Forfeiture of Restricted Share Units. (a) Except as otherwise described in this Section 5, any of the Restricted Share Units that remain forfeitable in accordance with Section 4 hereof shall be forfeited if Grantee ceases for any reason to be employed by the Company or a Subsidiary at any time prior to such shares becoming nonforfeitable in accordance with Section 4 hereof, unless the Committee determines to provide otherwise at the time of the cessation of the Grantee’s employment. For the purposes of this Agreement, the Grantee’s employment with the Company or a Subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a Subsidiary, by reason of (i) the transfer of Grantee’s employment among the Company and its Subsidiaries, (ii) an approved leave of absence of not more than 90 days, or (iii) the period of any leave of absence required to be granted by the Company under any law, rule, regulation or contract applicable to Grantee’s employment with the Company or any Subsidiary.
(b) Any of the Restricted Share Units that remain forfeitable in accordance with Section 4 shall be forfeited on the date that the Committee determines that such Restricted Share Units shall be forfeited under the circumstances described in Section 17(g) of the Plan.
Forfeiture of Restricted Share Units. (a) Except as otherwise described in this Section 5, any of the Restricted Share Units that remain forfeitable in accordance with Section 4 hereof shall be forfeited if Grantee ceases for any reason to be employed by the Company or a Subsidiary at any time prior to such units becoming nonforfeitable in accordance with Section 4 hereof, unless the Committee determines to provide otherwise at the time of the cessation of the Grantee’s employment; provided, however, that (i) if the Grantee’s employment terminates (a “Qualifying Termination”) on account of his death or Disability, or if his employment is terminated by the Company without Cause or by the Grantee for Good Reason (each term as defined in the letter agreement between Grantee and the Company, dated as of May 8, 2007, as amended on November 27, 2007, December 26, 2008 and September 1, 2009 (the “Letter Agreement”)) on or prior to the date that is six months after the date of grant, a number of Restricted Share Units equal to 50% of the number of Performance Earned Units determined in accordance with Exhibit A shall become fully nonforfeitable, and (ii) if the Grantee’s employment terminates under circumstances constituting a Qualifying Termination following the date that is six months after the Date of Grant, a number of Restricted Share Units equal to 100% of the number of Performance Earned Units determined in accordance with Exhibit A shall become fully nonforfeitable, in either case, as of the date of determination of the number of Performance Earned Units and subject to Section 5(c) below. For the purposes of this Agreement, the Grantee’s employment with the Company or a Subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a Subsidiary, by reason of (i) the transfer of Grantee’s employment among the Company and its Subsidiaries, (ii) an approved leave of absence of not more than 90 days, or (iii) the period of any leave of absence required to be granted by the Company under any law, rule, regulation or contract applicable to Grantee’s employment with the Company or any Subsidiary.
(b) Prior to the occurrence of a Change in Control, the Committee may, at any time between the determination of the Performance-Earned Amount and the Vesting Date, exercise negative discretion to reduce the Performance-Earned Amount, but only based on a determination by the Committee in good faith that the Performance-Earned Amount ...
Forfeiture of Restricted Share Units. The Restricted Share Units that have not yet vested pursuant to Section 2 (including without limitation any right to dividend equivalents described in Section 6 hereof relating to dividends payable on or after the date of forfeiture) shall be forfeited automatically without further action or notice if the Grantee ceases to be employed by the Company or a Subsidiary other than as provided in Section 2.
Forfeiture of Restricted Share Units. Any of the Restricted Share Units that remain forfeitable in accordance with Section 4 hereof shall be forfeited if Grantee’s service as a non-officer director ceases for any reason, other than subsequently becoming an officer or employee of the Company or a Subsidiary while remaining a director, prior to the applicable Vesting Date and prior to such shares becoming nonforfeitable in accordance with Section 4 hereof.
