Termination of Service Due to Death, Disability or Retirement. In the event an Optionee's services with the Company are terminated by reason of the Optionee's death, disability or retirement, all outstanding Options then held by the Optionee to the extent that they have vested on the date of termination shall continue to be or shall become immediately exercisable in full and remain exercisable for the Option Period.
Termination of Service Due to Death, Disability or Retirement. Upon a termination of the Participant’s Service by reason of death, Disability or Retirement, any unvested portion of the Option shall immediately terminate and be forfeited without consideration and the Vested Portion shall remain exercisable until the earlier of (i) three (3) years following such termination of Service and (ii) the expiration of the Option Term.
Termination of Service Due to Death, Disability or Retirement. On Termination of Service due to death or Disability, the restrictions on the Restricted Stock subject to the Award shall lapse as to a pro rata portion of the shares of such Restricted Stock (net of any shares as to which the restrictions previously have lapsed), with such pro rata portion based on the ratio of the number of days between the Grant Date and the date of Termination of Service to the number of days between the Grant Date and the date on which all such restrictions were scheduled to lapse under the Award Agreement. Notwithstanding the provisions of the Plan, on Termination of Service due to Retirement, the restrictions on the Restricted Stock subject to the Award shall lapse only in accordance with the schedule set forth above and shall not accelerate on a pro rata (or any other) basis. In any of such events, Grantee shall forfeit the balance of such Restricted Stock as to which the restrictions have not yet lapsed, and the Restricted Stock so forfeited shall be returned to the Company. Termination by the Company for Cause, or by any event not specified in the previous paragraph (except for a Change in Control which is governed by Section 17 of the Plan): The portion of the Restricted Stock Award for which the restrictions have not lapsed as of the Termination of Service shall be forfeited immediately after the Company’s notice or advice of such Termination of Service for Cause is dispatched to Grantee or on the date of Termination of Service for any other reason. GREATER BAY BANCORP By: The Grantee acknowledges and represents that the Grantee is familiar with the terms and provisions of this Award Agreement and hereby accepts same subject to all its terms and provisions hereof. The Grantee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board of Directors or its duly appointed Committee upon any questions arising under the Plan. Dated: Grantee Signature APPENDIX A TERMS AND CONDITIONS FOR RESTRICTED STOCK
Termination of Service Due to Death, Disability or Retirement. If the Recipient’s Service terminates due to death, Disability or Retirement, any unvested Time-Based RSUs shall immediately become fully vested. If Recipient is or becomes eligible for Retirement prior to the date any Time-Based RSUs would otherwise vest, Date, the Time-Based RSUs will no longer be subject to a substantial risk of forfeiture for tax purposes, and will be deemed a “deferral of compensation” as defined under Internal Revenue Code §409A (“§409A”), and any dividends accrued on such Time-Based RSUs pursuant to subsection 5(a) of this Agreement shall also be deemed deferred compensation subject to §409A.
Termination of Service Due to Death, Disability or Retirement. If your Termination of Service is due to your death, Disability or Retirement, and the Award provides for vesting in its entirety as of a single date, you (or, in the case of your death, your designated beneficiary or representative) will be entitled to a prorated number of the Stock Units based on the number of months completed in the Vesting Schedule as of the date of your termination divided by the total number of months in the Vesting Schedule. If the Award vests ratably during the term of the Vesting Schedule, you will receive the next tranche of Stock Units scheduled to vest.
Termination of Service Due to Death, Disability or Retirement. If your Termination of Service during the Performance Period (as determined without regard to any deemed conclusion of such Performance Period under Section 3(b)) is due to your death, Disability or Retirement, you (or, in the case of your death, your designated beneficiary or representative) will be entitled to a prorated number of the Performance Shares that the Committee determines pursuant to Section 3 above. The prorated number of Performance Shares earned shall be determined by the Committee at the end of the Performance Period based on the ratio of the number of completed calendar months you provided services to the Company or a Related Company, as applicable, during the Performance Period to the total number of months in the Performance Period.
Termination of Service Due to Death, Disability or Retirement. If the Recipient’s Service terminates due to death, Disability or Retirement, any unvested Restricted Stock Unit Agreement Time-Based RSUs shall immediately become fully vested. If Recipient is or becomes eligible for Retirement prior to the date any Time-Based RSUs would otherwise vest, the Time-Based RSUs will no longer be subject to a substantial risk of forfeiture for tax purposes, and will be deemed a “deferral of compensation” as defined under Internal Revenue Code §409A (“§409A”).
Termination of Service Due to Death, Disability or Retirement. Subject to Section 6(a) above, upon a termination of the Participant’s service by reason of death, Disability or Retirement, any unvested portion of the Option shall accelerate and immediately vest in full, and the Vested Portion shall remain exercisable until the earlier of (i) three (3) years following such termination of service and (ii) the expiration of the Option Term. Notwithstanding the foregoing, the consent of the Chief Executive Officer of the Company, which may be withheld in his sole discretion, must be received to accelerate vesting upon Retirement.
Termination of Service Due to Death, Disability or Retirement a pro rata portion of the shares of Stock otherwise deliverable with respect to the Performance Shares, with the shares otherwise deliverable based upon the extent of actual satisfaction of the Performance Goals, shall be earned as set forth in the Plan and this Award Agreement following the end of the Performance Period and the determination of the extent to which Performance Goals have been satisfied, with such pro rata portion based on the ratio of the number of days in the Performance Period between the Grant Date and the date of Termination of Service to the total number of days in the Performance Period. In such event, the Grantee shall have no right to receive any shares of Stock with respect to the balance of such Performance Shares. Termination by the Company for Cause, or by any event not specified in the previous paragraph (except for a Change in Control which is governed by Section 17 of the Plan): the Performance Share Award shall be forfeited immediately after the Company’s notice or advice of such Termination of Service for Cause is dispatched to Grantee or on the date of Termination of Service for any other reason. GREATER BAY BANCORP By: The Grantee acknowledges and represents that the Grantee is familiar with the terms and provisions of this Award Agreement and hereby accepts same subject to all its terms and provisions hereof. The Grantee agrees to accept as binding, conclusive and final all decisions or interpretations of the Board of Directors or its duly appointed Committee upon any questions arising under the Plan. Dated: Grantee Signature APPENDIX A
Termination of Service Due to Death, Disability or Retirement. In the event the service of the Participant as a director is terminated due to death, disability, or retirement after age 60 with at least ten years of continuous service as a director of the Company prior to the Lapse of Restrictions Date, all Shares of Restricted Stock then unvested shall immediately vest one hundred percent (100%), and thereafter such shares shall be freely transferable by the Participant, subject to applicable federal and state securities laws.
