Common use of Termination Due to Retirement Clause in Contracts

Termination Due to Retirement. (i) In the event that the Grantee’s employment or other service is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, the Grantee will become vested in a pro rata portion of Award Units based on the number of calendar days elapsed in the Vesting Period as of the date of retirement (e.g., If the Grantee was granted 1,200 Award Units, and if retirement occurs 730 calendar days into the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the remaining 400 Award Units will immediately terminate and be forfeited without notice of any kind) pending completion of the Performance Period and final determination of the Adjusted Award Units. (ii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units with respect to which the Restrictions have not lapsed will immediately terminate and be forfeited without notice of any kind. (iii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of Xxxxxxx’s intention to retire one year before Xxxxxxx’s actual retirement date, and b) Xxxxxxx’s actual retirement date is at least one year after the Date of Xxxxx. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Period.

Termination Due to Retirement. (i) In the event that the Grantee’s employment or other service is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, the Grantee will become vested in a pro rata portion of Award Units based on the number of calendar days elapsed in the Vesting Period as of the date of retirement (e.g., If the Grantee was granted 1,200 Award Units, and if retirement occurs 730 calendar days into the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the remaining 400 Award Units will immediately terminate and be forfeited without notice of any kind) pending completion of the Performance Period and final determination of the Adjusted Award Units. (ii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units with respect to which the Restrictions have not lapsed will immediately terminate and be forfeited without notice of any kind. (iii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of XxxxxxxGrantee’s intention to retire one year before XxxxxxxGrantee’s actual retirement date, and b) XxxxxxxGrantee’s actual retirement date is at least one year after the Date of XxxxxGrant. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Period.

Termination Due to Retirement. (i) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, the Grantee will become vested in a the Award Units pro rata portion of Award Units based on the number of calendar days elapsed in the Vesting Restriction Period as of the date of retirement (e.g., If the Grantee was granted 1,200 Award Units, and if retirement occurs 730 calendar days into the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the remaining 400 Award Units will terminate immediately terminate and be forfeited without notice of any kindkind and will be forfeited) pending completion of the Performance Period and final determination of the Adjusted Award Units. (ii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units with respect to which the Restrictions have not lapsed will terminate immediately terminate and be forfeited without notice of any kindkind and will be forfeited. (iii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of XxxxxxxGrantee’s intention to retire one year before XxxxxxxGrantee’s actual retirement date, and b) XxxxxxxGrantee’s actual retirement date is at least one year after the Date of XxxxxGrant. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Restriction Period.

Termination Due to Retirement. (ia) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, then the Grantee will become have one (1) year, but not beyond the Expiration Date, to exercise the sum of (i) Options that had vested in (if any) through the effective retirement date according to Section 1.4, plus (ii) a pro rata portion of Award Units Options that vest, pursuant to this provision, based on the number of calendar days elapsed in since the Vesting Period most recent anniversary of the Date of Grant as of the date of retirement (e.g.retirement, If divided by the Grantee was granted 1,200 Award Units, and if retirement occurs 730 total number of calendar days into in the 1,095 calendar days vesting periodVesting Period (collectively, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the “Pro Rata Options”). The remaining 400 Award Units unvested Options will immediately terminate and be forfeited without notice of any kind. For example, if the Grantee was granted 1,200 Options and retirement occurs 548 calendar days into the Vesting Period, assuming the Vesting Period contains 1,095 calendar days, the Grantee would have (i) pending completion of the Performance Period and final determination of the Adjusted Award Units1,200/3 = 400 Options vested pursuant to Section 1.4, plus (ii) 1,200 x (183/1,095) = 201 Pro Rata Options. (iib) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units Options with respect to which the Restrictions have not lapsed will immediately terminate and be forfeited without notice of any kind. (iiic) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in in, and have three (3) years, but not beyond the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units Expiration Date, to exercise all Options awarded pursuant to this Agreement if the following criteria are met: a(i) the Grantee provides written notice of Xxxxxxxthe Grantee’s intention to retire one (1) year before Xxxxxxxthe Grantee’s actual retirement date, and b(ii) Xxxxxxxthe Grantee’s actual retirement date is at least one (1) year after the Date of XxxxxGrant. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Period.

