Qualifying Separation from Service definition

Qualifying Separation from Service means a Participant’s Separation from Service that (i) is involuntary and initiated by the Company without Cause at any time other than during the period specified in the Change in Control Termination definition; or (ii) meets the definition of a Change in Control Termination. For the avoidance of doubt, a Separation from Service will not constitute a Qualifying Separation from Service and no Severance Benefits shall be payable to a Participant should the Participant’s Separation from Service be (a) initiated by the Company for Cause, (b) by reason of Permanent Disability, (c) by reason of the Participant’s death, or (d) initiated by the Participant; provided, however, that in the case of a Change in Control Termination, a Separation from Service initiated by the Participant for Good Reason will be considered a Qualifying Separation from Service.
Sample 1Sample 2Sample 3
Qualifying Separation from Service means a termination of your employment with Micron in a manner that constitutes a “separation from service” within the meaning of Section 409A and that is either:
Sample 1Sample 2Sample 3
Qualifying Separation from Service means a termination of your employment with Micron in a manner that constitutes a "separation from service" within the meaning of Section 409A and that is a result of your resignation for "Good Reason" or your involuntary termination by the Company for a reason other than for "Cause" (as these terms are defined in Section II of the Exhibit).
Sample 1Sample 2

Examples of Qualifying Separation from Service in a sentence

  • The Change in Control Payment shall be paid not later than the thirtieth day following the date of the Qualifying Separation from Service.

  • In the event the Participant incurs a separation from Service by reason of death, Disability or Qualifying Separation from Service, any remaining unvested RSUs shall vest as of the date of such event.

  • Upon your Qualifying Separation from Service, you will be entitled to annual Supplemental Executive Retirement Plan payments (the “SERP Payments”), payable in the form of a fifteen year certain and continuous life annuity.

  • Upon your Qualifying Separation from Service, you and your eligible dependents will have access to retiree medical benefits under PolyOne’s standard retiree medical benefit program, to the extent PolyOne continues to maintain such program for the benefit of its retirees and their eligible dependents.

  • Such Release shall be provided to an Eligible Employee within three (3) business days of the date of the Eligible Employee’s Qualifying Separation from Service.

  • If an otherwise Qualifying Separation from Service is made for “cause” as defined below, no Change in Control Payment shall be due or paid under this Agreement.

  • The Option will be exercisable in accordance with the Exercisability Schedule, Acceleration of Exercisability, Qualifying Separation from Service, and Exercise after Separation from Service terms provided above, and all the rest of the terms of this Agreement.

  • The Executive’s rights to any benefits under this Agreement, including without limitation, any Change in Control Payment, shall automatically terminate, and the Bank shall have no obligation to pay any such benefits to the Executive, if the Executive’s employment by the Bank is terminated for cause, or for any reason other than a Qualifying Separation from Service.

  • In the event of a Qualifying Separation from Service, an Eligible Employee shall be eligible to elect COBRA continuation benefits pursuant to Section 4980B of the Code and Section 601, et.

  • In the event the Participant incurs a separation from Service by reason of death, Disability or Qualifying Separation from Service, any remaining unvested Exchanged Shares shall vest as of the date of such event.


