Approved Retirement. In the event of the Recipient’s Approved Retirement, the Committee (or any person delegated authority to act on its behalf in respect of the matter) may at its discretion consent to the continued vesting in accordance with Section 3 hereof (notwithstanding such Approved Retirement) until the third anniversary of the date of such Approved Retirement of all or part of the unvested Restricted Stock Units on such date, in which case Recipient’s right to the unvested Restricted Stock Units and the Stock issuable thereunder that would not vest upon or prior to such anniversary shall be forfeited, no Stock shall be issued and the Restricted Stock Units shall be cancelled at the time of such Approved Retirement. Notwithstanding the foregoing, no continued vesting shall occur, no Stock shall be issued and all of Recipient’s rights to the unvested Restricted Stock Units and related Stock issuable thereunder shall be forfeited, expire and terminate at the time of such Approved Retirement unless (i) the Company shall have received a release of all claims from the Recipient (a “Release and Waiver”) (and said Release and Waiver shall have become irrevocable in accordance with its terms) prior to the next applicable Vesting Date (or if earlier, the deadline established in the form of Release and Waiver delivered by the Company to Recipient for execution) and (ii) the Recipient shall have complied with the covenants set forth in Section 10 of this Agreement. If and to the extent the Committee shall for any reason decline to consent to continued vesting on the Recipient’s Approved Retirement, then the provisions of subsection (c) above shall instead apply.
Approved Retirement. “Approved Retirement” means any voluntary termination of employment on or after the date on which the sum of your age and years of employment with the Company or its Affiliates equals at least sixty-five (65) with the approval of the Committee, or any other termination of employment that the Committee determines to qualify as an Approved Retirement.
Approved Retirement. Upon an Approved Retirement after attaining (x) age 55 with 10 years of service with the Corporation or (y) age 60 with 5 years of service with the Corporation:
(1) your outstanding Restricted Stock shall fully vest; and
(2) your outstanding Performance Shares shall continue outstanding and vest in full on the Performance Shares Vesting Date in accordance with the actual results of the Performance Goals during the Performance Cycle.
Approved Retirement. If your employment with the Company or any of its Subsidiaries terminates due to your Approved Retirement, your Options will become exercisable just as if you had not retired, and you may exercise your Options at any time until the close of business on February 18, 2012. Any of your Options that are not exercised within that period will be forfeited. In addition to other events that constitute an Approved Retirement under the Plan, your actual retirement on or after the early retirement date established under any retirement plan maintained by the Company or a Subsidiary in which you participate will be considered an Approved Retirement. "Bridge eligibility" is not considered Approved Retirement.
Approved Retirement. If your employment with any Affiliate or the Company terminates due to your Approved Retirement, your Unit Options will become eligible for Surrender just as if you had not retired, and you may Surrender your Unit Options which are eligible for Surrender at any time until the close of business on the Expiration Date. Any of your Unit Options that are not Surrendered within that period will be forfeited. Subject to Section 2.1(c) of the Plan, you do not need special approval from the Administrator for an Approved Retirement.
Approved Retirement. In the event of your Termination by reason of an Approved Retirement, Section 1 will continue to apply to your Performance Units. Subject to Section 2.1(e) of the Plan, you do not need special approval from the Administrator for an Approved Retirement.
Approved Retirement. In the event of Grantee’s Retirement, the Committee may in its sole discretion consent to the partial acceleration of vesting of the Award so that the Award shall remain outstanding through the end of the Designated Period and the Grantee shall be entitled to receive a pro-rata Final Award based on the extent, if any, to which the Performance Metrics for the Designated Period are achieved, pro-rated using the same methodology as set forth in paragraph (b) above, substituting for the date of termination of employment therein the date of Grantee’s Retirement (an “Approved Retirement”); provided, however, that no Shares shall be issued and all of the Grantee’s rights to the Final Award and any Shares otherwise due shall be forfeited, expire and terminate unless (i) the Company shall have received a release of all claims from Grantee in a form reasonably acceptable to the Company (and said release shall have become irrevocable in accordance with its terms) prior to the end of the Designated Period (or, if earlier, the deadline established in the form of release delivered by the Company to the Grantee for execution) and (ii) the Grantee shall have complied with the covenants set forth in Section 12 of this Agreement. These Shares will be issued at the same time as set forth in Section 3(c) above.
Approved Retirement. In the event (i) your employment with any member of the Company Group terminates, (ii) you qualify for an Approved Retirement, and (iii) you execute and submit by the date specified by Prudential, and do not later revoke, a separation agreement and/or release in a form and with terms and conditions satisfactory to Prudential (hereafter referred to as the “Release”), the following provisions will apply:
(A) If your employment terminates during 2006, and you have been an active employee of the Company Group for less than three full calendar months during 2006, the Performance Shares will be forfeited and cancelled.
(B) If your employment terminates during 2006, and you have been an active employee of the Company Group for at least three full calendar months during 2006, your Payout Amount will be reduced by multiplying the Payout Amount by a fraction, the numerator of which is the number of full calendar months (a partial month worked shall be counted as a full month if you were an active employee of the Company Group for 15 days or more in that month) of calendar year 2006 during which you have been an active employee of the Company Group, and the denominator of which is 12. If this results in a fractional share, the number of Performance Shares will be rounded to the next higher integer. The remaining balance of the Payout Amount will be forfeited and cancelled. You will receive the Payout Amount, adjusted as described in this Subsection 5(a)(3)(B), on the Payment Date. In the event of your death following such termination of employment and before delivery of shares of Common Stock, your estate will receive such shares of Common Stock at the time specified in the immediately preceding sentence.
(C) If your employment terminates after 2006, you will receive the Payout Amount on the Payment Date. In the event of your death following such termination of employment and before delivery of shares of Common Stock, your estate will receive such shares of Common Stock at the time specified in the immediately preceding sentence.
Approved Retirement. If your employment with any Affiliate or the Company terminates due to your Approved Retirement, your Unit Options will become eligible for Exercise just as if you had not retired, and you may Exercise your Unit Options which are eligible for Exercise at any time until the close of business on the Expiration Date. Any of your Unit Options that are not Exercised within that period will be forfeited. Subject to Section 2.1(c) of the Plan, you do not need special approval from the Administrator for an Approved Retirement.
Approved Retirement. In the event of your Termination by reason of an Approved Retirement, the Standard Settlement Terms will continue to apply to your Restricted Units. Subject to Section 2.1(e) of the Plan, you do not need special approval from the Administrator for an Approved Retirement.
