Retirement and Involuntary Termination Sample Clauses

Retirement and Involuntary Termination. If the Participant’s service as a Director terminates as a result of “Retirement” or a failure to be re-elected as a Director (other than due to death or Disability), then the Participant shall become vested in a prorated number of DSUs. For purposes of the preceding, the prorated portion of the DSUs that is vested as of the Participant’s date of termination, including the portion of the DSUs then already vested, shall be the total number of granted and credited DSUs multiplied by a fraction, the numerator of which shall be the number of full months elapsed from January 1 of the calendar year of the Date of Grant through the date of the Participant’s termination of service as a Director and the denominator of which shall be 12. The term “Retirement” shall mean mandatory retirement at age 75 (or such other age as required by Company’s By-Laws and/or Board of Directors Corporate Governance Principles).
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Retirement and Involuntary Termination. If the Participant’s service as a Director terminates as a result of “Retirement” or a failure to be re-elected as a Director (other than due to
Sample 1
Retirement and Involuntary Termination. If the Participant’s employment with the Company terminates as a result of “Retirement” or involuntary termination by the Company without Cause (whether or not the Participant is eligible for Retirement and other than due to Disability or death), then the Option shall become vested with respect to a prorated number of the Option Shares. For purposes of the preceding, the prorated portion of the Option that is vested as of the Participant’s date of termination, including the portion of the Option then already vested, shall be the total number of Option Shares multiplied by a fraction, the numerator of which shall be the number of full months elapsed from the Date of Grant4 through the date of the Participant’s termination of employment (or, if later, the last day of any severance period during which such Participant is receiving salary continuation) and the denominator of which shall be 48. The term “Retirement” shall mean termination of employment on or after age 55. The vested portion of the Option shall remain exercisable during the one-year period beginning on Participant’s date of termination or service with the Company; provided that if the Participant dies during such one-year period, then the remaining portion of the then outstanding and vested Option shall remain exercisable for two years following the death of Participant.
Sample 1
Retirement and Involuntary Termination. If the Participant’s employment with the Company or any Affiliate or Subsidiary terminates as a result of “Retirement”, or involuntary termination by the Company or any Affiliate or Subsidiary without Cause (whether or not the Participant is eligible for Retirement and other than due to Disability or death), then the Participant shall become vested in a prorated number of RSUs. For purpose of the preceding, the prorated portion of the RSUs that is vested as of the Participant’s date of termination, including the portion of the RSUs then already vested, shall be the total number of granted and credited RSUs multiplied by a fraction, the numerator of which shall be the number of full months elapsed from the Date of Grant3 through the date of the Participant’s termination of employment (or, if later, the last day of any severance period during which Participant is receiving salary continuation) and the denominator of which shall be 48. The term “Retirement” shall mean termination of employment on or after age 55.
Sample 1
Retirement and Involuntary Termination. If the Participant’s service as a Director terminates as a result of “Retirement” or a failure to be re-elected as a Director (other than due to Disability or death), then the Option shall become vested with respect to a prorated number of the Option Shares. For purposes of the preceding, the prorated portion of the Option that is vested as of the Participant’s date of termination, including the portion of the Option then already vested, shall be the total number of Option Shares multiplied by a fraction, the numerator of which shall be the number of full months elapsed from the Date of Grant4 through the date of the Participant’s termination of service as a Director and the denominator of which shall be 48. The term “Retirement” shall mean mandatory retirement at age 72 (or such other age as required by Company’s By-Laws and/or Board of Directors Corporate Governance Principles). The vested portion of the Option shall remain exercisable during the one-year period beginning on Participant’s date of termination of service as a Director; provided that if the Participant dies during such one-year period, then the remaining portion of the then outstanding and vested Option shall remain exercisable for two years following the death of Participant.
Sample 1

Related to Retirement and Involuntary Termination

  • Involuntary Termination “Involuntary Termination” shall mean (i) without the Employee’s express written consent, the significant reduction of the Employee’s duties or responsibilities relative to the Employee’s duties or responsibilities in effect immediately prior to such reduction; provided, however, that a reduction in duties or responsibilities solely by virtue of the Company being acquired and made part of a larger entity (as, for example, when the Chief Financial Officer of Company remains as such following a Change of Control and is not made the Chief Financial Officer of the acquiring corporation) shall not constitute an “Involuntary Termination”; (ii) without the Employee’s express written consent, a substantial reduction, without good business reasons, of the facilities and perquisites (including office space and location) available to the Employee immediately prior to such reduction; (iii) without the Employee’s express written consent, a material reduction by the Company in the Base Compensation or Target Incentive of the Employee as in effect immediately prior to such reduction, or the ineligibility of the Employee to continue to participate in any long-term incentive plan of the Company; (iv) a material reduction by the Company in the kind or level of employee benefits to which the Employee is entitled immediately prior to such reduction with the result that the Employee’s overall benefits package is significantly reduced; (v) the relocation of the Employee to a facility or a location more than 50 miles from the Employee’s then present location, without the Employee’s express written consent; (vi) any purported termination of the Employee by the Company which is not effected for death or Disability or for Cause; or (vii) the failure of the Company to obtain the assumption of this agreement by any successors contemplated in Section 10 below.

