on or after the Effective Date, Executive shall be eligible to earn an annual cash bonus award (an (the "Annual Bonus") based on the achievement of annual business corporate, function, and individual performance targets established by the CEO and Board in its sole discretion. Executive's target Annual Bonus target (the "Bonus Target") opportunity will be fifty percent (50%) of Executive's gross Base Salary with respect to each full fiscal year during the Employment Term (the "Target Bonus"), Term, subject to the achievement of the applicable performance targets. (ii) The Annual Bonus, if any, shall be paid by the Company to Executive at the time bonuses are paid to other senior executives of the Company but which normally occurs in no event later than two and one-half (2.5) months the second quarter of each fiscal year after the end of the applicable fiscal year subject to (a) Executive's continued employment through the last day of the applicable fiscal year. year, and (b) Executive's continued employment at the time bonus payments are made, as approved by the CEO and Board. Solely for purposes of Section 3(a) and Section 3(b), references to the Board shall include, if applicable, the compensation or remuneration committee Compensation Committee thereof. View More
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Compensation. (a) Base Salary. Subject to the provisions of this Agreement, the Company shall pay the Employee a base salary at the initial rate of Sixty Thousand ($60,000.00) Dollars calculated on an annual basis (the "Base Salary"), which shall be paid in accordance with the Company's normal payroll procedures and policies. Any adjustments to the Base Salary shall be approved by the Board after discussion with the Employee, provided, however, that the Base Salary may not be reduced. All payments made to the... Employee pursuant to this Agreement shall be treated as wages for withholding and employment tax purposes as provided by law, except that reimbursement of expenses will not be so treated to the extent permitted by law. (b) Cash Bonus. In addition to the Base Salary, the Employee may be entitled to a bonus based upon the successful completion of certain goals and objectives approved by the Board. These goals may relate to the achievement of corporate goals; the achievement of individual goals or a combination of the same. When the goals are agreed to, they shall be identified on Exhibit "A" and added to this Agreement. The decision of the Board as to whether or not the goals have been achieved and the amount of the bonus to be awarded, if any, shall be final and binding on the parties. A bonus, if awarded, shall not be added to the Base Salary and, if awarded, will be paid within forty five (45) days after the end of the year with respect to which the bonus is being awarded. (c) Stock Option Bonus. The Company agrees that, from time to time during the Employment Term, the Employee may be eligible for additional stock option grants as determined, on an annual basis, by the Board and based upon the successful completion of annual goals and objectives as determined by the Board. All such grants shall vest in accordance with the Company's standard form option grant agreement. The decision of the Board as to whether or not to award any stock options shall be final and binding on the parties. View More
Compensation. (a) Base Salary. Subject to the provisions of this Agreement, the Company shall pay the Employee a base salary at the initial rate of Sixty Three Hundred Twenty-Five Thousand ($60,000.00) ($325,000.00) Dollars calculated on an annual basis (the "Base Salary"), which shall be paid in accordance with the Company's normal payroll procedures and policies. Any adjustments to the Base Salary shall be approved made by the Board after discussion discussions with the Employee, provided, however, that the... Base Salary may not be reduced. Employee. All payments made to the Employee pursuant to this Agreement shall be treated as wages for withholding and employment tax purposes as provided by law, except that reimbursement of expenses will not be so treated to the extent permitted by law. (b) Cash Bonus. In addition to the Base Salary, the Employee may be entitled to a bonus of up to Thirty (30%) percent of his then Base Salary based upon the successful completion of certain goals and objectives approved agreed upon by the Employee and the Board. These goals may relate to the achievement of corporate goals; the achievement of individual goals or a combination of the same. When the goals are agreed to, they shall be identified on Exhibit "A" and added to this Agreement. The decision of the Board as to whether or not the goals have been achieved and the amount of the bonus to be awarded, if any, shall be final and binding on the parties. A bonus, if awarded, shall not be added to the Base Salary and, if awarded, will be paid within forty five (45) days after the end of the year with respect to which the bonus is being awarded. Salary. (c) Stock Option Bonus. The Company agrees that, from time In addition to time during the Employment Term, Stock Option Grant set forth in Section 4(a) hereof, the Employee may be eligible for additional entitled to further stock option grants as determined, on an annual basis, by the Board and based upon the successful completion of annual goals and objectives as determined agreed upon by the Employee and the Board. All such grants shall vest be in accordance with the Company's standard form option grant agreement. The decision of the Board as to whether or not to award any stock options shall be final and binding on the parties. Incentive Stock Option Agreement. View More
