Covered Gain definition

Covered Gain has the meaning set forth in Section 2.3(b).
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Covered Gain has the meaning set forth in Section 2.3(b). “Covered Loss” has the meaning set forth in Section 2.3(a).
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Covered Gain means an amount equal to (A) the total amount of Award Gain (as defined below) realized by you upon each exercise of options and the value you have received with respect to any settlement or payment in connection with any other equity awards, or any other long-term incentive compensation, in each case during the “Forfeiture Period” (as defined below), and (B) the fair market value of all other equity awards awarded to you or which have become vested, in each case during the Forfeiture Period. “Award Gain” shall mean the product of (x) the fair market value per share of stock at the date of such option exercise or exercise of other equity awards (without regard to any subsequent change in the market price of such share of stock) minus the exercise price times (y) the number of shares as to which the options and other equity awards were exercised at that date. The “Forfeiture Period” shall mean (i) if your employment is terminated as a result of a Covered Cause Event, the three year period prior to your termination of employment, or (ii) if your employment is terminated for a reason other than cause, but the Company determines within 12 months of such termination of employment that you engaged in acts or omissions during your prior employment that would have resulted in your termination for a Covered Cause Event, the final three years of your employment and any time after such termination of employment, provided that clause (ii) shall not be applicable if the Company’s determination regarding the Covered Cause Event occurs after a Change In Control and the termination of your employment occurs within the 12 months prior to or 24 months following a Change In Control.
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Examples of Covered Gain in a sentence

  • In the event that the Receiver withholds payment with respect to Losses claimed or determines pursuant to Section 2.6(b) that a payment was improperly made, the Assuming Institution and the Receiver shall, upon final resolution of such issue, make such accounting adjustments and payments as may be necessary to give retroactive effect to such actions, including making the necessary adjustments to the Covered Loss or Covered Gain for the affected Monthly Certificate(s).

Related to Covered Gain

  • Net Loss means, for each fiscal year or other applicable period, an amount equal to the Partnership’s taxable income or loss for such year or period as determined for federal income tax purposes by the General Partner, determined in accordance with Section 703(a) of the Code (for this purpose, all items of income, gain, loss or deduction required to be stated separately pursuant to Section 703(a) of the Code shall be included in taxable income or loss), adjusted as follows:

  • Nonrecourse Built-in Gain means with respect to any Contributed Properties or Adjusted Properties that are subject to a mortgage or pledge securing a Nonrecourse Liability, the amount of any taxable gain that would be allocated to the Partners pursuant to Section 6.2(b) if such properties were disposed of in a taxable transaction in full satisfaction of such liabilities and for no other consideration.

  • Residual Gain or “Residual Loss” means any item of gain or loss, as the case may be, of the Partnership recognized for federal income tax purposes resulting from a sale, exchange or other disposition of a Contributed Property or Adjusted Property, to the extent such item of gain or loss is not allocated pursuant to Section 6.2(b)(i)(A) or Section 6.2(b)(ii)(A), respectively, to eliminate Book-Tax Disparities.

  • Member Minimum Gain means an amount, with respect to each Member Nonrecourse Debt, equal to the Company Minimum Gain that would result if such Member Nonrecourse Debt were treated as a Nonrecourse Liability, determined in accordance with Regulations Section 1.704-2(i)(3).

  • Wasteload allocation or "wasteload" or "WLA" means the portion of a receiving surface water's loading or assimilative capacity allocated to one of its existing or future point sources of pollution. WLAs are a type of water quality-based effluent limitation.

  • Company Minimum Gain has the meaning given the term “partnership minimum gain” in Sections 1.704-2(b)(2) and 1.704-2(d) of the Regulations.