Effect of Termination of Employment or Other Service. (a) If the Optionee’s employment or other service with the Company Group is terminated due to death, Disability (as defined in the Plan) or Retirement (as defined in the Plan), then (i) any portion of the Option that is exercisable on the date of termination shall remain exercisable by the Optionee (or, in the event of death, the Optionee’s beneficiary) during the one year period following the date of termination but in no event after expiration of the stated term hereof and, to the extent not exercised during such period, shall thereupon terminate, provided that, in the event of a termination due to Disability, if the Optionee dies during such one-year period, then the deceased Optionee’s beneficiary may exercise the Option, to the extent exercisable by the deceased Optionee immediately prior to death, for a period of one year following the date of death but in no event after expiration of the stated term hereof, and (ii) any portion of the Option that is not exercisable on the date of termination shall thereupon terminate.
(b) If the Optionee’s employment or other service is terminated by the Company Group for Cause (as defined in the Plan), then, notwithstanding anything to the contrary contained herein, the Option (whether or not otherwise exercisable) shall immediately terminate and cease to be exercisable.
(c) If the Optionee’s employment or other service with the Company Group terminates for any other reason (other than those described in Section 5(a) or 5(b) above) or no reason, then: (i) any portion of the Option that is exercisable on the date of termination shall remain exercisable by the Optionee during the thirty day period following the date of termination but in no event after expiration of the stated term hereof and, to the extent not exercised during such period, shall thereupon terminate, and (ii) any portion of the Option that is not exercisable on the date of termination shall thereupon terminate.
Effect of Termination of Employment or Other Service. If Recipient’s employment or other service with the Company terminates, the effect of the termination on Recipient’s RSUs under this Agreement will be as set forth in Section 11 of the Plan.
Effect of Termination of Employment or Other Service. The following provisions shall apply upon termination of the Optionee’s employment or other service with the Company and all Subsidiaries, unless otherwise expressly provided by the terms of an Individual Agreement (as defined in the Plan) or determined by the Committee pursuant to Section 12.3 of the Plan.
Effect of Termination of Employment or Other Service. If Recipient’s employment or other service with the Company (or a Subsidiary) terminates, the effect of the termination on the Recipient’s Restricted Stock under this Agreement will be as set forth in Section 11 of the Plan.
Effect of Termination of Employment or Other Service. (a) Termination Due to Death, Disability, Retirement or Termination Without Cause. In the event the Optionee’s employment or other service with the Company and all Subsidiaries is terminated by reason of death, Disability, Retirement, or termination by the Company without Cause (as defined in Section 3.2(b)(ii) below), or if the Optionee is in the employ of a Subsidiary and such Subsidiary ceases to be a Subsidiary of the Company (unless such Optionee continues in the employee of the Company or another Subsidiary), the Options then held by the Optionee shall remain exercisable, to the extent exercisable as of the date of such termination, for a period of three months after such termination (but in no event after the Time of Termination), and thereafter terminate.
(b) Termination by the Company with Cause or by the Optionee.
(i) In the event the Optionee’s employment or other service with the Company and all Subsidiaries is terminated by the Company (or such Subsidiary) for Cause or by the Optionee, all rights of the Optionee under the Plan and this Agreement shall immediately terminate without notice of any kind, and no Options then held by the Optionee shall thereafter be exercisable.
(ii) For purposes of this Plan, “Cause” is as defined in any employment or other agreement or policy applicable to the Optionee or, if no such agreement or policy exists, means (i) dishonesty, fraud, misrepresentation, embezzlement or deliberate injury or attempted injury, in each case related to the Company or any Subsidiary, (ii) any unlawful or criminal activity of a serious nature, (iii) any intentional breach of a duty or duties that, individually or in the aggregate, are material in relation to the Optionee’s overall duties, or (iv) any material breach of any employment, service, confidentiality or non-compete agreement entered into with the Company or any Subsidiary.
Effect of Termination of Employment or Other Service. If an Optionee’s employment or other service with the Company (or a Subsidiary) terminates, the effect of the termination on the Optionee’s rights to acquire Shares under this Agreement will be as set forth in Section 11 of the Plan.
Effect of Termination of Employment or Other Service. Except as otherwise provided in Section 13.4 or 13.5 of the Plan or an Individual Agreement between the Company or any Subsidiary and the Participant: (a) if the Participant’s employment with the Company and all Subsidiaries is terminated by reason of the Participant’s death, then the Option will vest and become exercisable immediately as to a pro rata percentage of the unvested portion of the Option scheduled to vest on the next applicable Vesting Date, with such proration based on the number of days during which the Participant was continuously employed by the Company or a Subsidiary beginning on the Grant Date, or if a Vesting Date has occurred, the most recent Vesting Date, and ending on the next applicable Vesting Date, multiplied by the number of Shares subject to the Option which were scheduled to vest on the next applicable Vesting Date, and the vested portion of the Option will remain exercisable for a period of one (1) year after the date of such termination (but in no event after the Expiration Date); (b) if the Participant’s employment with the Company and all Subsidiaries is terminated by reason of the Participant’s Disability, then the Option will, to the extent exercisable as of the date of such termination, remain exercisable for a period of one (1) year after the date of such termination (but in no event after the Expiration Date); and (c) if the Participant’s employment with the Company and all Subsidiaries is terminated for any reason other than death or Disability, then the Option will, to the extent exercisable as of the date of such termination, remain exercisable for a period of ninety (90) days after the date of such termination (but in no event after the Expiration Date).
Effect of Termination of Employment or Other Service. If Grantee’s employment and other service with the Company and all of its Subsidiaries terminate, the effect of the termination on Grantee’s Stock Appreciation Rights under this Agreement will be as set forth in Section 11 of the Plan.
Effect of Termination of Employment or Other Service. 11.1 For purposes of the Plan, the following events shall not be deemed a termination of Employment or Other Services:
(a) Transfer to the employment of the Company from an Affiliate or from the Company to an Affiliate.
(b) An approved leave of absence for military service or sickness, or for any other purpose approved by the Company, if the employee’s right to re-employment is guaranteed either by statute or by contract or under the policy pursuant to which the leave of absence was granted or if the Committee otherwise so provides in writing.
Effect of Termination of Employment or Other Service. Upon the termination of the Executive’s employment or other service for any reason (or no reason) other than as described in Section 2 above (including, without limitation, death or Disability (as defined in the Plan)), any Share which has not yet become fully vested shall be forfeited, and any certificate therefor or book entry with respect thereto or other evidence thereof shall be cancelled.