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Compensation. (a) Base Salary. The Company Group shall pay Executive a base salary in the amount of $290,000 per annum, as adjusted as permitted herein (the "Base Salary") during the Term, payable in accordance the Company Group's regular payroll practices as in effect from time to time. The Base Salary shall be periodically reviewed by the Board during the Term and subject to change upon reasonable notice. (b) Cash Bonus. (i) Executive shall be eligible to participate in the Company's annual incentive plan f...or each fiscal year of the Company during the Term with a target amount equal to 60% of the Base Salary (the "Target Bonus"). The Target Bonus may be increased, but not decreased during the Term. The actual amount of the annual cash bonus, if any, payable to Executive in respect of any fiscal year during the Term may be based on the achievement of performance criteria established by, and may relate to financial and non-financial metrics as determined by, the Board or the Compensation Committee of the Board. (ii) Any annual cash bonus that becomes payable to Executive under this Section 3(b) shall be paid to Executive, in cash, as soon as practicable following the end of the year of the Company to which it relates; provided, that, except as otherwise provided in Section 5(a)(ii), Section 5(b) or Section 5(c) herein, Executive is an active employee of the Company Group, and has not given or received notice of termination or resignation of employment as of the date on which such payment is made. (c) Long Term Incentives. Executive shall be eligible to participate in the long-term incentive compensation program adopted by the Compensation Committee from time to time in its sole discretion. View More
Compensation. (a) Base Salary. The Company Group shall pay Executive a base salary in the amount of $290,000 $325,000 per annum, as adjusted as permitted herein (the "Base Salary") during the Term, payable in accordance the Company Group's regular payroll practices as in effect from time to time. The Base Salary shall be periodically reviewed by the Board during the Term and subject to change upon reasonable notice. (b) Cash Bonus. (i) Executive shall be eligible to participate in the Company's earn an annual... incentive plan cash bonus for each fiscal year of the Company during the Term with a target amount equal to 60% 100% of the Base Salary (the "Target Bonus"). The Target Bonus may be increased, but not decreased during the Term. The actual amount of the annual cash bonus, if any, payable to Executive in respect of any fiscal year during the Term may shall be based on the Executive's achievement of performance criteria established by, and may relate Direct Margin to financial and non-financial metrics as Annual Operating Plan (as determined by, by the Board or the Compensation Committee of the Board. Board) and shall be payable quarterly based on such performance criteria. (ii) In addition to the Target Bonus, Executive shall be eligible to earn a $50,000 incentive bonus for every 100 megawatts sold above the committed Annual Operating Plan, payable annually. (iii) Any annual cash bonus that becomes payable to Executive under this Section 3(b) shall be paid to Executive, in cash, as soon as practicable following the end of the year quarter or year, as applicable, of the Company to which it relates; provided, that, except as otherwise provided in Section 5(a)(ii), Section 5(b) or Section 5(c) herein, Executive is an active employee of the Company Group, and has not given or received notice of termination or resignation of employment as of the date on which such payment is made. (c) Long Term Incentives. Executive shall be eligible to participate in the long-term incentive compensation program adopted by the Compensation Committee from time to time in its sole discretion. View More
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Compensation. (a) The Company shall pay to Employee an annual base salary of $120,000 ("Base Salary"), which amount shall be prorated for any partial year and paid in accordance with the Company's payroll practices related to salaried employees. If Employee's employment is terminated as provided herein prior to the expiration of the Initial or the Renewal Term (if applicable), then the Company shall pay to Employee any amount of Base Salary due to Employee up to and including the date of such termination. (b)... Commencing with calendar year 2022, Employee shall be eligible to receive a performance-based cash bonus of up to 110% of Employee's base salary, based on the Employee's personal performance and the Company's ability to achieve certain EBITDA and financial goals, each as determined by the Board ("Annual Bonus"). The Board shall have the sole discretion whether to make any such award. Employee shall only be entitled to receive any Annual Bonus payment if Employee remains an employee in good standing with the Company as of the date such Annual Bonus is payable. (c) Employee will be eligible to receive annual grants of long-term incentive awards under and subject to the terms of any Company's equity or other long-term incentive plan (including any applicable award agreement) as in effect from time to time. The target value of the awards granted will equal approximately 130% of Employee's Base Salary. Employee recognizes and acknowledges that the award of equity compensation is not guaranteed or promised in any way. View More
