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. Definitions 1 3. Administration of the Plan 5 4. Shares Subject to Plan 6 5. Limitation on Awards to Non-Employee Directors 6 6. Specific Terms of Awards 7 7. Certain Provisions Applicable to Awards 11 8. Impact of Termination of Employment Events 12 9. Dissolution or Liquidation; Change in Control 13 10. General Provisions 16 EXHIBIT A A-1 EXHIBIT B B-1 EXHIBIT C C-1 i ASENSUS SURGICAL, INC. AMENDED AND RESTATED INCENTIVE COMPENSATION PLAN 1. Purpose. The purpose of this Amended and Restated... Incentive Compensation Plan, as amended from time to time (the "Plan"), is to assist Asensus Surgical, Inc., a Delaware corporation (the "Company") and its Subsidiaries (as hereinafter defined) to attract, motivate, retain and reward high-quality executives and other employees, officers, directors, consultants and other persons who provide services to the Company or its Subsidiaries by enabling such persons to acquire or increase an ownership 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 incentives to expend their maximum efforts in the creation of stockholder value. View More

Purpose. The Company is formed for the object and purpose of, and the nature of the business to be conducted and promoted by the Company is, engaging in any lawful act or activity for which limited liability companies may be formed under the NRS and engaging in any and all activities necessary or incidental to the foregoing.

Purpose. (a) Background. This 2021 Stock Option and Restricted Stock Plan was adopted on August 14, 2021 by the Board of Directors, subject to the approval of the Company's stockholders. Options granted under the Plan prior to the stockholders' approval will be effective upon approval of the stockholders as of their respective dates of grant. (b) Eligible Award Recipients. The persons eligible to receive Awards are all employees (including executive officers) and directors of the Company or any of its... affiliates, as well as consultants, professionals and service providers who provide services to the Company are eligible to participate in the 2021 Plan. (c) Available Awards. The purpose of the Plan is to provide a means by which eligible recipients may be given an opportunity to benefit from increases in value of the Common Stock through the granting of the following: (i) Incentive Stock Options, (ii) Nonqualified Stock Options, and (iii) rights to acquire restricted stock. (d) General Purpose. The Company, by means of the Plan, seeks to retain the services of the group of persons eligible to receive Awards, to secure and retain the services of new members of this group and to provide incentives for such persons to exert maximum efforts for the success of the Company and its Affiliates. View More

Purpose. The purpose of the Synchrony Financial Annual Incentive Plan is to retain and motivate the officers and other employees of Synchrony Financial and its subsidiaries who have been designated by the Committee to participate in the Plan for a specified Performance Period by providing them with the opportunity to earn incentive payments based upon the extent to which specified performance goals have been achieved or exceeded for the Performance Period.

Purpose. The purpose of the Plan is to establish the conditions under which Covered Employees will receive the Severance Benefits (defined below) if employment with the Company (or its successor, following a Change in Control) terminates under the circumstances specified herein.