Termination of Board Service definition

Termination of Board Service means the time when a Director ceases to be a member of the Board for any reason, including, but not by way of limitation, a termination by resignation, expiration of term, removal (with or without cause), retirement or death.
Termination of Board Service means the earliest date on which both of the following conditions are met: the Participant (1) has ceased to be an Eligible Director, and (2) is neither an employee of the Partnership, the General Partner or any of their Affiliates nor a member of the board of an Affiliate. With respect to a Participant who is a U.S. taxpayer, “Termination of Board Service” shall have the same meaning as a “separation from service” under section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”).
Termination of Board Service means the earliest date on which both of the following conditions are met: (1) the Participant has ceased to be a member of the Board or of the Board of Directors of any Subsidiary of the Corporation for any reason whatsoever, including the death of a Participant; and (2) the Participant is neither an employee of the Corporation or of a Subsidiary of, nor a member of the Board of Directors of the Corporation or of the Board of Directors of any Subsidiary of the Corporation.

Examples of Termination of Board Service in a sentence

  • As promptly as practicable thereafter, the Company will deliver to the Participant the number of shares underlying the Option less the number of shares having a Fair Market Value on the date of the deemed exercise equal to the aggregate exercise price for the Option.(d) Effect of Termination of Board Service.

  • Notwithstanding any other provision of the Plan, all Common Units to be purchased and delivered and all payments payable to or in respect of a Participant’s Share Units hereunder, shall be delivered or paid in accordance with the Participant’s election of an Entitlement Date pursuant to Section 8.1, but in no event later than December 31 of the calendar year following the year in which the Participant’s Termination of Board Service occurs.

  • The permitted Entitlement Dates that a Participant elects pursuant to Sections 8.1(a) and (b) above, shall be the end of the first, second, third or fourth calendar quarter following the date of Termination of Board Service.

  • In the case of Section 8.1(a) such notice shall be given within 60 days following the date of Termination of Board Service.

  • On the one hand, the construction of the similarity graph for high dimensional data is a heavy work because manyfactors must be considered, such as the choice of similarity function and the type of similarity graph.

  • The value of the Share Units credited to the account under the Plan of each Participant who is not a U.S. taxpayer shall be redeemable by the Participant (or where the Participant has died, his Beneficiary) at the Participant’s option (or after the Participant’s death, at the option of his Beneficiary) following the Participant’s Termination of Board Service by providing written notice of redemption to the Corporate Secretary of the General Partner specifying one of the dates specified in Section 8.1(c).

  • The industry-time effects help control for industry-specific common shocks that might drive financial or operating decisions, such as investment opportunities.

  • The following additional provisions shall apply to the exercise of this Option:(a) Termination of Board Service.

  • No payment of Share Units shall be made by the Corporation to a Participant until Termination of Board Service has occurred with respect to such Participant.

  • However, Share Units already credited to such person’s account shall remain governed by the Plan for so long as there has been no Termination of Board Service with respect to such person.


More Definitions of Termination of Board Service

Termination of Board Service. , in respect of a Participant, means the latest of (i) the date on which the Participant ceases to be a Director or a member of the board of directors of an Affiliate of the Partnership or the General Partner, and (ii) the date on which the Participant ceases to be employed by the Partnership, the General Partner or any of their Affiliates, if applicable. With respect to a U.S. Participant, "Termination of Board Service" shall have the same meaning as a "separation from service" under Section 409A; and

Related to Termination of Board Service

  • Service Termination Date means the last Day in a month upon which Service shall terminate, as set forth in a Schedule of Service and subject to any renewal thereof.

  • 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.

  • Termination for Cause or "Cause" shall mean termination because of the Executive's personal dishonesty, willful misconduct, any breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, conviction of a felony with respect to the Bank or the Company or any material breach of this Agreement. For purposes of this Section, no act, or the failure to act, on the Executive's part shall be "willful" unless done, or omitted to be done, in bad faith and without reasonable belief that the action or omission was in the best interest of the Company or its affiliates. Any act, or failure to act, based upon authority given pursuant to a resolution duly adopted by the Board or based upon the written advice of counsel for the Company shall be conclusively presumed to be done, or omitted to be done, by the Executive in good faith and in the best interests of the Company. Notwithstanding the foregoing, the 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 the 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, the 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.

  • Termination Without Cause means the termination of the Employee’s employment by the Employer for any reason other than (i) Termination With Cause, or (ii) a termination by the Employer due to the Employee’s death or disability.

  • Involuntary Termination Without Cause means Executive’s dismissal or discharge by the Company 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.

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

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

  • 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.

  • Constructive Termination Without Cause means the termination of the Executive’s employment at his initiative after, without the Executive’s prior written consent, one or more of the following events:

  • Termination Compensation means a monthly cash amount equal to one-twelfth ( 1/12th) of the highest amount of the annual cash compensation (including cash bonuses and other cash-based compensation, including for these purposes amounts earned or payable whether or not deferred) received by Executive during any one of the three (3) calendar years immediately preceding the calendar year in which Executive’s Termination Date occurs; provided, that if the cash compensation received by Executive during the Termination Year exceeds the highest amount of the annual cash compensation received by Executive during any one of the immediately preceding three (3) consecutive calendar years, the cash compensation received by Executive during the Termination Year shall be deemed to be Executive’s highest amount of annual cash compensation. In no event shall Executive’s Termination Compensation include equity-based compensation (e.g., income realized as a result of Executive’s exercise of non-qualified stock options or other stock based benefits).

  • Voluntary Termination for Good Reason means that the Executive voluntarily terminates his employment after any of the following are undertaken without Executive’s express written consent:

  • Voluntary Termination means the termination by Executive of Executive's employment following a Change in Control which is not the result of any of clauses (i) through (v) set forth in the definition of Involuntary Termination above.

  • 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.

  • Termination for Good Reason means a Termination of Employment by Executive for a Good Reason.

  • Termination of Service means:

  • Effective Termination Date has the meaning set forth in Section 10(b) hereof.

  • Outside Termination Date shall have the meaning set forth in Section 8.01(f).

  • Initial Termination Date has the meaning set forth in Section 8.2(a).

  • Optional Termination The termination of the trust created hereunder in connection with the purchase of the Mortgage Loans pursuant to Section 9.01(a) hereof.

  • Termination After Change in Control means either of the following events occurring within twelve (12) months after a Change in Control:

  • Employment Termination Date means, with respect to a Participant, the first day upon which the Participant no longer has an employment or service relationship with the Company or any Related Company.

  • Disability Termination means the termination of a Participant’s employment under the disability provisions of the Participant’s Employment Agreement or, if the Participant is not a party to an Employment Agreement, then as a result of a “Disability” as defined in the Plan.

  • 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.

  • Automatic Termination shall have the meaning set forth in Section 2.3.2.

  • Extended Termination Date has the meaning specified in Section 2.16(c).