Effect of Death, Disability, Business Unit Divestiture, Retirement or Reduction in Force on Vesting Sample Clauses

Effect of Death, Disability, Business Unit Divestiture, Retirement or Reduction in Force on Vesting. (A) If Employee's death, Employee's "Disability" (as defined in the Rules), a "Business Unit Divestiture" (or "BUD"), "Retirement" or a "Reduction in Force" (or "RIF"), each as defined in Paragraph 3(i) and each an "Event", occurs on or after the first anniversary of the Grant Date (in other words, after the "One-Year Holding Period"), then as of the Meeting Date following the end of the Performance Period, a determination shall be made as to the number of PSUs that shall Vest on the Scheduled Vesting Date. If Certification occurs for the Performance Period, the number of PSUs that would otherwise have Vested (assuming the Event had not occurred and also taking into account any Payout Percentage adjustments based on Goal achievement) shall Vest on the Scheduled Vesting Date. (B) If the applicable Event occurs prior to the first anniversary of the Grant Date (in other words during the One-Year Holding Period), then, subject to Subparagraph (C) below, the PSUs shall be forfeited as of the date of the Event. (C) Vesting as provided in Subparagraph (A) above may occur for a BUD even though it occurs during the One-Year Holding Period provided that the Committee, on or prior to the Grant Date, has specifically identified the potential divestiture as one to which the One-Year Holding Period shall not be a precondition to BUD Vesting. (D) If no PSUs would have Vested due to lack of required Certification, all PSUs shall be forfeited as of the Meeting Date following the end of the Performance Period.
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Effect of Death, Disability, Business Unit Divestiture, Retirement or Reduction in Force on Vesting. (A) If Employee's death, Employee's "Disability" (as defined in the Rules), a "Business Unit Divestiture" (or "BUD"), a "Retirement" or a "Reduction in Force" (or "RIF"), each as defined in Paragraph 3(h) and each an "Event," occurs on or after the first anniversary of the Grant Date (in other words, after the "One-Year Holding Period"), then the portion of RSUs that have not Vested shall Vest.
Sample 1
Effect of Death, Disability, Business Unit Divestiture, Retirement or Reduction in Force on Vesting. (A) If Employee's death or a "Retirement" (as defined in Paragraph 3(h)) occurs on or after the first anniversary of the Grant Date (in other words, after the "One-Year Holding Period"), then the portion of RSUs that have not Vested shall Vest. (B) If Employee's "Disability" (as defined in the Rules), or a "Business Unit Divestiture" (or "BUD") or a "Termination Without Cause" (each as defined in Paragraph 3(h)) (each of the foregoing events, or Employee's death or Retirement, an "Event") occurs after the One-Year Holding Period, then a number of RSUs shall Vest equal to the excess of (x) the total number of RSUs granted in this Award, multiplied by a fraction, the numerator of which is the number of days between the Grant Date and the date of the Event, and the denominator of which is total number of days between the Grant Date and the final Vesting Date, over (y) the number of RSUs already Vested as of the date of the Event. (C) If the applicable Event occurs prior to the first anniversary of the Grant Date (in other words during the One-Year Holding Period), then all of the RSUs that have not yet Vested shall be forfeited as of the date of the Event.
Sample 1

Related to Effect of Death, Disability, Business Unit Divestiture, Retirement or Reduction in Force on Vesting

