Purpose Contract Clauses (8,757)

Purpose. The purposes of this Second Amended and Restated Prologis Promote Plan (the "Plan") is to align the compensation of certain executives and employees of Prologis, Inc. (the "Company") and its subsidiaries with the performance of the Funds (as defined below), by linking a portion of their compensation to Incentive Fees (as defined below) generated by such Funds. Nothing in this Plan shall be construed as creating an express or implied contract of employment. This Plan is effective as of January... 1, 2012 (the "Effective Date"). View More

Purpose. This Plan is intended to allow Non-Employee Directors of Valmont to defer a portion of their compensation received as directors. The Plan was originally adopted effective January 1, 1984. This amendment and restatement is intended to bring the Plan in compliance with Code § 409A and is effective December 31, 2008, except as otherwise set forth herein. For the period January 1, 2005 through December 31, 2008, the Plan has been administered in good faith compliance with Code § 409A.

Purpose. The Company's purpose shall be to acquire, hold, manage and maximize the value in the liquidation of Portfolio A, Portfolio AA and Portfolio B and to do any and all things that are ancillary or incidental thereto. In furtherance of such purpose, the Company shall have the authority to: (a) negotiate, execute, deliver, perform, modify, supplement, amend and terminate contracts, agreements, instruments, documents, notices and other writings, including but not limited to purchase and sale... agreements, subscription agreements, stockholder agreements, investor rights agreements, voting agreements, warrant and option agreements, exchange agreements, merger agreements, lock-up agreements, underwriting agreements, brokerage agreements, custodial agreements, escrow agreements, management agreements, advisory agreements, promissory notes, pledge and other security agreements, and exercise notices, (b) plan, structure, negotiate, coordinate, effect and participate in financings (including, without limitation, by offerings of debt and equity securities privately or publicly), recapitalizations, restructurings, sales, mergers, liquidations and similar transactions of Portfolio Companies, (c) exercise all rights, powers, privileges and other incidents of ownership or possession with respect to securities held by it (including, without limitation, to vote securities as to the election of directors and other matters and to exercise any and all rights and powers with respect to options, warrants and convertible securities held by it), (d) pay or otherwise provide for its expenses, debts and obligations , and make temporary investments in Short Term Investments pending the use of its available cash to pay expenses, debts and obligations or to make distributions to the Members, (e) borrow money and pledge assets to secure such borrowings on a short term basis, (f) hire and compensate advisors, consultants, agents, contractors, subcontractors, accountants, attorneys and other service providers, (g) establish and maintain bank and - 3 other accounts and draw checks or other orders or expenditures from such accounts, (h) purchase, acquire, finance, hold, market and sell assets, (i) apply for and obtain insurance and (j) do any and all other things that are ancillary or incidental to any of the foregoing. In furtherance of the purpose of this Agreement, the First Amended and Restated Fund B Agreement was terminated, the Fund B assets, rights and obligations were transferred to the Company and held as Portfolio AA hereunder and Fund B shall continue to be terminated and dissolved by its members in such a manner and time frame which shall facilitate the realization of any value from the Portfolio Companies in Fund B. View More

Purpose. The purposes of the Ohr Pharmaceutical, Inc. 2014 Stock Incentive Plan are: (a) To further the growth, development and success of the Company and the Affiliates by enabling employees and directors of, and consultants to, the Company and the Affiliates and other persons and entities who, in the opinion of the Committee (as defined below), are in a position to make a significant contribution to the success of the Company or its subsidiaries to acquire a continuing equity interest in the Company,... thereby increasing their personal interests in such growth, development and success and motivating such employees, directors and consultants to exert their best efforts on behalf of the Company and the Affiliates; and (b) To maintain the ability of the Company and the Affiliates to attract and retain employees, directors and consultants of outstanding ability by offering them an opportunity to acquire a continuing equity interest in the Company and the Affiliates which will reflect the growth, development and success of the Company and the Affiliates. Toward these objectives, the Committee may grant Options and Restricted Stock, to such employees, directors and consultants and other persons and entities who, in the opinion of the Committee, are in a position to make a significant contribution to the success of the Company or its subsidiaries, all pursuant to the terms and conditions of the Plan. View More

