Clawback Requirements definition

Clawback Requirements means (i) any applicable listing standards of a national securities exchange adopted in accordance with Section 954 of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act (regarding recovery of erroneously awarded compensation) and any implementing rules and regulations of the U.S. Securities and Exchange Commission adopted thereunder, (ii) similar rules under the laws of any other jurisdiction and (iii) any policies adopted by the Company to implement such requirements, all to the extent determined by the Company in its discretion to be applicable to the Participant.
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Clawback Requirements means Section 10D of the Exchange Act and any regulations promulgated, or national securities exchange listing conditions adopted, with respect thereto.
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Clawback Requirements means one or more of the following: (i) any clawback requirements imposed under applicable laws, rules and regulations (including Section 10D of the Exchange Act, Rule 10D-1 under the Exchange Act and Section 303A.14 of the NYSE Listed Company Manual); (ii) the American Express Company Incentive Compensation Recoupment Policy (as amended or restated from time to time); (iii) the American Express Company Policy for the Recovery of Erroneously Awarded Compensation (as amended or restated from time to time, the “Recovery Policy”); and (iv) any Acknowledgement and Acceptance Form to the Recovery Policy executed the Participant.
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Examples of Clawback Requirements in a sentence

  • Recovery pursuant to the Rule 10D-1 Clawback Requirements does not preclude recovery under the Sarbanes-Oxley Clawback Requirements, to the extent any applicable amounts have not been reimbursed to the Company.

  • A Participant’s Option is subject to the Clawback Requirements and the Consent to Xxxx-Xxxxx Clawback Provisions executed by the Participant, which could require the Participant to return to the Company, or forfeit if not yet paid, the Participant’s Option and the proceeds from the exercise of the Option, in order to comply with the Clawback Requirements and any policy adopted by the Committee pursuant to the Clawback Requirements.

  • A Participant’s Award is subject to the Clawback Requirements and the Consent to Xxxx-Xxxxx Xxxxxxxx Provisions executed by the Participant, which could require the Participant to return to the Company, or forfeit if not yet paid, the Participant’s Award and the proceeds from the Award, in order to comply with the Clawback Requirements and any policy adopted by the Committee pursuant to the Clawback Requirements.

  • Notwithstanding anything in the Plan, this Agreement or any Award Communication to the contrary, a Participant’s Award (and any shares of Stock or other amounts payable thereunder) are subject to reduction, cancellation, repayment, forfeiture or recoupment in accordance with the Clawback Requirements.

  • Notwithstanding anything in the Plan, this Agreement or any Award Communication to the contrary, a Participant’s Option (and any shares of Stock or other amounts issued thereunder) are subject to reduction, cancellation, repayment, forfeiture or recoupment in accordance with the Clawback Requirements.

  • This Agreement is subject to the Clawback Requirements (as hereinafter defined) and the Consent to Dodd-Frank Clawback Provisions (as hereinafter defined) executed by you, which could require you to return to the Company, or forfeit if not yet paid, your Award and the proceeds from the Award, in order to comply with the Clawback Requirements and any policy adopted by the Committee pursuant to the Clawback Requirements.

  • A Participant’s Award is subject to the Clawback Requirements and the Consent to Xxxx-Xxxxx Clawback Provisions executed by the Participant, which could require the Participant to return to the Company, or forfeit if not yet paid, the Participant’s Award and the proceeds from the Award, in order to comply with the Clawback Requirements and any policy adopted by the Committee pursuant to the Clawback Requirements.

  • This Policy and all determinations hereunder shall be interpreted and applied so as to comply with the Rule 10D-1 Clawback Requirements in addition to any other applicable laws.

  • As a general matter, it is the policy of the Company (including under this Policy) to comply with the NASDAQ Clawback Requirements through the operation and enforcement of this Policy and the NASDAQ Clawback Provisions.

  • Recoupment pursuant to this Policy does not preclude recoupment under the Sarbanes-Oxley Clawback Requirements, to the extent any applicable amounts have not been reimbursed to the Company.


