Outside Director definition

Outside Director means a Director who is not an Employee.
Outside Director means a Director who either (i) is not a current employee of the Company or an “affiliated corporation” (within the meaning of Treasury Regulations promulgated under Section 162(m) of the Code), is not a former employee of the Company or an “affiliated corporation” who receives compensation for prior services (other than benefits under a tax-qualified retirement plan) during the taxable year, has not been an officer of the Company or an “affiliated corporation,” and does not receive remuneration from the Company or an “affiliated corporation,” either directly or indirectly, in any capacity other than as a Director, or (ii) is otherwise considered an “outside director” for purposes of Section 162(m) of the Code.
Outside Director means a member of the Board of Directors who is not an Employee.

Examples of Outside Director in a sentence

  • Neither the Plan nor any Award granted under the Plan shall be deemed to give any individual a right to remain an Employee, Outside Director or Consultant.

  • Notice of the determination shall be given to each Outside Director to whom an Option is so granted within a reasonable time after the date of such grant.

  • An Outside Director may elect to receive his or her annual retainer payments and/or meeting fees from the Company in the form of cash, NSOs, Restricted Shares or Stock Units, or a combination thereof, as determined by the Board.

  • An Outside Director who has been granted an Option may, if he or she is otherwise eligible, be granted an additional Option or Options in accordance with such provisions.

  • No amendment, alteration, suspension or termination of this Policy will materially impair the rights of an Outside Director with respect to compensation that already has been paid or awarded, unless otherwise mutually agreed between the Outside Director and the Company.


More Definitions of Outside Director

Outside Director means a member of the Board who is not an Employee.
Outside Director means a member of the Board who is not an officer or employee of the Company.
Outside Director means a director of the Company who is an "outside director" within the meaning of Section 162(m) of the Code and the regulations promulgated thereunder.
Outside Director means a member of the Board who is not an employee of the Company or any Parent or Subsidiary.
Outside Director means a member of the Board of the Company, a Parent or a Subsidiary who is not an Employee.
Outside Director means a member of the Board who is not an Employee. Service as an Outside Director shall be considered employment for all purposes of the Plan, except as provided in Section 4.1.
Outside Director means a member of the Board of Directors who is not a Common-Law Employee of the Company or of a Subsidiary.