Compensation Contract Clauses (7,502)

Compensation. The Company shall pay to you in respect of your services as Dealer Manager the fee set forth in the attached Schedule A (the "Fee"). The Company shall also promptly reimburse you, without regard to consummation of the Exchange Offer, for (i) your reasonable out-of-pocket expenses in preparing for and performing your functions as Dealer Manager, not to exceed $50,000, provided that the Dealer Manager obtains the prior written approval of the Company for any such expenses that exceed $10,000 in th...e aggregate; and (ii) the reasonable fees, costs and out-of-pocket expenses of your counsel for their representation of you incurred in connection with the Exchange Offer. View More

Compensation. For the services provided hereunder, the Trust agrees to pay BNY Mellon such compensation as is mutually agreed to in writing by the Trust and BNY Mellon from time to time and such reasonable out-of-pocket expenses (e.g., telecommunication charges, postage and delivery charges, costs of independent compliance reviews, record retention costs, reproduction charges and transportation and lodging costs) as are incurred by BNY Mellon in performing its duties hereunder. Except as hereinafter set forth..., compensation shall be calculated and accrued daily and paid monthly. The Trust authorizes BNY Mellon to debit the Trust's custody account for all amounts due and payable hereunder. BNY Mellon shall deliver to the Trust invoices for all services rendered. Upon termination of this Agreement before the end of any month, the compensation for such part of a month shall be prorated according to the proportion which such period bears to the full monthly period and shall be payable upon the effective date of termination of this Agreement. For the purpose of determining compensation payable to BNY Mellon, the Trust's Net Asset Value shall be computed at the times and in the manner specified in the Trust's Offering Materials. View More

Compensation. For all services rendered by Executive, the Company shall compensate Executive as follows: (a) BASE SALARY. As of the Effective Date, the base salary payable to Executive shall be One Hundred Ninety Thousand Dollars ($190,000) per year, payable on a regular basis in accordance with the Company's standard payroll procedures, but not less than monthly. (b) BONUS COMPENSATION. Upon execution of this Agreement, Executive shall be paid a signing bonus of Twelve Thousand Five Hundred Dollars ($12,500).... Additionally, Executive shall be entitled to participate in future success pools that the Company may create in connection with the disposition of any Company assets. (c) RESTRICTED STOCK AWARD. Upon execution of this Agreement, Executive shall be awarded 5,000 shares of restricted common stock (the "Restricted Stock Award") under the Company's equity incentive plan. The Restricted Stock Award will be fully vested upon execution of this Agreement. (d) EXECUTIVE PERQUISITES, BENEFITS, AND OTHER COMPENSATION. Executive shall be entitled to receive additional benefits and compensation from the Company in such form and to such extent as specified below: (i) REIMBURSEMENT FOR EXPENSES. The Company shall provide reimbursement to Executive for business travel and other out-of-pocket expenses reasonably incurred by Executive in the performance of her services under this Agreement. All reimbursable expenses shall be appropriately documented in reasonable detail by Executive upon submission of any request for reimbursement and shall be in a format and manner consistent with the Company's expense reporting policy. Such expenses shall be submitted to the Company's Executive Chairman for approval or to such other officer of the Company as the Board may from time to time direct. (ii) PAID TIME OFF. Paid time off in accordance with the applicable policy of the Company as in effect from time to time, but no less favorable to Executive than the policy of the Company in effect on the Effective Date. (iii) OTHER EXECUTIVE PERQUISITES. The Company shall provide Executive with other executive perquisites as may be made available to or deemed appropriate for Executive by the Board or a committee of the Board and participation in all other Company-wide employee benefits (including group insurance, pension, retirement, and other plans and programs) as are available to the Company's executive officers from time to time. View More

Compensation. In consideration for the Services to be rendered by Consultant, and in addition to the director compensation already paid to the Consultant for his service as a director, SES shall pay Consultant a retainer of $3,000 per month. With respect to such compensation, Consultant shall be paid in accordance with the customary payroll practices of SES and be subject to such deductions, if any, as are required by applicable law and regulations. Such amounts shall be payable within five (5) business days ...of the end of each fiscal month. Subject to Consultant complying with the policies of SES regarding the reimbursement of business expenses as in effect from time to time during the term of this Agreement, SES shall reimburse Consultant for reasonable business expenses incurred on behalf of SES from time to time in connection with providing the Services and Consultant shall account to SES for all such expenses. Consultant will notify the CEO or their delegate via e-mail prior to anticipated travel and expense incurrence and secure e-mail authorization from the CEO or other Officer of SES prior to travel and expense commitments. View More