More Definitions of Clawback Requirements

Clawback Requirements means (i) any applicable listing standards of a national securities exchange adopted in accordance with Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (regarding recovery of erroneously awarded compensation) and any implementing rules and regulations of the U.S. Securities and Exchange Commission adopted thereunder, (ii) similar rules under the laws of any other jurisdiction and (iii) any policies adopted by the Company to implement such requirements, all to the extent determined by the Company in its discretion to be applicable to the Participant.
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Clawback Requirements means Section 10D of the Securities Exchange Act of 1934 (the “Exchange Act”) and Nasdaq Listing Rule 5608, as they may be amended or replaced by similar rules from time to time.
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Related to Clawback Requirements

  • Clawback means the obligation to repay amounts to a Member of the CFG Group by an individual in accordance with rule 4 as the Committee considers appropriate;

  • Clawback Policy is defined in Section 14.

  • Listing Requirements means the Main Market Listing Requirements of Bursa Securities.

  • Clawback Amount has the meaning set forth in Section 6.05.

  • Performance Requirements The ordering entity reserves the right to inspect and verify that all deliveries are in accordance with specifications, both at the point of delivery and at the point of use. For orders that specify an “authorized party” to receive and inspect deliveries and/or installations, acceptance and inspection procedures must be performed by the” authorized party” to be considered and accepted by the ordering entity. Products inspected at the time of use are subject to refusal and return requirements for issues of quality such as defects in manufacturing and/or workmanship. Products will not be considered accepted by the ordering entity until the installation is complete for the applicable products.

  • REIT Requirements has the meaning set forth in Section 5.2.

  • R&W Policy means those certain buyer-side representations and warranties insurance policies purchased by Buyer in connection with this Agreement.

  • Risk Retention Requirements means the credit risk retention requirements of Section 15G of the Exchange Act (15 U.S.C. §78o-11), as added by Section 941 of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act.

  • Clawback Period means, with respect to any Accounting Restatement, the three completed fiscal years of the Company immediately preceding the Restatement Date (as defined below), and if the Company changes its fiscal year, any transition period of less than nine months within or immediately following those three completed fiscal years.

  • Minimum Balance Requirements The minimum balance to open the account is $5.00. If the balance falls below $5 at any time, the account may be closed. See Balance Computation Method above. Fees and Charges; Other Requirements: See our Schedule of Fees at xxxxxxx.xxx/xxxx. Dividends: See Disclosures Concerning Dividends above. Current rates are disclosed on the Credit Union’s website.

  • Service Requirements means the specification that the Flexibility Services must be capable of meeting, as defined in Schedule 1;

  • Risk-Based Capital Guidelines means (i) the risk-based capital guidelines in effect in the United States on the date of this Agreement, including transition rules, and (ii) the corresponding capital regulations promulgated by regulatory authorities outside the United States implementing the July 1988 report of the Basle Committee on Banking Regulation and Supervisory Practices Entitled "International Convergence of Capital Measurements and Capital Standards," including transition rules, and any amendments to such regulations adopted prior to the date of this Agreement.

  • performance requirement means a requirement that:

  • Regulatory Capital Requirements means any applicable capital resources requirement or applicable overall financial adequacy rule required by the Relevant Regulator, as such requirements or rule are in force from time to time;

  • Reporting Requirements As defined in Section 11.15.

  • Standard Listing Conditions has the meaning ascribed thereto in subsection 4(a)(iv);

  • Effluent limitation guideline means a regulation published by the Administration under Section 304(b) of the CWA to adopt or revise effluent limitations.

  • Capital Requirements means, as to any person, any matter, directly or indirectly, (i) regarding capital adequacy, capital ratios, capital requirements, the calculation of such person’s capital or similar matters, or (ii) affecting the amount of capital required to be obtained or maintained by such person or any person controlling such person (including any direct or indirect holding company), or the manner in which such person or any person controlling such person (including any direct or indirect holding company), allocates capital to any of its contingent liabilities (including letters of credit), advances, acceptances, commitments, assets or liabilities.

  • Mandatory City Requirements means those City laws set forth in the San Francisco Municipal Code, including the duly authorized rules, regulations, and guidelines implementing such laws that impose specific duties and obligations upon Contractor.