Termination Due to Retirement. (i) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, the Grantee will become vested in a pro rata portion of Award Units (the “Pro Rata Award Units”) based on the number of calendar days elapsed in since the most recent anniversary of the Date of Grant (the “Vesting Period Anniversary”) as of the date of retirement (e.g.retirement, If divided by the Grantee was granted 1,200 Award Units, and if retirement occurs 730 number of calendar days into in the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the Restriction Period. The remaining 400 unvested Award Units will immediately terminate and be forfeited without notice of any kind. For example, if the Grantee was granted 1,200 Award Units and retirement occurs 548 calendar days into the Restriction Period, assuming the Restriction Period contains 1,095 calendar days, the Grantee would have (i) pending completion 1,2000/3 = 400 Award Units vested pursuant to Section 2.1, plus (ii) 1,200 x (183/1095) = 201 Pro Rata Award Units. The shares of Common Stock to be issued in settlement of the Performance Period and final determination of the Adjusted vested Award UnitsUnits will be issued as soon as reasonably possible. (ii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units with respect to which the Restrictions have not lapsed will terminate immediately terminate and be forfeited without notice of any kind. (iii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of Xxxxxxx’s intention to retire one year before Xxxxxxx’s actual retirement date, and b) Xxxxxxx’s actual retirement date is at least one year after the Date of Xxxxx. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units kind and will be issued within 90 days of the end of the Vesting Periodforfeited.

Termination Due to Retirement. (ia) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, then the Grantee will become have one (1) year, but not beyond the Expiration Date, to exercise the sum of (i) Options that had vested in (if any) through the effective retirement date according to Section 1.4, plus (ii) a pro rata portion of Award Units Options that vest, pursuant to this provision, based on the number of calendar days elapsed since the most recent anniversary of the Date of Grant (the “Vesting Anniversary”), divided by the total number of calendar days in the Vesting Period as of (collectively, the date of retirement (e.g., If the Grantee was granted 1,200 Award Units, and if retirement occurs 730 calendar days into the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the “Pro Rata Options”). The remaining 400 Award Units unvested Options will immediately terminate and be forfeited without notice of any kind. For example, if the Grantee was granted 1,200 Options and retirement occurs 548 calendar days into the Vesting Period, assuming the Vesting Period contains 1,095 calendar days, the Grantee would have (i) pending completion of the Performance Period and final determination of the Adjusted Award Units1,200/3 = 400 Options vested pursuant to Section 1.4, plus (ii) 1,200 x (183/1,095) = 201 Pro Rata Options. (iib) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units Options with respect to which the Restrictions have not lapsed will immediately terminate and be forfeited without notice of any kind. (iiic) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in in, and have three (3) years, but not beyond the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units Expiration Date, to exercise all Options awarded pursuant to this Agreement if the following criteria are met: a(i) the Grantee provides written notice of Xxxxxxxthe Grantee’s intention to retire one (1) year before Xxxxxxxthe Grantee’s actual retirement date, and b(ii) Xxxxxxxthe Grantee’s actual retirement date is at least one (1) year after the Date of XxxxxGrant. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Period.