Purpose. Definitions 1 3. Administration 6 4. Shares Subject to Plan 7 5. Eligibility; Per-Person Award Limitations 8 6. Specific Terms of Awards 8 7. Certain Provisions Applicable to Awards 14 8. Code Section 162(m) Provisions 16 9. Change in Control 18 10. General Provisions 19 AUDIOEYE, INC. 2014 INCENTIVE COMPENSATION PLAN 1. Purpose. The purpose of this AUDIOEYE, INC. 2014 INCENTIVE COMPENSATION PLAN (the "Plan") is to assist AudioEye, Inc., a Delaware corporation (the "Company") and its Related... Entities (as hereinafter defined) in attracting, motivating, retaining and rewarding high-quality executives and other employees, officers, directors, consultants and other persons who provide services to the Company or its Related Entities by enabling such persons to acquire or increase a proprietary interest in the Company in order to strengthen the mutuality of interests between such persons and the Company's stockholders, and providing such persons with annual and long term performance incentives to expend their maximum efforts in the creation of stockholder value. View More

Purpose. The purpose of the Plan is to provide Employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock of the Company through accumulated payroll deductions or other contributions. It is the intention of the Company to have the Plan qualify as an "Employee Stock Purchase Plan" under Section 423 of the Code, although the Company makes no undertaking or representation to maintain such qualification. The provisions of the Plan shall, accordingly, be construed... so as to extend and limit participation in a manner consistent with the requirements of that section of the Code. In addition, this Plan document authorizes the purchase of Common Stock under a Non-423(b) Component, pursuant to rules, procedures or sub-plans adopted by the Board or a committee appointed by the Board and designed to achieve tax, securities law or other objectives. View More

Purpose. The purpose of this Executive Income Continuity Plan (this "Plan") is to retain the services of executives and other key employees who provide management services to Lehigh Gas Partners LP and its subsidiaries (the "Partnership") and its general partner, Lehigh Gas GP LLC (the "GP" collectively, with the Partnership, the "Company") and to reinforce and encourage the continuing attention, dedication and loyalty of these executives without the distraction of concern over the possibility of... involuntary or constructive termination of employment resulting from unforeseen developments, by providing income continuity for a limited period. This Plan is intended to comply with Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"), the regulations thereunder and related guidance issued by the Internal Revenue Service ("IRS"). View More

Purpose. The purpose of this 1998 Employee Stock Purchase Plan (the "Plan") is to provide employees of Dyax Corp. (the "Company"), and its subsidiaries incorporated under the laws of a jurisdiction within the United States of America ("US Subsidiaries"), who wish to become shareholders of the Company, an opportunity to purchase Common Stock, $0.01 par value, of the Company (the "Common Stock") directly from the Company. The Plan is intended to qualify as an "employee stock purchase plan" within the... meaning of Section 423 of the Internal Revenue Code of 1986, as amended (the "Code"). View More

Purpose. The purpose of the Employee Bonus Plan for Fiscal Year 2016 of SigmaTron International, Inc., a Delaware Corporation (the "Company") is to align stockholder and employee objectives, motivate employees, and increase stockholder value.

Purpose. The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (the "Plan") is intended to provide incentives which will attract, retain, motivate and reward highly competent people as officers, directors and key employees of The Estée Lauder Companies Inc. (the "Company") and its subsidiaries and affiliates, by providing them opportunities to acquire shares of the Class A Common Stock, par value $.01 per share, of the Company ("Class A Common Stock") or to receive... monetary payments based on the value of such shares pursuant to the Benefits (as defined below) described herein. Additionally, the Plan is intended to assist in further aligning the interests of the Company's officers, directors and key employees to those of its other stockholders. View More