Compensation. (a) The Company shall pay to Employee an annual base salary of $120,000 $250,000 ("Base Salary"), which amount shall be prorated for any partial year and paid in accordance with the Company's payroll practices related to salaried employees. If Employee's employment is terminated as provided herein prior to the expiration of the Initial or the Renewal Term (if applicable), then the Company shall pay to Employee any amount of Base Salary due to Employee up to and including the date of such termina...tion. 1 (b) Commencing with calendar year 2022, 2020, Employee shall be eligible to receive a performance-based cash bonus of up to 110% one hundred percent (110%) of Employee's base salary, based on the Employee's personal performance and the Company's ability to achieve certain EBITDA and financial goals, each as determined by the Board ("Annual Bonus"). The Board shall have the sole discretion whether to make any such award. Employee shall only be entitled to receive any Annual Bonus payment if Employee remains an employee in good standing with the Company as of the date such Annual Bonus is payable. (c) On the Effective Date, Employee and the Company have entered into a Restricted Stock Award Agreement. (d) Employee will be eligible to receive annual grants of long-term incentive awards under and subject to the terms of any the Company's equity or other long-term incentive plan (including any applicable award agreement) as in effect from time to time. The target value of the awards granted will equal approximately 130% of Employee's Base Salary. Employee recognizes and acknowledges that the award of equity compensation is not guaranteed or promised in any way. View More
Compensation. (a) The Company shall pay to Employee an annual base salary of $120,000 $50,000 ("Base Salary"), which amount shall be prorated for any partial year and paid in accordance with the Company's payroll practices related to salaried employees. If Employee's employment is terminated as provided herein prior to the expiration of the Initial or the Renewal Term (if applicable), then the Company shall pay to Employee any amount of Base Salary due to Employee up to and including the date of such terminat...ion. 1 (b) Commencing with calendar year 2022, on April 1, 2021, Employee shall be eligible to receive a performance-based cash bonus of up to 110% one hundred percent (100%) of Employee's base salary, based on the Employee's personal performance and the Company's ability to achieve certain EBITDA and financial goals, each as determined by the Board ("Annual Bonus"). The Board shall have the sole discretion whether to make any such award. Employee shall only be entitled to receive any Annual Bonus payment if Employee remains an employee in good standing with the Company as of the date such Annual Bonus is payable. (c) The Company shall issue assignable cashless warrants to purchase 1,000,000 restricted common shares of the Company to Employee as a signing bonus. (d) The Company shall issue twenty thousand (20,000) restricted common shares of the Company to Employee at the conclusion of each year of employment hereunder. (e) Employee will be eligible to receive annual grants of long-term incentive awards under and subject to the terms of any the Company's equity or other long-term incentive plan (including any applicable award agreement) as in effect from time to time. The target value of the awards granted will equal approximately 130% of Employee's Base Salary. Employee recognizes and acknowledges that the award of additional equity compensation is not guaranteed or promised in any way. View More
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Compensation. 4.1 Base Salary. As compensation for Executive's performance of Executive's duties as set forth herein and as hereafter determined by the compensation committee of the Board from time to time, effective as of the Effective Date, Employer shall pay to Executive a base salary of three hundred seventy-five thousand dollars ($375,000) per year ("Base Salary"), payable in accordance with the normal payroll practices of Employer, less all legally required or authorized payroll deductions and tax withh...oldings. Base Salary shall be reviewed annually, and may be increased, at the sole discretion of the compensation committee of the Board, in light of Executive's performance and Employer's financial performance and other economic conditions and relevant factors determined by the compensation committee of the Board. 4.2 LTIP Units and Other Equity Awards. (a) As part of the consideration for employment, Executive shall be eligible to receive grants of LTIP Units (as defined the Partnership's agreement of limited partnership) and other equity awards, in such amount and in such form as the compensation committee of the Board of Directors deems appropriate, should it determine that such a grant is advisable in its sole discretion. Such grants shall be subject to the terms and conditions of the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended (the "2011 Equity Plan") (or such subsequent equity plan as may be in place from time to time), and the applicable award agreement determined by the compensation committee of the Board. (b) Any LTIP Units granted to Executive during the term of this Agreement shall be deemed to have been granted to Executive in consideration of services rendered or to be rendered in Executive's capacity as a partner of the Partnership. During the Term, the Company and the Partnership shall (and shall cause each subsidiary that is a component Employer to) allocate the services provided by Executive to each component Employer and compensate Executive from the respective component Employer on a basis proportionate to the services provided by Executive to each component Employer. The parties confirm that Employer shall (and intends to) require that a sufficient amount of services be provided hereunder to the Partnership by Executive in his capacity as a partner of the Partnership to constitute full and adequate consideration for the issuance of any LTIP Units to Executive. 4.3 Bonus. At the sole discretion of the Board's compensation committee, Executive may be paid a cash bonus ("Bonus") relating to each calendar year during the Term, subject to the satisfaction of the terms and conditions set forth in the executive compensation program approved by the Board's compensation committee. Such discretionary Bonus, if any, shall be paid on or before March 15 of the following calendar year. View More
