Termination of Association definition

Termination of Association means the termination of the relationship between the Corporation (and any subsidiary thereof) and the Employee, such that the Employee is no longer an employee of the Corporation (or any subsidiary thereof). In the event of a forfeiture, the certificates representing the unvested Shares covered by this Agreement shall be canceled.
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Termination of Association means a Termination for Exceptional Cause and/or a termination by the Company attributable to a material breath by the Optionee of an agreement with the Company or a subsidiary thereof. The Board of Directors of the Company shall have the power to determine what constitutes a Termination of Association and the date upon which such Termination of Association occurs. Any such determination shall be final, conclusive and binding upon the Optionee.
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Examples of Termination of Association in a sentence

  • In the event of a Termination of Association (as defined below) of the Employee for any reason prior to March 31, 2011, all unvested Shares granted hereunder shall be forfeited to the Corporation, and the Employee shall have no further interest therein of any kind whatsoever.

  • In the event of a Termination of Association (as defined below) of the Employee for any reason prior to January 18, 2012, all unvested Shares granted hereunder shall be forfeited to the Corporation, and the Employee shall have no further interest therein of any kind whatsoever.

  • In the event of a Termination of Association (as defined below) of the Employee for any reason prior to December 1, 2013 (the “Time Vested Date”), all unvested Shares granted hereunder shall be forfeited to the Corporation, and the Employee shall have no further interest therein of any kind whatsoever.

  • On the Time Vested Date, provided that a Termination of Association has not occurred prior to such date, Employee shall be vested in one hundred percent (100%) of the Shares.

  • In the event of a Termination of Association (as defined below) of the Employee for any reason prior to October 15, 2012, all unvested Shares granted hereunder shall be forfeited to the Corporation, and the Employee shall have no further interest therein of any kind whatsoever.

  • Stock Compensation Plan) or pursuant to any option, warrant, or other right, contractual or otherwise, to acquire shares of Stock which was outstanding on the date of such Termination of Association, and all shares of Stock which such Terminated Shareholder has theretofore transferred (other than in transfers of the type referred to in Article 5(2)(A)(ii) or (iii) below) (collectively, "Stock of the Terminated Holder").

  • In the event of a Termination of Association (as defined below) of the Employee for any reason prior to the date that is five years from the date hereof (the "Time Vested Date"), all unvested Shares granted hereunder shall be forfeited to the Corporation, and the Employee shall have no further interest in such unvested Shares of any kind whatsoever.

  • Please also review and refer to the Sexual Harassment Policy for more information on prohibited conduct.

  • Notwithstanding the foregoing, the Corporation's right to repurchase any shares of Stock which are acquired by a Terminated Holder subsequent to the Termination of Association of such Terminated Holder upon the exercise of any option, warrant or other right held by such Terminated Holder on the date of the Termination of Association, may be exercised by the Corporation at any time within thirty (30) days following the exercise of such option, warrant or right by the Terminated Holder, as the case may be.

  • The Corporation's right to repurchase shall be exercisable by the Corporation at any time within thirty (30) days following the Termination of Association.

Related to Termination of Association

  • Articles of Association means the articles of association of the Company, as amended from time to time.

  • Memorandum of Association means the memorandum of association of the Company, as amended or substituted from time to time;

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as amended and restated from time to time.

  • Share Termination Settled” in relation to the Transaction means that Share Termination Alternative is applicable to the Transaction.

  • Affiliated Association means an Association accorded the status of an Affiliated Association under the rules of The FA.

  • Certification of Incorporation means the restated certificate of incorporation of the Corporation, as it may be amended from time to time, and shall include this Certificate of Designations.

  • Termination for Just Cause means termination because of Executive’s personal dishonesty, incompetence, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule or regulation (other than traffic violations or similar offenses) or final cease-and-desist order, or material breach of any provision of this Agreement.

  • Termination Other Than For Cause means termination by the Company of Employee's employment by the Company for reasons other than those which constitute Termination for Cause.

  • Solicitation of a romantic relationship means deliberate or repeated acts that can be reasonably interpreted as the solicitation by an educator of a relationship with a student that is romantic in nature. A romantic relationship is often characterized by a strong emotional or sexual attachment and/or patterns of exclusivity, but does not include appropriate educator-student relationships that arise out of legitimate contexts such as familial connections or longtime acquaintance. The following acts, considered in context, may constitute prima facie evidence of the solicitation by an educator of a romantic relationship with a student:

  • Termination of parental rights means the permanent elimination of all parental rights and duties, including residual parental rights and duties, by court order.

  • Company Certificate of Incorporation means the certificate of incorporation of the Company.