  • Insurance Requirements means, collectively, all provisions of the Insurance Policies, all requirements of the issuer of any of the Insurance Policies and all orders, rules, regulations and any other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) binding upon each Loan Party which is an owner of Mortgaged Property and applicable to the Mortgaged Property or any use or condition thereof.

  • Applicable Legal Requirements means all laws, statutes, ordinances, codes, orders, principles of common law, permits, judgments, directives and other requirements imposed by federal, state, municipal and other governmental authorities having competent jurisdiction over the subject matter, including, without limitation, applicable environmental laws.

  • Vesting Conditions means those conditions established in accordance with Section 8.4 or Section 10.2 of the Plan prior to the satisfaction of which shares subject to a Restricted Stock Award or Restricted Stock Unit Award, respectively, remain subject to forfeiture or a repurchase option in favor of the Company upon the Participant’s termination of Service.

  • Applicable Requirements means all applicable federal, state and local laws, regulations, rules, ordinances, codes, decrees, judgments, directives, or judicial or administrative orders, permits, licenses, authorizations, approvals and other duly authorized actions of any federal, state, local or other governmental regulatory or administrative agency, court, commission, department, board, or other governmental subdivision, legislature, rulemaking board, tribunal, or other governmental authority having jurisdiction, NYISO, NYSRC and NPCC requirements, and any applicable reliability standards.

  • Applicable requirement means all of the following as they apply to emission units in a source requiring an air quality operating permit (including requirements that have been promulgated or approved by the Department or the administrator through rule making at the time of issuance of the air quality operating permit, but have future-effective compliance dates, provided that such requirements apply to sources covered under the operating permit):

  • Funding Conditions With respect to any proposed Funding Date, the following conditions:

  • Performance Conditions means specific levels of performance of the Company (and/or one or more members of the Company Group, divisions or operational and/or business units, product lines, brands, business segments, administrative departments, or any combination of the foregoing), which may be determined in accordance with GAAP or on a non-GAAP basis, including, without limitation, the following measures: (i) net earnings, net income (before or after taxes), or consolidated net income; (ii) basic or diluted earnings per share (before or after taxes); (iii) net revenue or net revenue growth; (iv) gross revenue or gross revenue growth, gross profit or gross profit growth; (v) net operating profit (before or after taxes); (vi) return measures (including, but not limited to, return on investment, assets, capital, employed capital, invested capital, equity, or sales); (vii) cash flow measures (including, but not limited to, operating cash flow, free cash flow, or cash flow return on capital), which may be but are not required to be measured on a per share basis; (viii) actual or adjusted earnings before or after interest, taxes, depreciation, and/or amortization (including EBIT and EBITDA); (ix) gross or net operating margins; (x) productivity ratios; (xi) share price (including, but not limited to, growth measures and total stockholder return); (xii) expense targets or cost reduction goals, general and administrative expense savings; (xiii) operating efficiency; (xiv) objective measures of customer/client satisfaction; (xv) working capital targets; (xvi) measures of economic value added or other ‘value creation’ metrics; (xvii) enterprise value; (xviii) sales; (xix) stockholder return; (xx) customer/client retention; (xxi) competitive market metrics; (xxii) employee retention; (xxiii) objective measures of personal targets, goals, or completion of projects (including, but not limited to, succession and hiring projects, completion of specific acquisitions, dispositions, reorganizations, or other corporate transactions or capital-raising transactions, expansions of specific business operations, and meeting divisional or project budgets); (xxiv) comparisons of continuing operations to other operations; (xxv) market share; (xxvi) cost of capital, debt leverage, year-end cash position or book value; (xxvii) strategic objectives; (xxviii) gross or net authorizations; (xxix) backlog; or (xxx) any combination of the foregoing. Any one or more of the aforementioned performance criteria may be stated as a percentage of another performance criteria, or used on an absolute or relative basis to measure the performance of one or more members of the Company Group as a whole or any divisions or operational and/or business units, product lines, brands, business segments, or administrative departments of the Company and/or one or more members of the Company Group or any combination thereof, as the Committee may deem appropriate, or any of the above performance criteria may be compared to the performance of a selected group of comparison companies, or a published or special index that the Committee, in its sole discretion, deems appropriate, or as compared to various stock market indices.