Outside Director definition

Outside Director means a Director who is not an Employee.
Outside Director means a Director who either (i) is not a current employee of the Company or an “affiliated corporation” (within the meaning of Treasury Regulations promulgated under Section 162(m) of the Code), is not a former employee of the Company or an “affiliated corporation” who receives compensation for prior services (other than benefits under a tax-qualified retirement plan) during the taxable year, has not been an officer of the Company or an “affiliated corporation,” and does not receive remuneration from the Company or an “affiliated corporation,” either directly or indirectly, in any capacity other than as a Director, or (ii) is otherwise considered an “outside director” for purposes of Section 162(m) of the Code.
Outside Director means a member of the Board of Directors who is not an Employee.

Examples of Outside Director in a sentence

  • An Outside Director may elect to receive the Outside Director’s annual retainer payments and/or meeting fees from the Company in the form of cash, NSOs, SARs, Restricted Shares, Stock Units, or a combination thereof, as determined by the Board.

  • Nothing in this Agreement shall confer upon any Outside Director any right to remain a member of the Board or in any way limit the right of the Board or Stockholders to terminate or fail to denominate or reelect an Outside Director as a member of the Board.


More Definitions of Outside Director

Outside Director means a member of the Board who is not an officer or employee of the Company.
Outside Director means a member of the Board who is not an Employee.
Outside Director means a director of the Company who is an "outside director" within the meaning of Section 162(m) of the Code and the regulations promulgated thereunder.
Outside Director means a member of the Board who is not an employee of the Company or any Parent or Subsidiary.
Outside Director means a member of the Board who is not an Employee. Service as an Outside Director shall be considered employment for all purposes of the Plan, except as provided in Section 4.1.
Outside Director means a member of the Board of Directors who is not a Common-Law Employee of the Company or of a Subsidiary.
Outside Director means a Director who either (i) is not a current employee of the Company or an "affiliated corporation" (as defined in the Treasury regulations promulgated under Section 162(m) of the Code), is not a former employee of the Company or an affiliated corporation receiving compensation for prior services (other than benefits under a tax qualified pension plan), was not an officer of the Company or an affiliated corporation at any time, and is not currently receiving compensation for personal services in any capacity other than as a Director, or (ii) is otherwise considered an "outside director" for purposes of Section 162(m) of the Code.