Compensation. A. Base Pay. The Company agrees to pay Employee gross annual compensation of $320,000 ("Base Salary"), less usual and customary withholdings, which shall be payable in arrears in accordance with the Company's customary payroll practices. The Base Salary will be subject to normal periodic review, and such review will consider Employee's contributions to the Company and the Company's overall performance. B. Bonus and Incentive Compensation. Employee shall be eligible for bonus and incentive based ...compensation approved by the Board (or a committee thereof) from time to time. The target annual bonus compensation will be 30% of Employee's Base Salary, except that for the 2018 calendar year, Employee shall only be eligible to receive a pro-rated bonus, with such proration based on Employee's start date, which bonus shall be contingent upon the achievement of performance objectives as established by the Board (or a committee thereof) and communicated to Employee. Such bonus and incentive compensation shall be less all tax withholdings and other applicable deductions the Company reasonably determines are required to be made. Except as otherwise provided in this Agreement, with respect to the annual bonus compensation, Employee must remain continuously employed by the Company through the date such bonus compensation is paid to be eligible to receive it and shall be paid no later than March 15 of the calendar year immediately following the calendar year in which the bonus is being measured. C. Equity Award. Effective as of September 15, 2018, Employee shall be granted a Non-Statutory Stock Option (the "Option"), as defined in the Xtant Medical Holdings, Inc. 2018 Equity Incentive Plan (the "Plan"), to purchase 130,000 shares of Common Stock (as defined in the Plan) at a per share exercise price equal to 100% of the Fair Market Value (as defined in the Plan) of a share of Common Stock on September 15, 2018. The Option (i) shall have a term of ten (10) years from the Grant Date; (ii) shall vest with respect to 25% of the shares of Common Stock purchasable thereunder on each of the one-year, two-year, three-year and four-year anniversaries of the Grant Date, contingent upon Employee having continuously served as an employee of the Company or one of its subsidiaries from the Grant Date until the respective vesting date; (iii) shall be subject to all of the terms and conditions of the Plan; and (iv) shall be evidenced by an appropriate individual award agreement, in substantially the form as previously approved by the Board. Employee will be eligible for another equity grant in 2020, subject to the Board's approval. D. Benefits. During Employee's employment, Employee will be eligible to participate in the Company's benefit programs, as summarized and as governed by any plan documents concerning such benefits. Employee acknowledges that the Company may amend, modify or terminate any of its benefit plans or programs at any time and for any reason. Employee will be eligible for 20 days of paid vacation per year, subject to the Company's carryover policy for unused vacation in effect from time to time. The Company will also provide Employee with a $250,000 term life insurance policy during Employee's employment. E. Clawback. Employee agrees that any compensation or benefits provided by the Company under this Agreement or otherwise will be subject to recoupment or clawback by the Company under any applicable clawback or recoupment policy of the Company as may be in effect from time-to-time or as required by applicable law, regulation or stock exchange listing requirement. View More

Compensation. 2.1 Salary. For services to be rendered hereunder, Executive shall receive a base salary at the rate of Four Hundred Twenty-Five Thousand Dollars ($425,000.00) per year (the "Base Salary"), subject to standard payroll deductions and withholdings and payable in accordance with the Company's regular payroll schedule. 2.2 Bonus. Executive will be entitled to participate in any bonus plan adopted by the Company for its employees or executive officers on such terms as the Board may determine in its d...iscretion. 2.3 Standard Company Benefits. Executive shall be entitled to 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 and provided by the Company to its officers. 2.4 Vacation. Executive will be entitled to four (4) weeks of paid vacation each year, such vacation to be taken in accordance with the Company's vacation policy (including, without limitation, its policy relating to maximum accrual). The timing and duration of specific vacations to be mutually and reasonably agreed to by the parties hereto. 2.5 Expenses. The Company will reimburse Executive for reasonable travel, entertainment or other expenses incurred by Executive in the furtherance of or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy as in effect from time to time. 2.6 Option Grant. Subject to the approval by the Board, Executive will be awarded a stock option to purchase seven hundred thousand (700,000) shares of the Company's Common Stock (the "Option Grant"). The Option Grant shall be awarded immediately following the receipt of last required approval from the Board and stockholders of the Company necessary to authorize the amendment to the 2018 Equity Incentive Plan, as amended (the "Plan") to enable an increase in the number of shares reserved for issuance sufficient to cover the Option Grant. The purchase price per share for the Option Grant will be the fair market value as determined by the Board when the Option Grant is awarded. The Option Grant shall be subject to the terms and conditions of the Plan. 1/48th of the shares initially subject to the Option Grant shall vest on each month as measured from the respective Option Grant date, provided in each case that the Executive is then providing Continuous Service (as defined in the Plan) to the Company. View More