  • Involuntary Termination of Employment If the Executive exercises his withdrawal rights pursuant to Subsection 2.2, and the Executive's employment with the Bank is involuntarily terminated for any reason including termination due to disability of the Executive, but excluding termination for Cause, or termination following a Change in Control, within thirty (30) days of such involuntary termination of employment, the Bank shall be required to record a final Phantom Contribution in an amount equal to: (i) the full Phantom Contribution required for the Plan Year in which such involuntary termination occurs, if not yet made, plus (ii) the present value (computed using a discount rate equal to the Interest Factor) of all remaining Phantom Contributions.

  • Involuntary Termination with Cause The Employer may terminate the Executive’s employment for Cause. If the Executive’s employment terminates for Cause, the Executive shall receive the Base Salary through the date on which termination becomes effective and reimbursement of expenses to which the Executive is entitled when termination becomes effective. If the Executive is terminated for Cause by either of the Corporation or the Bank, the Executive shall be deemed also to have been terminated for Cause by the other. The Executive shall not be deemed to have been terminated for Cause under this Agreement unless and until there is delivered to the Executive a copy of a resolution adopted at a meeting of the board of directors called and held for the purpose, which resolution shall (x) contain findings that the Executive has committed an act constituting Cause, and (y) specify the particulars thereof. The resolution of the board of directors shall be deemed to have been duly adopted if and only if it is adopted by the affirmative vote of a majority of the directors of the Corporation then in office or a majority of the directors of the Bank then in office, in either case excluding the Executive. Notice of the meeting and the proposed termination for Cause shall be given to the Executive a reasonable time before the meeting of the board of directors. The Executive and the Executive’s counsel (if the Executive chooses to have counsel present) shall have a reasonable opportunity to be heard by the board of directors at the meeting. For purposes of this Agreement “Cause” means any of the following:

  • Voluntary Termination Executive may voluntarily terminate Executive’s employment for any reason upon 30 days’ prior written notice. In such event, after the effective date of such termination, except as provided in Section 2.2 with respect to a resignation for Good Reason, no further payments shall be due under this Agreement, except that Executive shall be entitled to any benefits accrued in accordance with the terms of any applicable benefit plans and programs of the Company.

  • Voluntary Termination of Employment If during the Employment Term, Executive terminates his employment under circumstances other than those specified elsewhere in this Section 8, Executive shall be entitled to the payments and benefits specified in Section 8(a).

  • Involuntary Termination Without Cause and Voluntary Termination with Good Reason With written notice to the Executive at least thirty (30) days in advance, the Bank may terminate the Executive’s employment without Cause. Termination shall take effect at the end of the notice period. With advance written notice to the Bank as provided in clause (y), the Executive may terminate employment for Good Reason. If the Executive’s employment terminates involuntarily without Cause or voluntarily but with Good Reason, the Executive shall be entitled to the benefits specified in Article 4 of this Agreement. For purposes of this Agreement, a voluntary termination by the Executive shall be considered a voluntary termination with Good Reason if the conditions stated in both clauses (x) and (y) of this Section 3.4 are satisfied:

  • Cause; Voluntary Termination If the Executive’s employment terminates for Cause, this Agreement shall terminate without further obligations to the Executive other than the obligation to pay to the Executive the Accrued Obligations. If the Executive’s employment terminates due to the Executive’s voluntarily termination this Agreement shall terminate without further obligations to the Executive other than the obligation to pay to the Executive the Accrued Obligations.

  • Involuntary Termination for Cause If the Employee's employment is terminated for Cause, then the Employee shall not be entitled to receive severance payments. The Employee's benefits will be terminated under the Company's then existing benefit plans and policies in accordance with such plans and policies in effect on the date of termination.

  • Termination for Cause; Voluntary Termination If at any time during the Term the Executive’s employment with the Company is terminated pursuant to Section 4.6 or 4.7, the Executive shall be entitled to only the following:

  • Involuntary Termination Without Cause In the event of the Participant’s involuntary Termination by the Company without Cause, the vested portion of the Option shall remain exercisable until the earlier of (i) ninety (90) days from the date of such Termination, and (ii) the expiration of the stated term of the Option pursuant to Section 3(d) hereof.

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