More Definitions of Qualifying Separation from Service

Qualifying Separation from Service has the meaning provided within Section 409A of the Internal Revenue Code of 1986 (the “Code”), which includes a termination of employment as a result of any (i) involuntary termination of employment other than for Cause, or (ii) voluntary termination of employment by you as a result of any (I) change in the required location of your employment as of the date of this letter agreement in excess of 20 miles, (II) material diminution in your duties or responsibilities as of the date of this letter agreement, provided that the mere occurrence of the Merger, the Mortgage Business Sale (as defined in the Merger Agreement) and other transactions contemplated by the Merger Agreement or the Mortgage Business Sale Agreement (including the failure of you to (x) retain responsibilities and duties in respect of either the Mortgage Business or the Fleet Business (as defined in the Merger Agreement) or (y) hold a position in a public company) shall not constitute diminution in duties or responsibilities, or (III) reduction of your base salary or material reduction in compensation opportunity as of the date of this letter agreement.
Sample 1
Qualifying Separation from Service means a Participant’s Separation from Service that meets the definition of a Change in Control Termination. For the avoidance of doubt, a Separation from Service will not constitute a Qualifying Separation from Service and no Severance Benefits shall be payable to a Participant should the Participant’s Separation from Service be (a) initiated by the Company for Cause, (b) by reason of Permanent
Sample 1
Qualifying Separation from Service means the Eligible Employee’s Separation from Service with the Company either (i) initiated by the Company without Cause or (ii) as a result of the Eligible Employee’s voluntary Separation from Service for Good Reason within twelve (12) months following a Change of Control. A Qualifying Separation from Service shall not include a Separation from Service initiated by the Company by reason of Cause, or as a result of the Eligible Employee’s voluntary resignation, retirement, death or Disability except as provided in Section 3(k)(ii) above.
Sample 1
Qualifying Separation from Service means, within the two-year period following a Change in Control, Executive’s Separation from Service: (i) by the Company or the Bank (or their successors in interest) without Cause; or (ii) by the Executive for Good Reason within 30 days of the date of the Company’s failure to cure the condition giving rise to Good Reason in accordance with Section 2(g) above by the end of the cure period. Notwithstanding the foregoing, a Qualifying Separation from Service shall not include: (i) a Separation from Service after which the Executive has the opportunity to continue in employment with or otherwise provide services to the successor entity or its affiliates at a comparable compensation rate (as determined by the Company in its sole discretion); or (ii) a Separation from Service if the Executive has the opportunity to continue in employment with the Company in a comparable position with a comparable salary (as determined by the Company in its sole discretion).
Sample 1
Qualifying Separation from Service means, within the two-year period following a Change in Control, Director’s Separation from Service: (i) by the Company or the Bank (or their successors in interest) without Cause; or (ii) by the Director for Good Reason within 30 days of the date of the Company’s failure to cure the condition giving rise to Good Reason in accordance with Section 2(f) above. Notwithstanding the foregoing, a Qualifying Separation from Service shall not include: (i) a Separation from Service after which the Director has the opportunity to continue as a member of the Board of Directors of the successor entity or its affiliates at a comparable compensation rate (as determined by the Company in its sole discretion); or (ii) a Separation from Service if the Director has the opportunity to continue as a member of the Board with comparable director fees (as determined by the Company in its sole discretion).
Sample 1
Qualifying Separation from Service means the Eligible Employee’s Separation from Service with the Company either (i) initiated by the Company without Cause or (ii) as a result of the Eligible Employee’s voluntary Separation from Service for Good Reason within eighteen (18) months following a Change in Control. A Qualifying Separation from Service shall
Sample 1

Related to Qualifying Separation from Service

  • Separation from Service means a “separation from service” with the Company within the meaning of Section 409A of the Code and the Department of Treasury regulations and other guidance promulgated thereunder.

  • Severance from Service Date means the earlier of:

  • Separates from Service or “Separation from Service” means the Participant’s termination of service as a non‑employee director and as an employee of UGI for any reason other than death and shall be determined in accordance with section 409A of the Code.

  • Qualifying Retirement means the Employee’s voluntary termination of employment after the Employee has (i) attained (X) age sixty-five (65), (Y) age fifty-five (55) with ten (10) Years of Service as a full-time employee of the Partnership or any of its Affiliates, or (Z) an age which, when added to such Years of Service of the Employee equals at least seventy-five (75), and (ii) previously delivered a written notice of retirement to the Partnership and on the date of retirement the Employee has satisfied the minimum applicable advance written notice requirement set forth below: By way of illustration, and without limiting the foregoing, if (i) the Employee is eligible to retire at age fifty-nine (59) after ten (10) Years of Service, (ii) the Employee gives two (2) years notice at age fifty-eight (58) that the Employee intends to retire at age sixty (60), and (iii) the Employee later terminates employment at age fifty-nine (59), then the Employee’s retirement at age fifty-nine (59) would not constitute a Qualifying Retirement. However, if (i) the Employee is eligible to retire at age fifty-nine (59) after ten (10) Years of Service, (ii) the Employee gives two (2) years notice at age fifty-eight (58) that the Employee intends to retire at age sixty (60), and (iii) the Employee terminates employment upon reaching age sixty (60), then the Employee’s retirement at age sixty (60) would constitute a Qualifying Retirement.