  • Death, Retirement or Disability Executive’s employment shall terminate automatically upon Executive’s death or Retirement during the Employment Period. For purposes of this Agreement, “Retirement” shall mean normal retirement as defined in the Company’s then-current retirement plan, or if there is no such retirement plan, “Retirement” shall mean voluntary termination after age 65 with ten years of service. If the Company determines in good faith that the Disability of Executive has occurred during the Employment Period (pursuant to the definition of Disability set forth below), it may give to Executive written notice of its intention to terminate Executive’s employment. In such event, Executive’s employment with the Company shall terminate effective on the 30th day after receipt of such written notice by Executive (the “Disability Effective Date”), provided that, within the 30 days after such receipt, Executive shall not have returned to full-time performance of Executive’s duties. For purposes of this Agreement, “Disability” shall mean a mental or physical disability as determined by the Board of Directors of the Company in accordance with standards and procedures similar to those under the Company’s employee long-term disability plan, if any. At any time that the Company does not maintain such a long-term disability plan, “Disability” shall mean the inability of Executive, as determined by the Board, to perform the essential functions of his regular duties and responsibilities, with or without reasonable accommodation, due to a medically determinable physical or mental condition which has lasted (or can reasonably be expected to last) for twelve workweeks in any twelve-month period. At the request of Executive or his personal representative, the Board’s determination that the Disability of Executive has occurred shall be certified by two physicians mutually agreed upon by Executive, or his personal representative, and the Company. Failing such independent certification (if so requested by Executive), Executive’s termination shall be deemed a termination by the Company without Cause and not a termination by reason of his Disability.

  • Death, Disability or Retirement Subject to the provisions of Section 1 hereof, this Agreement shall terminate automatically upon the Executive's death, termination due to "Disability" (as defined below) or voluntary retirement under any of the Company's retirement plans as in effect from time to time. For purposes of this Agreement, Disability shall mean the Executive has met the conditions to qualify for long-term disability benefits under the Company's policies, as in effect immediately prior to the Effective Date.

  • Termination Due to Death, Disability or Retirement In the event the Optionee’s employment or other service with the Company and all Subsidiaries is terminated by reason of death, Disability or Retirement, this Option will remain exercisable, to the extent exercisable as of the date of such termination, for a period of one year after such termination (but in no event after the Time of Termination).

  • Termination of Employment Due to Death or Disability If your employment with the Company terminates due to death or Disability, in each case, prior to the Vesting Date, your Adjusted PSUs will vest and convert into Shares on the Adjustment Date (even though you are not employed by the Company on the Vesting Date). Upon a termination of employment due to death, the Adjusted PSUs shall be delivered in accordance with Section 10.

  • Retirement, Death or Disability If the Executive’s employment terminates during the Term of this Agreement due to his death, a disability that results in his collection of any long-term disability benefits, or retirement at or after age 62, the Executive (or the beneficiaries of his estate) shall be entitled to receive the compensation and benefits that the Executive would otherwise have become entitled to receive pursuant to subsection (d) hereof upon a resignation without Good Reason.

  • Death or Retirement Executive’s employment shall terminate automatically upon Executive’s death or Retirement during the Term. For purposes of this Agreement, “Retirement” shall mean normal retirement as defined in the Company’s then-current retirement plan, or if there is no such retirement plan, “Retirement” shall mean voluntary termination after age sixty-five (65) with at least ten (10) years of service.

  • Termination of Employment Due to Death The Officer’s employment with the Bank shall terminate, automatically and without any further action on the part of any party to this Agreement, on the date of the Officer’s death. In such event, the Bank shall pay and deliver to his estate and surviving dependents and beneficiaries, as applicable, the Standard Termination Entitlements.

  • Termination Due to Death or Disability The expiration of one (1) year from the date of the death of the Optionee or cessation of an Optionee’s employment or contractual relationship by reason of disability (as defined in Section 5.1(g) of the Plan). If an Optionee’s employment or contractual relationship is terminated by death, any Option held by the Optionee shall be exercisable only by the person or persons to whom such Optionee’s rights under such Option shall pass by the Optionee’s will or by the laws of descent and distribution.

  • Termination Due to Retirement Subject to Section 7 below, in the event of Termination due to Retirement, then (regardless of any subsequent death of the Employee) the Option will continue to vest pursuant to Section 3, and the last date on which the Option may be exercised is the day prior to the Expiration Date.

  • Retirement or Disability If you retire under the terms of any qualified pension plan provided by the Company or one of its subsidiaries, or if you are totally and permanently disabled, the Option may be exercised as to the total number of shares subject to the Option (without regard to the exercise schedule set forth in paragraph 4) at any time within one year after the date of retirement or disability retirement, but not after the Expiration Date.

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