Common use of Repayment and Forfeiture Clause in Contracts

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 8, 9, 10 or 11 of this Agreement and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 8, 9, 10, or 11 and all or any part of Paragraphs 8, 9, 10, or 11 is found invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company any payments made under Paragraph 5 and Paragraph 6(b) of this Agreement and (ii) any Awards that vested or may vest following the Termination Date pursuant to Paragraph 7(b) of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 86, 9, 10 7 or 11 8 of this Agreement and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 85, 96, 10, 7 or 11 8 and all or any part of Paragraphs 85, 96, 10, 7 or 11 8 is found invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company the net, after tax proceeds of any payments made under Paragraph 5 and Paragraph 6(bsubparagraph 2(b) of this Agreement and (ii) any Awards that vested or may vest following the Termination Date of Resignation pursuant to Paragraph 7(bsubparagraphs 4(b) and 4(c) of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 7, 8, 9, 10 or 11 9 of this Agreement and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 6, 7, 8, 9, 10, or 11 9 and all or any part of Paragraphs 6, 7, 8, 9, 10, or 11 9 is found invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company the net, after tax proceeds of any payments made under Paragraph 5 and Paragraph 6(bsubparagraph 3(b) of this Agreement and (ii) any Awards that vested or may vest following the Termination Date of Retirement pursuant to Paragraph 7(bsubparagraph 5(b) of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 8, 9, 10 or 11 of this Agreement and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 8, 9, 10, or 11 and all or any part of Paragraphs 8, 9, 10, or 11 is found invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company any payments made under Paragraph 5 and Paragraph 6(b) of this Agreement and (ii) any Awards that vested or may vest following the Termination Date pursuant to Paragraph subparagraphs 7(b) and 7(c) of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 8, 9, 10 or 11 of this Agreement and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 8, 9, 10, or 11 and all or any part of Paragraphs 8, 9, 10, or 11 is found invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company any payments made under Paragraph 5 and Paragraph 6(b) of this Agreement and (ii) any Awards that vested or may vest following the Termination Retirement Date pursuant to Paragraph 7(b) of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”)), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 85, 97, 10 8 or 11 9 of this Agreement and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 85, 97, 10, 8 or 11 9 and all or any part of Paragraphs 8Paragraph 5, 97, 10, 8 or 11 9 is found invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company shall not be obligated to make any further payments made under Paragraph 5 and Paragraph 6(b) or provide any benefits specified in Paragraphs 3 or 4 of this Agreement to or on behalf of Executive (other than payments that would constitute deferred compensation, not eligible for exemption, under Section 409A) and (ii) any Awards that vested or may vest following the Termination Date of Resignation pursuant to Paragraph 7(b) 3 of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any For the avoidance of doubt, the foregoing provisions of this Paragraph 11 shall not apply to any Awards that would have vested or survived on or following the Date of Resignation without application of Paragraph 3 of this Agreement, and any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. , and Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he (a) materially breaches any term of Paragraph 85, 9, 10 6 or 11 7 of this Agreement andAgreement, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, or (b) challenges the validity of all or any part of Paragraphs 85, 9, 10, 6 or 11 7 and all or any part of Paragraphs 85, 9, 10, 6 or 11 7 is found as a result of such challenge to be invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, or (c) engaged in any activity during the Agreement Term that would have constituted Cause, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company any payments made under Paragraph 5 and Paragraph 6(b) of this Agreement and (ii) any Awards that vested or may vest following the Termination Date pursuant to Paragraph 7(b) of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof of any compensation paid under Paragraph 2(d) and 4(b) of this Agreement (other than the “Accrued Compensation and Benefits”), (ii) any unsold shares of Company common stock distributed pursuant to Paragraph 2(d) shall be cancelled, (iii) any remaining cash severance payments otherwise payable pursuant to Paragraph 4(b)(5) shall be forfeited, and (iv) any RSUs or PRSUs granted pursuant to Paragraph 2(d) that remain outstanding following the Companytermination of Executive’s employment with the Company shall be forfeited. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents documents, LTIP award agreements or other Company policies shall continue in full force and effect. Executive hereby represents and warrants that he is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.

Repayment and Forfeiture. Executive agrees that in the event that he she (a) materially breaches any term of Paragraph 85, 9, 10 6 or 11 7 of this Agreement Agreement, and, in the event such breach can be cured, such breach has not been cured by Executive within fifteen (15) days after receipt by the Executive of written notice thereof from the Company, and such material breach is confirmed by a court of competent jurisdiction, or (b) challenges the validity of all or any part of Paragraphs 85, 9, 10, 6 or 11 7 and all or any part of Paragraphs 85, 9, 10, 6 or 11 7 is found as a result of such challenge to be invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, in addition to any other remedies at law or in equity the Company may have available to it, (i) Executive shall repay to the Company the net, after tax proceeds of any payments made under Paragraph 5 and Paragraph 6(b) 3 of this Agreement and (ii) any Awards that vested or may vest following the Termination Service Vesting Date pursuant to Paragraph 7(b) 2 of this Agreement shall be forfeited and, if applicable, Executive shall repay the net, after tax proceeds thereof to the Company. Any repayment and/or forfeiture provisions in any of the Company’s underlying plan documents or other Company policies shall continue in full force and effect. The Company and Executive each hereby represents and warrants to the other that he each is not aware of any facts or circumstances that would trigger the repayment and/or forfeiture provisions in any such plan documents or Company policies. In the event that legal action is taken by the Executive or the Company to enforce this Agreement, the prevailing party shall be entitled to attorney’s fees. Executive further agrees that all payments and benefits under this Agreement (including, without limitation, the base salary and all incentive compensation, if and to the extent subject to the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (the “Xxxx-Xxxxx Act”), will be subject to any other forfeiture or repayment required under the Xxxx-Xxxxx Act and regulations and rulings issued thereunder.