Compensation. 4.1 Base Salary. As compensation for Executive's performance of Executive's duties as set forth herein and as hereafter determined by the compensation committee of the Board from time to time, effective as of the Effective Date, Employer shall pay to Executive a base salary of three hundred seventy-five twenty-five thousand dollars ($375,000) ($325,000) per year ("Base Salary"), payable in accordance with the normal payroll practices of Employer, less all legally required or authorized payroll d...eductions and tax withholdings. Base Salary shall be reviewed annually, and may be increased, at the sole discretion of the compensation committee of the Board, in light of Executive's performance and Employer's financial performance and other economic conditions and relevant factors determined by the compensation committee of the Board. 4.2 LTIP Units and Other Equity Awards. (a) As part of the consideration for employment, Executive shall be eligible to receive grants awards of LTIP Units (as defined the Partnership's agreement of limited partnership) partnership agreement) and other equity awards, in such amount and in such form as the compensation committee of the Board of Directors deems appropriate, should it determine that such a grant is advisable in its sole discretion. Such grants shall be subject to the terms and conditions of the STAG Industrial, Inc. Company's 2011 Equity Incentive Plan, as amended (the "2011 Equity Plan") (or (a copy of which has been delivered to Executive), or such subsequent equity plan as may be in place from time to time), time, and the applicable award agreement determined agreement, in the form then currently in use by the Company, such awards typically to be granted in January of each calendar year, subject to the determination of the compensation committee of the Board. With respect to January 2023, Executive will be eligible to receive a grant of equity awards of up to $1,300,000 in aggregate grant date fair value (four (4) times Executive's Base Salary of $325,000). At the time of any grant of LTIP Units or other equity awards (including any grant in January 2023), the compensation committee of the Board shall determine the amount, vesting period, form and other terms and conditions of any such grant. (b) Any LTIP Units granted to Executive during the term of this Agreement shall be deemed to have been granted to Executive in consideration of services rendered or to be rendered in Executive's capacity as a partner of the Partnership. (c) During the Term, the Company and the Partnership shall (and shall cause each subsidiary that is a component Employer to) allocate the services provided by Executive to each component Employer and compensate Executive from the respective component Employer on a basis proportionate to the services provided by Executive to each component Employer. The parties confirm that Employer shall (and intends to) require that a sufficient amount of services be provided hereunder to the Partnership by Executive in his capacity as a partner of the Partnership to constitute full and adequate consideration for the issuance of any LTIP Units to Executive and to the Company by Executive in his capacity as an officer of the Company to constitute full and adequate consideration for the issuance of any other equity award to Executive. 4.3 Bonus. At the sole discretion of the Board's compensation committee, Executive may be paid a cash bonus ("Bonus") relating to each calendar year during the Term, subject to the satisfaction of the terms and conditions set forth in the executive compensation program approved by the Board's compensation committee. Such discretionary Bonus, if any, shall be paid on or before March 15 of the following calendar year. 2 5. Customary Fringe Benefits. Executive shall be eligible for all customary and usual fringe benefits generally available to full-time employees of Employer, subject to the terms and conditions of Employer's policies and benefit plan documents, as the same may be amended from time to time. As of the date hereof, Employer provides the following fringe benefits: group health insurance, group dental insurance, life insurance, short-term disability insurance and a flexible health spending program. Employer reserves the right to change or eliminate the fringe benefits on a prospective basis, at any time, effective upon written notice to Executive (which written notice may be delivered electronically by e-mail to Executive's Company email account). In addition, Executive shall receive an allowance for reasonable commuting and parking costs. Notwithstanding the standard vacation policy provisions or vacation accrual rates, Executive shall be entitled to vacation of four (4) weeks per year or, if greater, the amount provided under the standard vacation policy provisions. View More
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Compensation. The Corporation shall pay to Employee, as compensation for Employee's services, a base salary at the annual rate equal to $425,000, which shall be paid in such intervals as salaries are paid generally to other executive officers of the Corporation. Employee's base salary shall be reviewed at least annually by the Compensation Committee of the Board (the "Compensation Committee") and may be increased (but not decreased) in its discretion (taking into account the recommendation of the Corporation'...s President and Chief Executive Officer). View More
Compensation. The Corporation shall pay to Employee, as compensation for Employee's services, a base salary at the annual rate equal to $425,000, $766,000, which shall be paid in such intervals as salaries are paid generally to other executive officers of the Corporation. Employee's base salary shall be reviewed at least annually by the Compensation Committee of the Board (the "Compensation Committee") and may be increased (but not decreased) in its discretion (taking into account the recommendation of the Co...rporation's President and Chief Executive Officer). discretion. View More
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