  • Termination of Consultancy means: (a) that the Consultant is no longer acting as a consultant to the Company or an Affiliate; or (b) when an entity which is retaining a Participant as a Consultant ceases to be an Affiliate unless the Participant otherwise is, or thereupon becomes, a Consultant to the Company or another Affiliate at the time the entity ceases to be an Affiliate. In the event that a Consultant becomes an Eligible Employee or a Non-Employee Director upon the termination of such Consultant’s consultancy, unless otherwise determined by the Committee, in its sole discretion, no Termination of Consultancy shall be deemed to occur until such time as such Consultant is no longer a Consultant, an Eligible Employee or a Non-Employee Director. Notwithstanding the foregoing, the Committee may otherwise define Termination of Consultancy in the Award Agreement or, if no rights of a Participant are reduced, may otherwise define Termination of Consultancy thereafter, provided that any such change to the definition of the term “Termination of Consultancy” does not subject the applicable Award to Section 409A of the Code.

  • Special Retirement means an Optionee’s termination of employment or service with the Employers and Affiliates on or after the later of (i) the Optionee’s attainment of age 62 and (ii) the Optionee’s Early Retirement Date or Normal Retirement Date, as such terms are defined in the Telephone and Data Systems, Inc. Pension Plan.

  • Termination of Directorship means that the Non-Employee Director has ceased to be a director of the Company; except that if a Non-Employee Director becomes an Eligible Employee or a Consultant upon the termination of his or her directorship, his or her ceasing to be a director of the Company shall not be treated as a Termination of Directorship unless and until the Participant has a Termination of Employment or Termination of Consultancy, as the case may be.

  • Termination of Services means Participant’s Termination of Consultancy, Termination of Directorship or Termination of Employment, as applicable.

  • Termination for Cause means termination because of: (1) Executive's personal dishonesty, willful misconduct, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule, regulation (other than traffic violations or similar offenses), final cease and desist order or material breach of any provision of this Agreement which results in a material loss to the Institution or the Holding Company, or (2) Executive's conviction of a crime or act involving moral turpitude or a final judgement rendered against Executive based upon actions of Executive which involve moral turpitude. For the purposes of this Section, no act, or the failure to act, on Executive's part shall be "willful" unless done, or omitted to be done, not in good faith and without reasonable belief that the action or omission was in the best interests of the Institution or its affiliates. Notwithstanding the foregoing, Executive shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to him a Notice of Termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than three-fourths of the members of the Board at a meeting of the Board called and held for that purpose (after reasonable notice to Executive and an opportunity for him, together with counsel, to be heard before the Board), finding that in the good faith opinion of the Board, Executive was guilty of conduct justifying Termination for Cause and specifying the particulars thereof in detail. The Executive shall not have the right to receive compensation or other benefits for any period after Termination for Cause. During the period beginning on the date of the Notice of Termination for Cause pursuant to Section 8 hereof through the Date of Termination, stock options and related limited rights granted to Executive under any stock option plan shall not be exercisable nor shall any unvested awards granted to Executive under any stock benefit plan of the Institution, the Holding Company or any subsidiary or affiliate thereof, vest. At the Date of Termination, such stock options and related limited rights and any such unvested awards shall become null and void and shall not be exercisable by or delivered to Executive at any time subsequent to such Termination for Cause.

  • Termination Without Cause means a Separation as a result of a termination of the Executive’s employment by the Company without Cause and other than as a result of Disability.

  • Without Cause Termination or “Terminated Without Cause” means termination of the Executive’s employment by the Company other than due to death, disability, or Termination for Cause.

  • Member Association means any national football association affiliated to FIFA, irrespective of whether its representative team is participating in the Competition.

  • Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, as in effect as of the Effective Date.

  • Restated Certificate of Incorporation means the Restated Certificate of Incorporation of the Company, as amended.

  • Religious organization means a church, ecclesiastical corporation, or group, not organized for pecuniary profit, that gathers for mutual support and edification in piety or worship of a supreme deity.

  • Involuntary Termination Without Cause means Executive’s dismissal or discharge other than for Cause. The termination of Executive’s employment as a result of Executive’s death or disability will not be deemed to be an Involuntary Termination Without Cause.

  • Instrument of Incorporation means the instrument of incorporation of the ICAV;

  • Change in Control Termination means an “Involuntary Termination Without Cause” or “Resignation for Good Reason,” either of which occurs on, or within three (3) months prior to, or within twelve (12) months following, the effective date of a Change in Control, provided that any such termination is a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h). Death and disability shall not be deemed Change in Control Terminations.

  • Book-Entry Termination The occurrence of any of the following events: (i) the Clearing Agency is no longer willing or able to properly discharge its responsibilities with respect to the Book Entry Certificates, and the Depositor is unable to locate a qualified successor; or (ii) the Depositor at its option advises the Trustee and the Certificate Registrar in writing that it elects to terminate the book-entry system through the Clearing Agency.