By Retirement. A member who retires before or after her/his normal retirement date as provided in the Xxxxxxx University Retirement Plan, shall give the Employer six (6) months notice in writing. The notice period may be waived by mutual agreement of the member and the Employer.
By Retirement. In the event of termination of employment by reason of retirement, all unvested Shares under this Option shall be forfeited and vested Shares may be purchased under the terms of this Agreement until the earlier of: (i) the expiration date of this Option; or (ii) the third anniversary date of Retirement.
By Retirement. The Executive’s employment pursuant to this Agreement may be terminated during the Term if the Executive and the Board agree on the terms of a mutually satisfactory and customary transition plan for Executive’s position, including the timing of Executive’s retirement, and Executive shall have complied with the terms of the transition plan in all material respects (such termination pursuant to this Section 4.3 being referred to herein as “Retirement”). In the event that the Executive’s employment is terminated pursuant to the first sentence of this Section 4.3, the Executive shall receive: (i) any unpaid Base Salary and benefits to be paid or provided to the Executive under this Agreement through the Date of Termination; (ii) in lieu of any benefits continuation following Termination, the Company shall pay a lump sum payment, in cash, equal to the estimated cost of procuring for the Executive and his dependents: life, disability, accident and health insurance benefits for a period of two years following the Date of Termination; (iii) any other unpaid benefits to which the Executive is otherwise entitled under any other plan, policy or program of the Company (including any retirement plan) applicable to the Executive as of the Date of Termination, in accordance with the terms of such plan, policy or program; and (iv) Executive shall be fully vested in all then outstanding options to acquire stock of the Company, and subject to the last sentence of this Section 4.3, all then outstanding restricted shares of stock and restricted stock units of the Company held by the Executive and any vested options held by the Executive shall remain exercisable until the earlier of (x) the third anniversary of the Date of Termination (except in the case of Executive’s death during such period, in which event the options shall be exercisable until the earlier of the second anniversary of the date of Executive’s death and the third anniversary of the Date of Termination) and (y) the otherwise applicable normal expiration date of such option. The foregoing provision shall not apply (a) to extend the expiration date of any option that is outstanding (whether vested or unvested) as of the date hereof and that is intended to qualify as an “incentive stock option” under Section 422 of the Code, or (b) to any grant of restricted shares of stock or restricted share units that was intended to qualify as “performance-based compensation” within the meaning of Section 162(m) of the Code t...
By Retirement. Shares which are vested as of the date of retirement at 65 or after age 55 with ten (10) years of service may be purchased until the earlier of: (i) the expiration date of this option; or (ii) the third anniversary date of such retirement. Shares which are not vested as of the date of retirement at age 65 or after age 55 with ten (10) years of service shall immediately become vested 100 percent.
By Retirement. In the event the employment of the Participant is terminated due to Retirement, all outstanding Shares under Option not yet vested shall become immediately vested and, along with all previously vested Shares under Option, shall remain exercisable until the earlier of the Date of Expiration or the third anniversary of the Participant’s effective date of Retirement. For the purposes of this Agreement, “Retirement” shall mean: (i) any termination of the Participant’s employment other than for Cause after the Participant has attained sixty-five (65) years of age and completed a total of ten (10) or more consecutive years of employment with the Company; or (ii) a retirement approved by the Board.
By Retirement. In the event the employment of the Participant is terminated due to Retirement (as defined below), all outstanding SARs not yet vested shall become immediately vested and, along with all previously vested SARs, shall remain exercisable until the earlier of the Date of Expiration or the third (3rd) anniversary of the Participant’s effective date of Retirement. For the purposes of this Agreement, “Retirement” shall mean: (i) any termination of the Participant’s employment other than for Cause after the Participant has attained sixty-five (65) years of age and completed a total of ten (10) or more consecutive years of employment with the Company; or (ii) a retirement approved by the Board.
By Retirement. For purposes of this Agreement and in accordance with the authority granted to the Compensation Committee in Article 15 of the Xxxxxxxx Xxxx Restaurant Group, Inc. 2011 Omnibus Incentive Plan, effective May 3, 2011 (the “Omnibus Plan”), “Retirement” shall mean the occurrence of the cessation of the employment relationship between a Participant and the Corporation or a Subsidiary, as applicable, by reason of the Participant’s retiring from active full-time employment on a date that is on or after the date that the Participant attains the age of 60 years; provided the Participant has at least 5 years of employment service and provided the Participant does not become an employee, director, or consultant with a direct competitor for a minimum of 36 months. Provided the Participant’s Termination occurs as a result of the Participant’s Retirement, then any Restricted Share Units, Stock Options, Performance Share Units or other long term incentives awarded to the Participant under the Omnibus Plan shall continue to vest (and be paid out) following the Participant’s Termination Date in the normal course for a period of three (3) years extending from the Participant’s Termination Date. Provided further, should the Participant at any time within three (3) years of the Participant’s Termination Date commence work as a director, consultant or employee with a direct competitor of Xxxxxxxx Xxxx Restaurant Group or any of its Subsidiaries, any Restricted Share Units, Stock Options, Performance Share Units or other long term incentives awarded under the Omnibus Plan granted to such Participant which have not yet vested shall immediately terminate and become null and void as of the date that the Board determines the Participant has commenced the provision of services and/or become engaged with such a Competitor.
By Retirement. Shares which are vested as of the date of Retirement may be purchased until the earlier of: (i) the expiration date of this option; or (ii) the third anniversary date of Retirement. Shares which are not vested as of the date of Retirement shall immediately terminate, and shall be forfeited to the Company.
By Retirement. If the Awardee’s employment with the Company and every affiliate of the Company shall have been terminated by the Awardee for Retirement, the entire option shall become one hundred percent (100%) vested and may be exercised by the Awardee at any time during a period of five (5) years after the date of such Retirement, in whole or in part. If the Awardee dies within such five (5) year period at a time when the Awardee is not an employee, agent or principal of a competitor of the Company or any affiliate (or when the Company has consented to such relationship with a competitor), the option, to the extent it remains outstanding, may be exercised at any time by a Successor prior to the expiration of such five (5) year period after Retirement during which the Awardee could have exercised the option had the Awardee survived.
By Retirement. If your employment terminates after your Retirement Eligible Date for a reason other than Cause, as defined below, a prorated number of your outstanding Performance Share Units shall become vested as of the end of the Performance Period. The prorated number shall be determined by multiplying the number of Performance Share Units that are earned at the end of the Performance Period, based on the extent to which the Performance Measures set forth on Exhibit A are achieved, by a fraction, the numerator of which is the number of months in the Performance Period that occurred prior to such termination of employment, and the denominator of which is the total number of months in the Performance Period. For this purpose, you will be credited with a month of employment during the Performance Period only if you are employed for at least 15 days during such month. Any Performance Share Units that do not become vested pursuant to this Section 7(b) shall be forfeited. The Performance Share Units that become vested pursuant to this Section 7(b) shall be issued to you within 2½ months after the last day of the Performance Period.
