Change in Role Sample Clauses

Change in Role. In the event that, for whatever reason, the Company is no longer the parent entity in its organizational framework, such that Executive is no longer the Executive Vice President and Chief Financial Officer of the parent entity.
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Change in Role. (a) The last three sentences of Section 1 of the Employment Agreement are amended and restated in their entirety as follows: During the Term (as defined below), the Executive shall be employed as the President of the Company. The Executive’s initial responsibilities in such position shall be to oversee all design, merchandising, and sourcing for the Company, and to assist the Company in business development and building strategic partnerships, but the Executive’s responsibilities may vary from time to time as reasonably determined by either (i) the Chair of the Office of the Chief Executive Officer, the Interim Chief Executive Officer, or the Chief Executive Officer (as applicable, the “CEO”), or (ii) the Board of Directors of the Company (the “Board”). The Executive shall initially report to the Chair of the Office of the Chief Executive Officer, but shall report to the Interim Chief Executive Officer or Chief Executive Officer, as applicable, when appointed. In addition, the Executive shall serve as a member of the Office of the Chief Executive Officer at the discretion of the Board, without additional compensation for such service.
Sample 1
Change in Role. The Executive agrees to cease serving as a member of the Compensation Committee and Audit Committee of the Board and the Company agrees with such cessation. The Company agrees to employ the Executive and the Executive agrees to continue to serve the Company as an executive officer on the terms and conditions set forth herein.
Sample 1
Change in Role. Notwithstanding anything to the contrary in this Award Agreement, the Plan or the Severance Agreement, in the event that Participant ceases to serve as President & Chief Executive Officer of the Company for any reason at any time prior to the Vesting Date applicable to any Performance Units, all of such Performance Units (regardless of the extent to which such Performance Units have previously satisfied the Service Condition or the Performance Condition) will be forfeited and cancelled in their entirety without any payment to Participant; provided that if Participant remains a Service Provider serving as an executive officer of the Company (as determined by the Administrator in its sole discretion) or as an Executive Chairman of the Company, then, with respect to any Performance Units that are not Vested Performance Units, 66.67% of the number of such unvested Performance Units shall automatically be forfeited and cancelled without any payment to Participant, and the remaining 33.3% of such Performance Units shall remain outstanding in accordance with, and subject to the terms of, this Award Agreement (including this Exhibit B).
Sample 1
Change in Role. If prior to the Maturity Date (i) the Employee ceases to serve on the Company's Executive Committee or Operating Committee on which they serve on the Grant Date and (ii) Employee has at least one (1) year of service on such Committee, then the Share Payout as a Percentage of Target Award for the MSUs shall be determined as of the Maturity Date and paid in accordance with Section 2(a) above; provided, however, that the number of shares of Stock to be paid to the Employee shall be multiplied by a fraction, the numerator of which is the number of days elapsed from the Grant Date to the date the Employee ceases to serve on the Company's Executive Committee or Operating Committee, and the denominator of which is 1346.
Sample 1
Change in Role 
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Related to Change in Role

  • Change in Name The Purchaser shall intimate the Seller of any change in its name (on account reasons other than a change in its Control), immediately upon occurrence of name change. The Parties shall thereafter take necessary steps to record such change in the name of the Purchaser in the books and records of the Seller and shall also execute an amendment agreement to the Agreement to record such name change.

  • Change in Fiscal Year Such Obligor will not, and will not permit any of its Subsidiaries to, change the last day of its fiscal year from that in effect on the date hereof, except to change the fiscal year of a Subsidiary acquired in connection with an Acquisition to conform its fiscal year to that of Borrower.

  • Change of Control/Change in Management (i) Any “person” or “group” (as such terms are used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), is or becomes the “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a Person will be deemed to have “beneficial ownership” of all securities that such Person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than 35% of the total voting power of the then outstanding voting stock of the Parent;

  • Change in Effective Control A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

  • Change in Board During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board, and any new director (other than a director designated by a person who has entered into an agreement with the Company to effect a transaction described in clause (i), (iii) or (iv) of this definition of Change in Control) whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two-thirds of the directors then still in office who either were directors at the beginning of the period or whose election or nomination for election was previously so approved, cease for any reason to constitute at least a majority of the members of the Board;

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