Forfeiture of Restricted Share Units. (a) The Restricted Share Units that have not yet vested pursuant to Section 2 shall be forfeited automatically without further action or notice if the Grantee ceases to be employed by the Company or a Subsidiary prior to a Vesting Date other than as provided in Section 2(b).
(b) All unpaid Restricted Share Units, whether or not vested, shall be forfeited automatically without further action or notice if the Grantee’s employment is terminated by the Company or a Subsidiary for Cause. Further, the Restricted Share Units and any amount paid hereunder shall be subject to the forfeiture and repayment provisions of Section 20 of the Plan.
Forfeiture of Restricted Share Units. Except as the Board may determine on a case-by-case basis, at such time as the Grantee ceases to be continuously employed by the Company, any Restricted Share Units that have not theretofore become nonforfeitable shall be forfeited. Notwithstanding the foregoing, a Grantee shall be treated as being in the continuous employ of the Company for purposes hereof and vesting of Restricted Share Units shall continue as provided for in accordance with Section 3 if and only for so long as all of the following conditions are met: (i) Grantee’s employment was terminated other than by the Company for cause; (ii) at the time such employment was terminated, the Grantee had attained the age of 55; (iii) at the time such employment was terminated the Grantee’s age, when added to the number of years of continuous employment of such Grantee by the Company, equaled or exceeded seventy (70); and (iv) the Grantee does not engage in any Detrimental Activity (together, a “Qualifying Retirement”).
Forfeiture of Restricted Share Units. You shall forfeit all of your unvested Restricted Share Units in the event that, prior to your becoming vested in all of your Restricted Share Units pursuant to Section 5, your employment with the Company terminates other than by reason of a “Qualifying Termination” (as such term is defined in the Employment Letter). Following such forfeiture, you shall have no further right to receive any benefits or payments under this Award; provided, however, that in no event shall you forfeit any previously vested Restricted Share Units.
Forfeiture of Restricted Share Units. If, prior to the vesting of the Restricted Share Units granted hereunder, the Recipient breaches Section 8 of the Employment Agreement during the Employment Period specified therein, or his Continuous Service ceases prematurely, all of the Restricted Share Units granted hereunder shall automatically and without notice terminate, be forfeited and become null and void. For purposes of this Section 3, the Recipient’s Continuous Service shall be deemed to have ceased prematurely if it ceases for any reason other than his death, permanent disability, termination due to a Change of Control, termination by Employee for Good Reason, or termination without Cause prior to the fifth (5th) anniversary of the Date of Grant. Notwithstanding the foregoing, if a Change in Control occurs and the Recipient terminates his employment with the Company pursuant to Section 4.8 of the Employment Agreement, the provisions of this Section 3 shall not apply.
Forfeiture of Restricted Share Units. In the event the Grantee’s employment with the Company or any subsidiary of the Company is terminated, (a) at any time by the Grantee, other than the Grantee’s Retirement, (b) at any time by the Company for Cause or (c) outside of a Change in Control Period by the Company for any reason other than the Grantee’s death or Disability, the Restricted Share Units that at that time have not been released from the restrictions set forth in Section 4 shall be forfeited to the Company without payment of any consideration by the Company, and neither the Grantee nor any of his or her successors, heirs, assigns, or personal representatives shall thereafter have any further rights or interests in such Restricted Share Units.
Forfeiture of Restricted Share Units. (a) Except as otherwise determined by the Committee, in its sole discretion, the Restricted Share Units that have not yet vested pursuant to Section 2(a) shall be forfeited automatically without further action or notice if the Grantee ceases to be employed by the Company or a Subsidiary other than as provided pursuant to Section 2(b).
(b) The forfeiture provisions of Section 19 of the Plan relating to Detrimental Activity shall apply to the Restricted Share Units and any amount paid hereunder. This Section 3(b) shall survive and continue in full force in accordance with its terms notwithstanding any termination of the Grantee’s Continuous Service or the payment of the Restricted Share Units as provided herein.
