Incentive Compensation Arrangements Clause Samples

Incentive Compensation Arrangements. During the Employment Period, Executive shall participate in Employer’s incentive compensation programs for its senior executives existing from time to time, at a level commensurate with his/her position and duties with Employer and based on such performance targets as may be established from time to time by Employer’s Board or a committee thereof. For calendar year 2010, Executive’s aggregate annual target bonus opportunity shall be 70% of Base Salary.

Incentive Compensation Arrangements. Executive agrees that notwithstanding any provision of the Agreement or any incentive compensation plan, agreement, understanding, policy, action of Bancorp’s Board of Directors or other similar arrangement, during the Treasury Holding Period, Executive will only be entitled to participate (to the extent Executive is entitled to participate in incentive compensation arrangements of Bancorp pursuant to an action of the Board of Directors, the Employment Agreement, a policy of Bancorp or other similar development) in incentive compensation arrangements that the compensation committee of Bancorp’s Board of Directors (or a committee acting in a similar capacity) has reviewed as provided in Treasury Notice 2008-PSSFI and has determined do not encourage Bancorp’s senior executive officers to take unnecessary and excessive risks that threaten the value of Bancorp or the Bank, and that have been certified by such compensation committee (or committee acting in a similar capacity) as required under Treasury Notice 2008-PSSFI as not encouraging Bancorp’s senior executive officers to take unnecessary and excessive risks that threaten the value of Bancorp or the Bank.

Incentive Compensation Arrangements. During the Term of Employment, the Executive shall be entitled to participate in any Company incentive compensation plans, programs and/or arrangements applicable to senior-level executives as established and modified from time to time by the Compensation Committee in consultation with the Chief Executive Officer.

Incentive Compensation Arrangements. The Executive’s maximum annual bonus opportunity for each fiscal year shall be $900,000 (and shall be adjusted based on future increases in Base Salary) and will be payable based upon the achievement of performance criteria developed by the Company’s Chief Executive Officer and/or President; provided, however, that the Executive’s maximum bonus opportunity for fiscal year 2008 shall be $450,000 and the Executive’s bonus for fiscal year 2008 shall not be less than Two Hundred Thousand Dollars ($200,000). For purposes of this Agreement, Executive’s target bonus opportunity (“Target Bonus”) shall be $450,000 (subject to achievement of the requisite performance criteria). Any bonuses shall be payable when bonuses are customarily payable under the Company’s regular payroll practices, but in no event later than 2 and 1/2 months following the end of the applicable fiscal year.

Incentive Compensation Arrangements. (a) During the Term of Employment, the Executive shall be entitled to participate in any Company incentive compensation plans, programs and/or arrangements applicable to senior-level executives as established and modified from time to time by the Board or the Compensation Committee in its sole discretion. In addition, the Executive shall receive a bonus of no less than one hundred fifty thousand dollars ($150,000) annually (the "Bonus Compensation"), payable each February on the first payroll date after the close of the applicable fiscal year. The first Bonus Compensation payment shall be due and payable in February 2007. The formula to be used to calculate the Bonus Compensation payable to the Executive will be set out in Exhibit A hereto and mutually agreed upon annually. In the event such formula changes by mutual agreement of the Parties, the Parties will sign and attach such revised formulae, if any, to Exhibit A (e.g., Exhibit A-1, etc.). (b) In view of the fact that the Executive is entering into this Agreement at a time when extraordinary time, effort and commitment may be required of the Executive, the Company shall pay the Executive a special retention bonus (the "Special Retention Bonus") equal to four hundred thousand dollars ($400,000), which shall be due and payable on May 15, 2007, provided that the Executive remains employed by the Company on a continuous basis through such date.

Incentive Compensation Arrangements. During the Term of CEO Employment, the Executive shall be entitled to participate in any Company incentive compensation plans, programs and/or arrangements applicable to senior-level executives as established and modified from time to time by the Compensation Committee in its sole discretion including, without limitation, the Executive Incentive Compensation Plan (the “Incentive Plan”). In no event shall the maximum annual incentive opportunity (the “Bonus Opportunity”) for the Executive be less than one hundred percent (100%) of that fiscal year’s Base Salary, assuming satisfaction of applicable performance goals to be established by the Compensation Committee after consultation with the Executive. The bonus paid with respect to the Bonus Opportunity (the “Bonus”) shall be paid no later than 75 days after the end of the fiscal year in which the Bonus is earned, and shall be pro-rated to take into account any bonus already provided for the period that includes the Effective Date. (For the avoidance of doubt, the Company may choose to pay no Bonus if applicable performance goals are not met.)

Incentive Compensation Arrangements. Executive agrees that notwithstanding any provision of the Employment Agreement or any incentive compensation plan, agreement, understanding, policy, action of the Bank’s Board of Directors, action of the Company’s Board of Directors or other similar arrangement, during the Treasury Holding Period, Executive will only be entitled to participate (to the extent Executive is entitled to participate in incentive compensation arrangements of the Company or the Bank pursuant to an action of the Board of Directors of the Company or the Bank, as applicable, the Employment Agreement, a policy of the Company or the Bank or other similar development) in incentive compensation arrangements that the compensation committee of the Company’s or the Bank’s Board of Directors (or a committee acting in a similar capacity) has reviewed as provided in Treasury Notice 2008-PSSFI and has determined do not encourage the Company’s senior executive officers to take unnecessary and excessive risks that threaten the value of the Company or the Bank, and that have been certified by such compensation committee (or committee acting in a similar capacity) as required under Treasury Notice 2008-PSSFI as not encouraging the Company’s or the Bank’s senior executive officers to take unnecessary and excessive risks that threaten the value of the Company or the Bank.

Incentive Compensation Arrangements. During the Term of Employment, the Executive shall be entitled to participate in any Company incentive compensation plans, programs and/or arrangements applicable to senior-level executives as established and modified from time to time by the Compensation Committee, in consultation with the Chief Executive Officer. In no event shall the annual incentive opportunity effective for the Executive be less than fifty percent (50%) of the Executive’s Base Salary, assuming satisfaction of applicable performance goals. The Company commits to pay the Executive a minimum incentive payment on the first anniversary of this Agreement of 50% of the Executive’s Base Salary (“Guaranteed Incentive Payment”) as of the Effective Date, to be paid within thirty (30) days of the first anniversary date in accordance with standard payroll practices, subject to standard withholdings and deductions. Thereafter, the Executive shall be entitled to participate in any Company incentive compensation plans, programs and/or arrangements applicable to senior-level executives, pro-rated in the first year of participation from the effective date of the Guaranteed Incentive Payment. (For the avoidance of doubt, with the exception of the payment of the Guaranteed Incentive Payment, the Company may choose not to pay if applicable performance goals are not met.)

Incentive Compensation Arrangements. The Executive's annual on-target bonus for each fiscal year shall be one hundred-percent (100%) of the Executive's Base Salary (the "Target Bonus"), and the Executive's annual bonus shall not exceed two hundred-percent (200%) of the Executive's Base Salary for any fiscal year. The Parties agree that the performance criteria applicable to the Executive's annual on-target bonus for fiscal year 2007 shall be developed by the Operations and Strategy Committee of the Board, in consultation with the Executive, within forty-five days (45) days after the Effective Date, subject to review and approval by the entire Board. The bonus for 2007 shall be based on the full year and not prorated as a result of the Effective Date.