Performance Buy-Out Sample Clauses

Performance Buy-Out. (a) In the event the Partnership does not attain the Performance Target (as defined below) for two consecutive Fiscal Years, then within forty-five (45) days after the Partners receive the annual Financial Statements for the second Fiscal Year for which the Performance Target was not attained, ORD shall have the right (but not the obligation) to purchase all of the interests in the Partnership held by Bally Limited, Bally General and their respective Affiliates (the “ORD Purchase Right”). ORD shall be required to provide Bally Limited and Bally General with written notice of its desire to exercise the ORD Purchase Right within such 45-day period (the “ORD Purchase Notice”).

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Related Clauses

• Performance Objectives
• Performance Period
• Performance Measure
• Performance Targets
• Cash Award
• Performance Review
• Performance Share Award
• Performance Award
• Performance Excused
• Performance Share Awards

Related to Performance Buy-Out

• Performance Objectives Subject to the terms of this Agreement, the Participant’s interest in the Stock Award shall vest and become transferable in accordance with paragraphs 3, 4 and 5 and Exhibit I based on the Company’s Compounded Annual Growth Rate TSR for the applicable measurement period relative to the Compounded Annual Growth Rate TSR for the applicable measurement period for the companies (other than the Company) listed in the NAREIT Hotel Index.
• Performance Period For purposes of this Agreement, the term “Performance Period” shall be the period commencing on January 29, 2018 and ending on January 29, 2021.
• Performance Measure The number of Performance Shares earned at the end of the three-year Performance Period will vary depending on the degree to which cumulative adjusted earnings per share performance goals for the Performance Period, as established by the Committee, are met.
• Performance Targets Threshold, target and maximum performance levels for each performance measure of the performance period are contained in Appendix B.
• Cash Award Subject to Section 2 and provided that you are employed by the Company or one of its affiliates on each applicable payment date set forth below, the Company shall pay you the Cash Award at the following times: (i) one-third (1/3) of the Cash Award on the Closing Date, (ii) one-third (1/3) of the Cash Award on the first anniversary of the Closing Date and (iii) the remaining one-third (1/3) of the Cash Award on the second anniversary of the Closing Date.
• Performance Review The Company will periodically review Executive’s performance on no less than an annual basis and will make adjustments to salary or other compensation, as they deem appropriate in their sole and absolute discretion.
• Performance Share Award If your Award includes a Performance Share Award, and you voluntarily terminate your employment prior to the end of the Performance Period, you will forfeit your entire Performance Share Award. 
• Performance Award You are hereby awarded, on the Grant Date, a Performance Award with a target value of [AMOUNT].
• Performance Excused Continued performance of a Service may be suspended immediately to the extent caused by any event or condition beyond the reasonable control of the Party suspending such performance including, but not limited to, any act of God, fire, labor or trade disturbance, war, civil commotion, compliance in good faith with any law, unavailability of materials or other event or condition whether similar or dissimilar to the foregoing (each, a “Force Majeure Event”).
• Performance Share Awards On the Performance Share Vesting Date next following the Executive's date of death, the number of Performance Shares that shall become Vested Performance Shares shall be determined by multiplying (a) that number of shares of Company Common Stock subject to the Performance Share Agreement that would have become Vested Performance Shares had no such termination occurred; provided, however, in no case shall the number of Performance Shares that become Vested Performance Shares exceed 100% of the Target Number of Performance Shares set forth in the Performance Share Agreement, by (b) the ratio of the number of full months of the Executive's employment with the Company during the Performance Period (as defined in the Performance Share Agreement) to the number of full months contained in the Performance Period. Vested Common Shares shall be issued in settlement of such Vested Performance Shares on the Settlement Date next following the Executive’s date of death.