  • Specified Employee means a key employee (as defined in Section 416(i) of the Code without regard to paragraph 5 thereof) of the Company if any stock of the Company is publicly traded on an established securities market or otherwise.

  • Qualifying Termination of Employment means a Participant’s Termination of Employment (i) by the Company without Cause or (ii) by the Participant with or without Good Reason or by reason of Retirement.

  • Termination of Employment means that the Executive ceases to be employed by the Company for any reason, voluntary or involuntary, other than by reason of a leave of absence approved by the Company.

  • Section 409A Change in Control means a change in the ownership or effective control of the Company, or in the ownership of a substantial portion of the Company’s assets, as provided in Section 409A(a)(2)(A)(v) of the Code and Treasury Regulations Section 1.409A-3(i)(5) (without regard to any alternative definition thereunder).

  • Qualified employee means an individual who:

  • Qualified employment position means a permanent full-time

  • Involuntary Termination of Employment means the Termination of Service by the Company or Subsidiary other than a termination for Cause, or termination of employment by a Participant Employee for Good Reason.

  • 409A Change in Control means a "Change in Control" which also constitutes a change in ownership or effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company, all within the meaning of § 409A.

  • Nonqualifying Termination means a termination of the Executive’s employment (1) by the Company for Cause, (2) by the Executive for any reason other than a Good Reason, (3) as a result of the Executive’s death or (4) by the Company due to the Executive’s absence from his duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Executive’s incapacity due to physical or mental illness.

  • Disability retirement for plan 1 members, means the period

  • Qualifying Termination means a termination of the Executive’s employment either (i) by a Company Group member without Cause (excluding by reason of Executive’s death or Disability) or (ii) by the Executive for Good Reason, in either case, during the Change in Control Period (a “Qualifying CIC Termination”) or outside of the Change in Control Period (a “Qualifying Non-CIC Termination”).

  • Disability Retirement Date means the first day of the month following the last day of paid employment;

  • Qualified employer means the federal government.

  • Qualified Retirement means any termination of your employment with the Company Group that occurs on or after your 60th birthday, at a time when no member of the Company Group is entitled to discharge you for Cause, so long as you have served the Company Group continuously for at least the five-year period immediately preceding that termination.

  • Involuntary Termination means a termination of your employment with the Company pursuant to either (i) a termination initiated by the Company without Cause, or (ii) your resignation for Good Reason, and provided in either case such termination constitutes a Separation from Service. An Involuntary Termination does not include any other termination of your employment, including a termination due to your death or disability.

  • Severance from Employment means severance from employment with the Employer and any Related Entity. However, a Severance from Employment also occurs on any date on which an Employee ceases to be an employee of a public school, even though the Employee may continue to be employed by a Related Employer that is another unit of the State or local government that is not a public school or in a capacity that is not employment with a public school (e.g., ceasing to be an employee performing services for a public school but continuing to work for the same State or local government employer).

  • CIC Qualifying Termination means, in each case, on or within twenty-four (24) months following a Change in Control, (i) a termination of the Executive’s employment by the Company without Cause, (ii) a termination of the Executive’s employment by reason of death or Disability, or (iii) a termination of the Executive’s employment by the Executive for Good Reason.

  • Disability/Disabled means because of Injury or Sickness you are unable to perform the material duties of your Regular Occupation, or are receiving disability benefits under the Employer's plan, during the initial 9 months of Disability. Thereafter, you must be unable to perform all of the material duties of any occupation which you may reasonably become qualified based on education, training or experience, or are subject to the terms of a Rehabilitation Plan approved by the Insurance Company.

  • Child with a disability means a child who, by reason of any of the following, needs special education and related services:

  • Change in Control Benefit means the benefit set forth in Section 4.1 below.

  • Qualified Termination means the Executive’s employment by the Company is terminated, (i) by the Executive for Good Reason or (ii) by the Company for any reason other than for Cause, death, Disability, or retirement at or after age 65.

  • Qualifying Service means one year or more of continuous service and residence away from the home country and the country of nationality of a staff member, or the country where the staff member has acquired permanent resident status.