Retirement of the Employee Sample Clauses

Retirement of the Employee. In the event of retirement of the Employee, the employee shall notify the Employer at least forty-five (45) days prior to the date of the retirement or within such other time period as may be mutually agreeable to the parties. All obligations and agreements of the parties as contained in this Agreement shall cease as of the date of the retirement;

Retirement of the Employee. If the Employee retires after attaining 55 years of age with 15 years of service to the Company or 65 years of age or age under local law without regard to service, in accordance with the Company's retirement policy, the Employee shall receive a pro rata amount of the Cash Award determined by multiplying the total Cash Award due after such Cash Award is vested at the end of the Restriction Period by a fraction equal to the number of whole months elapsed between the Grant Date and the Employee's retirement, divided by the number of whole months between the Grant Date and the date the Cash Award would have vested in accordance with paragraph 2 above, payable at the end of such period. The Company's obligation to deliver the pro rata amount due under the Cash Award is subject to the condition that for the entire Restriction Period: (a) The Employee shall render, as an independent contractor and not as an employee, such advisory or consultative services to the Company as shall reasonably be requested by the Company, consistent with the Employee's health and any other employment or other activities in which such Employee may be engaged; (b) The Employee shall not render services for any organization or engage directly or indirectly in any business which, in the opinion of the Company, competes with or is in conflict with the interests of the Company; (c) The Employee shall not, without prior written authorization from the Company, disclose to anyone outside the Company, or use in other than the Company's business, any confidential information or material relating to the business of the Company, either during or after employment with the Company; and (d) The Employee shall disclose promptly and assign to the Company all right, title and interest in any invention or idea, patentable or not, made or conceived by the Employee during employment by the Company, relating in any manner to the actual or anticipated business, anything reasonably necessary to enable the Company to secure a patent where appropriate in the United States and in foreign countries.

Retirement of the Employee. If the Employee’s termination is due to retirement in accordance with an applicable retirement policy, a Pro Rata Portion of the PARSUs shall vest at the end of the relevant Segment based on actual performance as determined in accordance with Sections 3(a) and/or 3(b). The Company's obligation to deliver the amounts that vest pursuant to this Section 10 is subject to the condition that (i) the Employee shall have executed a current Agreement Regarding Confidential Information and Proprietary Developments (“ARCIPD”) that is satisfactory to the Company, and (ii) during the portion of the Performance Period following termination of the Employee's active employment, the Employee is in compliance with any-post employment restrictions in the ARCIPD and does not engage in any conduct that creates a conflict of interest in the opinion of the Company.

Retirement of the Employee. If the Employee’s termination is due to retirement in accordance with an applicable retirement policy, a pro rata portion of the PARSUs shall vest at the end of the 36-month Performance Period based on actual performance as determined in accordance with Sections 3(a) and/or 3(b). Pro rata vesting shall be based on the number of full months elapsed from the beginning of the performance period to the date of the Employee’s termination due to retirement. The Company’s obligation to deliver the amounts that vest pursuant to this Section 10 is subject to the condition that (i) the Employee shall have executed a current Agreement Regarding Confidential Information and Proprietary Developments (“ARCIPD”) that is satisfactory to the Company no later than the date immediately prior to the date of the Employee’s termination of employment, (ii) the Employee has not engaged in any conduct that creates a conflict of interest in the opinion of the Company during the Employee’s active employment with the Company and any-post employment period during which the XXXXX remains outstanding, and (iii) the Employee is in compliance with any-post employment restrictions in the ARCIPD during the period in which the XXXXX remains outstanding.

Retirement of the Employee. Notwithstanding the provisions of Section 4 of this Grant Agreement but subject to the terms of Section 18(a) in the event of the Employee’s termination of employment prior to the fifth anniversary of the Grant Date due to retirement in accordance with the applicable retirement policy, this Stock Option, to the extent not previously vested or forfeited, shall vest and become exercisable as follows: (a) Provided the First Tranche Share Price Component is timely satisfied, the First Tranche shall fully vest and become exercisable as of the later of the date the First Tranche Share Price Component is satisfied or the first anniversary after the Grant Date; (b) Provided the Second Tranche Share Price Component is timely satisfied, the Second Tranche shall fully vest and become exercisable as of the later of the date the Second Tranche Share Price Component is satisfied or the second anniversary after the Grant Date; and (c) Provided the Third Tranche Share Price Component is timely satisfied, the Third Tranche shall fully vest and become exercisable as of the later of the date the Third Tranche Share Price Component is satisfied or third anniversary after the Grant Date. In the event of the Employee’s termination due to retirement in accordance with the applicable retirement policy at any time prior to the Expiration Date, the Employee may exercise his or her vested rights, if any, under this Stock Option within five years from the date of termination, or vesting if later. In all cases, however, this Stock Option will expire no later than the Expiration Date. The Company’s obligation to vest the Stock Option under this paragraph is subject to the condition that (i) the Employee shall have executed a current Agreement Regarding Confidential Information and Proprietary Developments (“ARCIPD”) that is satisfactory to the Company no later than the date immediately prior to the date of the Employee’s termination of employment, (ii) the Employee has not engaged in any conduct that creates a conflict of interest in the opinion of the Company during the Employee’s active employment with the Company and any-post employment period during which the Stock Option remains outstanding and (iii) the Employee is in compliance with any-post employment restrictions in the ARCIPD during the period in which the Stock Option remains outstanding.