Compensation. (a) Base Salary. As of the Effective Date, the Company will pay Executive an annualized base salary of $150,000 as compensation for his services, subject to review from time to time by the Compensation Committee of the Board (the "Compensation Committee") (such annual salary, as is then effective, to be referred to herein as "Base Salary"). All compensation paid to Executive will be paid periodically in accordance with the Company's normal payroll practices and be subject to the usual, required ...withholdings. (b) RSU Grants. The Company will recommend to the Compensation Committee that it grant the Executive $37,500 worth of RSUs within the first 5 days of the completion of each quarterly period subsequent to the Effective Date. Each award will be immediately vested and will be subject to the terms and conditions of the 2016 Equity Incentive Plan and an award agreement (collectively, the "Equity Documents"). Notwithstanding the foregoing, Executive shall not be entitled to any form of equity award unless and until the Compensation Committee or the Board grants Executive the equity award and Executive executes and delivers all applicable award agreements regarding the same. 1 (c) Bonus. During Executive's employment, Executive will be eligible to participate in the Company's biannual bonus plan. Subject to the terms of this Section 2(c), Executive's target bonus shall be $100,000 per annum. Actual payments will be determined based on a combination of Company results and individual performance against the applicable performance goals established by the Compensation Committee. For 2018, Executive will receive a pro-rated annual bonus based on the number of days Executive is employed during the year. Executive must remain continuously employed through the bonus payment date to be eligible to receive an annual bonus payment for a previous fiscal year. View More

Compensation. Salary. Subject to the termination of this Agreement as provided herein, Company shall compensate Employee for his services hereunder at an annual salary of $250,000.00 and payable in accordance with the Company's practices, less normal payroll deductions, and prorated for the actual employment term. Salary Increases; Bonuses. Employee shall receive such annual increases in salary and such additional compensation as may be determined by the Board of Directors of the Company in its sole discretio...n. Such salary increases and/or additional compensation shall be paid to Employee on the anniversary date of this Agreement during the Employment Term, and at such other times as may be determined by the Board of Directors. Bonuses shall not exceed $50,000. Stock. Common stock shall be granted to Employee pursuant to the 2019 Stock Option/Stock Issuance Plan and the value of the common stock granted/issued shall not exceed the Employee's annual Salary. 3 5. Employee Incentives. Employee shall be entitled to receive incentives including profit sharing, and any other incentive plans that the Company has or will make available to similarly situated employees. View More

Compensation. Employee shall receive a base salary of $ 206,000 ("Base Salary"). In addition, Employee may be entitled to participate in any additional bonus, incentive compensation or employee benefit programs which may be established from time to time by the Company in its sole discretion and in accordance with the provisions of the programs as the same may be in effect from time to time.

Compensation. a) In salary compensation for the Executive's employment, the Company shall pay the Executive a base salary at an annualized rate of $335,000 (the "Base Salary") in installments payable in accordance with the Company's customary payroll practices and the law. The Executive shall be eligible for potential discretionary increases to base salary on a regular basis. b) The executive shall be considered for periodic performance bonuses as determined by the Board in its sole discretion. The Executive ...understands that nothing herein should be interpreted as a guarantee of any discretionary performance bonus or pro-rata bonus upon termination of employment. 1 c) The Executive shall be granted stock options (the "Options") to purchase shares of common stock of the Company pursuant to the terms of the Company's most Equity Award Plan. The Options will allow the Executive to purchase 50,000 shares of common stock of the Company with an exercise price per share equal to the closing price of the stock the day preceding the Executive's execution of this Agreement. View More