Termination Due to Retirement. (ia) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, then the Grantee will become have one (1) year, but not beyond the Expiration Date, to exercise the sum of (i) Options that had vested in (if any) through the effective retirement date according to Section 1.4, plus (ii) a pro rata portion of Award Units Options that vest, pursuant to this provision, based on the number of calendar days elapsed in since the Vesting Period most recent anniversary of the Date of Grant as of the date of retirement (e.g.retirement, If divided by the Grantee was granted 1,200 Award Units, and if retirement occurs 730 total number of calendar days into in the 1,095 calendar days vesting periodVesting Period (collectively, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the “Pro Rata Options”). The remaining 400 Award Units unvested Options will immediately terminate and be forfeited without notice of any kind. For example, if the Grantee was granted 1,200 Options and retirement occurs 548 calendar days into the Vesting Period, assuming the Vesting Period contains 1,095 calendar days, the Grantee would have (i) pending completion of the Performance Period and final determination of the Adjusted Award Units1,200/3 = 400 Options vested pursuant to Section 1.4, plus (ii) 1,200 x (183/1,095) = 201 Pro Rata Options. (iib) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units Options with respect to which the Restrictions have not lapsed will immediately terminate and be forfeited without notice of any kind. (iiic) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of Xxxxxxx’s intention to retire one year before Xxxxxxx’s actual retirement date, and b) Xxxxxxx’s actual retirement date is at least one year after the Date of Xxxxx. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Period.five

Termination Due to Retirement. (i) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, the Grantee will become vested in a the Award Units pro rata portion of Award Units based on the number of calendar days elapsed in the Vesting Restriction Period as of the date of retirement (e.g., If the Grantee was granted 1,200 Award Units, and if retirement occurs 730 calendar days into the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the remaining 400 Award Units will terminate immediately terminate and be forfeited without notice of any kindkind and will be forfeited) pending completion of the Performance Period and final determination of the Adjusted Award Units. (ii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units with respect to which the Restrictions have not lapsed will terminate immediately terminate and be forfeited without notice of any kindkind and will be forfeited. (iii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of XxxxxxxGrantee’s intention to retire one year before XxxxxxxGrantee’s actual retirement date, and b) XxxxxxxGrantee’s actual retirement date is at least one year after the Date of XxxxxGrant. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Restriction Period.

Termination Due to Retirement. (i) In the event that the Grantee’s employment or other service is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age fifty-five (55) and the Grantee has five (5) or more years of service with the Company prior to such retirement, the Grantee will become vested in a pro rata portion of Award Units based on the number of calendar days elapsed in the Vesting Period as of the date of retirement (e.g., If the Grantee was granted 1,200 Award Units, and if retirement occurs 730 calendar days into the 1,095 calendar days vesting period, then the Grantee will become vested with respect to an aggregate of 800 Award Units and the remaining 400 Award Units will immediately terminate and be forfeited without notice of any kind) pending completion of the Performance Period and final determination of the Adjusted Award Units. (ii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement prior to age fifty-five (55) or the Grantee has fewer than five (5) years of service with the Company prior to retirement, all rights of the Grantee under the Plan and this Agreement relating to all Award Units with respect to which the Restrictions have not lapsed will immediately terminate and be forfeited without notice of any kind. (iii) In the event that the Grantee’s employment or other service with the Company and all Subsidiaries is terminated prior to the end of the Vesting Period by reason of the Grantee’s retirement at or beyond age sixty (60) and the Grantee has five (5) or more years of service with the Company prior to retirement, the Grantee will become fully vested in the Award Units pending completion of the Performance Period and final determination of the Adjusted Award Units if the following criteria are met: a) Grantee provides written notice of Xxxxxxx’s intention to retire one year three months before Xxxxxxx’s actual retirement date. Provided, however, and b) Xxxxxxxonly to the extent permitted by applicable law, that as a condition of Grantee becoming vested in the Award Units at completion of the Performance Period, Grantee cannot have engaged in competitive activities to Company’s actual retirement business in the United States during the period between the Grantee’s termination date is at least one year after and the Date end of Xxxxxthe Vesting Period, up to any duration limitation under applicable law. (iv) The shares of Common Stock to be issued in settlement of the Adjusted Award Units pursuant to paragraphs (i) or (iii) above will be retained and held by the Company pending the final determination of the Adjusted Award Units and will be issued within 90 days of the end of the Vesting Period.