Retirement of the Employee. Notwithstanding the provisions in Section 4 of this Grant Agreement but subject to the terms of Section 15, in the event of the Employee’s termination of employment prior to the fourth anniversary of the Grant Date due to retirement in accordance with the applicable retirement policy, this Stock Option, to the extent not previously vested or forfeited, shall vest and become exercisable as follows: (a) Provided the First Tranche Share Price Component is timely satisfied, a portion (no more than 100%) of the First Tranche shall vest (as of the later of the date the First Tranche Share Price Component is satisfied or the date of Employee’s termination of employment) equal to the number of full months of Employee’s employment after the Grant Date (i) divided by 12 if the First Tranche Share Price Component is satisfied in the first 12 months after the grant date, or (ii) divided by 24 if the First Tranche Share Price Component is satisfied after the twelfth and prior to the twenty-fifth month after the grant date, and; (b) Provided the Second Tranche Share Price Component is timely satisfied, a portion (no more than 100%) of the Second Tranche shall vest (as of the later of the date the Second Tranche Share Price Component is satisfied or the date of the Employee’s termination of employment) equal to the number of full months of Employee’s employment after the Grant Date (i) divided by 12 if the Second Tranche Share Price Component is satisfied in the first 12 months after the grant date, (ii) divided by 24 if the Second Tranche Share Price Component is satisfied after the twelfth and prior to the twenty-fifth month after the grant date, divided by 24; and (iii) divided by 36 if the Second Tranche Share Price Component is satisfied after the 24th month and prior to the 37th month after the Grant Date. (c) Provided the Third Tranche Share Price Component is timely satisfied, a portion (no more than 100%) of the Third Tranche shall vest (as of the later of the date the Third Tranche Share Price Component is satisfied or the date of the Employee’s termination of employment) equal to the number of full months of Employee’s employment after the Grant Date (i) divided by 12 if the Third Tranche Share Price Component is satisfied in the first 12 months after the grant date, (ii) divided by 24 if the Third Tranche Share Price Component is satisfied after the twelfth and prior to the twenty-fifth month after the grant date, divided by 24; (iii) divided by 36 if the Thi...

Retirement of the Employee. If the Employee’s termination is due to retirement in accordance with the applicable retirement policy, the Employee shall receive a pro rata amount of the XXXXX and dividend equivalents (not more than 100%), payable at the end of the relevant Segment. For each Segment or part of a Segment that the Employee works during the Performance Period, the amount credited will be determined by multiplying the amount credited at the end of the relevant Segment by a fraction equal to the number of whole months worked by the Employee during such Segment, divided by the number of months in the Segment. The Company’s obligation to deliver the pro rata amount due is subject to the condition that the Employee shall have executed a current Agreement Regarding Confidential Information and Proprietary Developments (“ARCIPD”) that is satisfactory to the Company, and during the portion of the Performance Period following termination of the Employee’s active employment shall be in compliance with any-post employment restrictions in the ARCIPD and shall not engage in any conduct that creates a conflict of interest in the opinion of the Company.

Retirement of the Employee. Upon the determination of maximum medical improvement (MMI) if the employee is unable to perform the essential functions of his or her current job with or without reasonable accommodation.

Retirement of the Employee. If the Employee’s termination is due to retirement in accordance with an applicable retirement policy, a Pro Rata Portion of the PARSUs shall vest. The Company’s obligation to deliver the amounts that vest pursuant to this Section 10 is subject to the condition that (i) the Employee shall have executed a current Agreement Regarding Confidential Information and Proprietary Developments (“ARCIPD”) that is satisfactory to the Company, and (ii) during the portion of the Performance Period following termination of the Employee’s active employment, the Employee is in compliance with any-post employment restrictions in the ARCIPD and does not engage in any conduct that creates a conflict of interest in the opinion of the Company.

Retirement of the Employee. If the Employee retires after attaining 55 years of age with 15 years of service to the Company or 65 years of age or age under local law without regard to service, in accordance with the Company's retirement policy, the Company's obligation to deliver Stock out of escrow is subject to the condition that for the entire Restriction Period: (a) The Employee shall render, as an independent contractor and not as an employee, such advisory or consultative services to the Company as shall reasonably be requested by the Company, consistent with the Employee's health and any other employment or other activities in which such Employee may be engaged; (b) The Employee shall not render services for any organization or engage directly or indirectly in any business which, in the opinion of the Company, competes with or is in conflict with the interests of the Company; (c) The Employee shall not, without prior written authorization from the Company, disclose to anyone outside the Company, or use in other than the Company's business, any confidential information or material relating to the business of the Company, either during or after employment with the Company; and (d) The Employee shall disclose promptly and assign to the Company all right, title and interest in any invention or idea, patentable or not, made or conceived by the Employee during employment by the Company, relating in any manner to the actual or anticipated business, anything reasonably necessary to enable the Company to secure a patent where appropriate in the United States and in foreign countries.