Clawback Event definition

Clawback Event means (i) Participant’s gross negligence, willful misconduct or willful malfeasance in connection with the performance of his or her job that has materially and adversely affected the Company’s reputation or business, (ii) Participant’s willful commission or participation in any violation of any law, rule or regulation applicable to the Company (unless Participant had a reasonable good faith belief that the act, omission or failure to act in question was not a violation of such law, rule or regulation) and such violation has materially and adversely affected the Company’s reputation or business or Participant’s ability to be associated with an investment company or an investment advisor, (iii) Participant’s theft, embezzlement or fraud in connection with the performance of his or her duties for the Firm, and (iv) Participant is convicted of, or plead guilty or nolo contendere to, a crime committed during the course of Participant’s employment with, and performance of duties on behalf of, the Firm that the Committee, acting in good faith, reasonably determines is likely to have a material and adverse effect on the reputation or business of the Company.

Clawback Event means a required recoupment of Incentive-Based Compensation in the event of a Restatement under the Applicable Rules.

Clawback Event means a required recoupment of Incentive-Based Compensation in the event of a Restatement.

Examples of Clawback Event in a sentence

• Such determination shall be made as soon as administratively practicable but in no event will the Grantee be restricted in accordance with the preceding sentence for more than that period of time reasonably necessary for the Committee to determine the existence of a Clawback Event.

• For purposes of this Agreement, the term “Clawback Period” means the three-year period immediately preceding the earlier of (x) a Clawback Event and (y) the Termination Date.

• In the event of a Clawback Event, subject to applicable law, the Committee may take any such actions as it deems necessary or appropriate to recover Clawback Compensation.

• In addition to recovery of compensation as provided for in this Policy, the Company may take any and all other actions as it deems necessary, appropriate and in the Company’s best interest in connection with a Clawback Event, including termination of an Executive Officer’s employment and initiating legal action against an Executive Officer, and nothing in this Policy limits the Company’s rights to take any such or other appropriate actions.

• In consideration of this grant of Units, the Grantee agrees that the Agreement and any Units hereunder (and/or other consideration awarded in settlement of the Units) will be subject to forfeiture and/or repayment to the extent provided for in the PacWest Bancorp Clawback Policy, as in effect from time to time, if it is determined in accordance with the policy that a Clawback Event (as defined in such policy) has occurred.

More Definitions of Clawback Event

Clawback Event means a circumstance determined by the Directors including (but without limitation):

Clawback Event means either (i) a required recoupment of Incentive-Based Compensation in the event of a Restatement or (ii) a discretionary recoupment of Clawback Compensation pursuant to Section VII of this Policy.

Clawback Event means the good faith determination, within 12 months following the termination of employment but before a Change-in-Control (as defined in the Plan), that one of the following has occurred (i) any act or omission constituting misconduct that is a significant contributing factor to the Company having to restate its financial statements, (ii) the fact that the Company’s financial results, as used to determine the Executive’s incentive compensation, are found to reflect a material error or otherwise be materially inaccurate, whether or not the Executive was responsible for, or the Executive’s actions were a significant contributing factor with respect to, the inaccuracy (provided that, in the event the Executive was not responsible for, or the Executive’s actions were not a significant contributing factor with respect to, the inaccuracy, the Clawback Amount will be limited to the after-tax cash value of excess incentive compensation received by the Executive in cash or the after-tax number of shares of Company stock received by the Executive in the case of incentive compensation paid in Company stock), (iii) the Company learns after the Executive’s termination of employment that the Executive engaged in conduct that is or could have been a basis for termination for Cause under this Agreement and which causes a material and adverse reputational or financial harm to the Company and/or (iv) the Executive breaches any provision of this Agreement in any material respect, including, without limitation, Section 11 hereof, or any of the restrictive covenants and other provisions contained in Section 9 of the Agreement and the cooperation provisions contained in Section 10 of the Agreement.

Clawback Event. An event that results in the Board becoming entitled to lower the amount of incentive compensation of any individual pursuant to the Company’s Incentive Compensation Repayment Policy, as described in the Company’s proxy statement for its 2020 annual meeting of shareholders, and determined as if such Policy remains in effect, unamended, for the entire Standstill Period, regardless of whether such compensation is actually lowered.

Clawback Event has the meaning set forth in Section 2.09(a).

Clawback Event means a required recovery of Clawback Compensation in the event of a Restatement.

Clawback Event means any action taken or omitted to be taken by Purchaser or its Affiliates at any time or the Conveyed Companies following the Closing that results in a clawback of tax benefits by a Chinese Governmental Authority including, but not limited to, the benefits of the Enterprise Income Tax holiday, and Customs Duty and VAT exemption on imported machinery and equipment.