Common use of Retirement/Death/Disability; Retirement Definition Clause in Contracts

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Units equal to the number of Performance Share Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Units shall be settled at such time as the Performance Share Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU Restrictions or fails to execute and submit the Certification, the Performance Share Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) the attainment of age 65, (y) the attainment of age 55 and at least 15 years of continuous service if, as of December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act, or (2) the Chief Executive Officer or Executive Vice President, People and Communications, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company and the Employee in writing in advance in compliance with such local legal requirements.

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Units equal to the number of Performance Share Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Units shall be settled at such time as the Performance Share Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU Restrictions or fails to execute and submit the Certification, the Performance Share Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) the attainment of age 65, (y) the attainment of age 55 and at least 15 years of continuous service if, as of December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act, or (2) the Chief Executive Officer or Executive Senior Vice President, People and CommunicationsCorporate Human Resources, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company and the Employee in writing in advance in compliance with such local legal requirements.

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Cash Incentive Units equal to the number of Performance Share Cash Incentive Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU CIU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Cash Incentive Units shall be settled at such time as the Performance Share Cash Incentive Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU CIU Restrictions or fails to execute and submit the each required Certification, the Performance Share Cash Incentive Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll1(gg) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) at a time when the attainment sum of the Employee’s age and continuous years of service equals or exceeds 65, (y) the attainment with a minimum age of age 55 and at least 15 years a minimum of continuous service if, as of December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 five years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act, or (2) the Chief Executive Officer or Executive Vice President, People and Communications, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll1(gg) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company and the Employee in writing in advance in compliance with such local legal requirements.

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Cash Incentive Units equal to the number of Performance Share Cash Incentive Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU CIU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Cash Incentive Units shall be settled at such time as the Performance Share Cash Incentive Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU CIU Restrictions or fails to execute and submit the each required Certification, the Performance Share Cash Incentive Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) the attainment of age 65, (y) the attainment of age 55 and at least 15 years of continuous service if, as of December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act, or (2) the Chief Executive Officer or Executive Vice President, People and Communications, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company (or Employer) and the Employee in writing in advance in compliance with such local the legal requirementsrequirements of the jurisdiction in which the Employee is employed.

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Cash Incentive Units equal to the number of Performance Share Cash Incentive Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU CIU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Cash Incentive Units shall be settled at such time as the Performance Share Cash Incentive Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU CIU Restrictions or fails to execute and submit the each required Certification, the Performance Share Cash Incentive Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll1(gg) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) the attainment of age 65, (y) the attainment of age 55 and at least 15 years of continuous service if, as of December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act, or (2) the Chief Executive Officer or Executive Vice President, People and Communications, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company (or Employer) and the Employee in writing in advance in compliance with such local the legal requirementsrequirements of the jurisdiction in which the Employee is employed.

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Units equal to the number of Performance Share Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Units shall be settled at such time as the Performance Share Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU Restrictions or fails to execute and submit the Certification, the Performance Share Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll1(kk) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) the attainment of age 65, (y) the attainment of age 55 and at least 15 years of continuous service if, as of on December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange ActAct or a “covered employee” within the meaning of Section 162(m) of the Code, or (2) the Chief Executive Officer or Executive Senior Vice President, People and CommunicationsCorporate Human Resources, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll1(kk) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company and the Employee in writing in advance in compliance with such local legal requirements.

Retirement/Death/Disability; Retirement Definition. In the event of the Employee’s Termination of Employment during the Performance Period due to the Employee’s death, Disability or Retirement, the Employee shall earn a number of Performance Share Cash Incentive Units equal to the number of Performance Share Cash Incentive Units determined in accordance with Section 1(b)(i), assuming that the Employee had remained employed through the Performance Period; provided, that, in the case of the Employee’s Retirement or Disability, the Employee does not breach the PSU CIU Restrictions and the Employee (or in the case of the Employee’s Disability, the Employee’s legal representative on behalf of the Employee, if applicable) executes and submits to the Company within 10 business days following the last day of each year during the Restricted Period following such Termination of Employment the Certification. Such Performance Share Cash Incentive Units shall be settled at such time as the Performance Share Cash Incentive Units would be settled in accordance with Section 2. For the avoidance of doubt, in the event that the Employee incurs a Termination of Employment during the Performance Period due to the Employee’s Retirement or Disability and the Employee fails to comply with the PSU CIU Restrictions or fails to execute and submit the each required Certification, the Performance Share Cash Incentive Units will be forfeited. For purposes of this Agreement and notwithstanding section 1(ll) of the Plan, “Retirement” shall mean the Employee’s Termination of Employment after (x) at a time when the attainment sum of the Employee’s age and continuous years of service equals or exceeds 65, (y) the attainment with a minimum age of age 55 and at least 15 years a minimum of continuous service if, as of December 31, 2013, the Employee was a participant in the Company’s long-term incentive program, was at least age 50 and had at least 10 five years of continuous service, or (z) the attainment of age 60 and at least 15 years of continuous service, in each case only if such Termination of Employment is approved as a “Retirement” by (1) the Committee in the case of an Employee who is subject to Section 16 of the Exchange Act, or (2) the Chief Executive Officer or Executive Vice President, People and Communications, in the case of all other individuals. Notwithstanding the foregoing or section 1(ll) of the Plan, in the event that Employee is subject to the laws of a foreign jurisdiction where the above definition would violate applicable law, “Retirement” shall mean the Employee’s Termination of Employment where the Employee ceases employment with the intention of ceasing to do any further work and on a date that has been agreed by both the Company and the Employee in writing in advance in compliance with such local legal requirements.