Retirement Eligible Clause Samples
Retirement Eligible. (a) Except as otherwise provided in Section (1)(b) or in another subsection of this Section E, if the Participant is Retirement Eligible, any PSUs that will vest and Additional Shares that will be issued on the Vesting Date will be based on the extent earned for the Performance Period as determined in accordance with the provisions of Sections A – D above, and then reduced pro-rata by multiplying any such PSUs and Additional Shares by a fraction, the numerator of which is the number of full months in the Performance Period during which the Participant was actively in Service, and the denominator of which is the total number of months in the Performance Period. A partial month worked shall be counted as a full month if the Participant was actively working for 15 or more days in that month. All PSUs that do not vest in accordance with this provision shall be forfeited.
(b) If, on or prior to the last day of the Performance Period, the Participant is Retirement Eligible and either (i) becomes an employee of a competitor of the Company or any of its Affiliates or otherwise engages in any activity that is competitive with the Company or any of its Affiliates, as determined by the Committee in its sole discretion, or (ii) the Participant’s Service is terminated, or is deemed to be terminated, for Cause, then any of the PSUs that are restricted on the date of such employment, activity or termination shall be forfeited to the Company. For purposes of the preceding sentence, a Participant’s Service shall be deemed terminated for Cause if the Participant resigns or is terminated and the Committee determines in good faith, either before, at the time of, or after such termination, that one or more of the events or actions described in the definition of Cause in Section 11(c) of the Award Agreement existed as of the time of such termination.
Retirement Eligible. Retirement Eligible shall mean the Executive has reached age sixty (60) and has been employed with the Company for a continuous period of at least five (5) years.
Retirement Eligible. (a) Except as otherwise provided in (1)(b) or another subsection of this Section E, if the Award Holder is Retirement Eligible, all RSUs held by the Award Holder will vest on the last day of the Performance Period, to the extent earned for the Performance Period, in an amount equal to the number of Target Shares that would vest in accordance with the provisions of Sections A – D above, if any, multiplied by a fraction, the numerator of which is the number of full months in the Performance Period during which the Award Holder was actively in Service, and the denominator of which is the total number of months in the Performance Period. A partial month worked shall be counted as a full month if the Award Holder was actively working for fifteen (15) days or more in that month. All RSUs that do not vest in accordance with this provision shall be forfeited.
(b) If, on or prior to the last day of the Performance Period, the Award Holder is Retirement Eligible and either (i) becomes an employee of a competitor of the Company or any of its Affiliates or otherwise engages in any activity that is competitive with the Company or any of its Affiliates, as determined by the Company in its sole discretion, or (ii) the Award Holder’s Service is terminated for Substantial Cause, then any of the RSUs that are restricted on the date of such employment, activity or termination shall be forfeited to the Company.
Retirement Eligible. In the event you become Retirement Eligible during the Performance Period or were Retirement Eligible prior to the Grant Date, you will be treated as continuing in employment for purposes of earning and vesting in this Performance Unit Award and will be paid in accordance with section 6 of this Award Agreement. “Retirement Eligible” means your age plus years of continuous service with the Company and its Affiliates totals 80 or more and “Retirement” means you are Retirement Eligible and your employment is terminated for any reason, other than (i) for Cause, (ii) due to death or Disability, or (iii) in accordance with section 10 of this Award Agreement.
Retirement Eligible. (i) Except as otherwise provided in (d)(ii), if the Award Holder is Retirement Eligible but not in Service on the last day of the Performance Period (“Vesting Date”), a payout of the Award shall be due, to the extent earned, based upon the actual results relative to the applicable performance goal(s) for such Award for the original Performance Period, but reduced on a pro-rata basis by multiplying the amounts that would have been payable under the Award for the original Performance Period by a fraction, the numerator of which is the number of full months in the Performance Period during which the Participant was an active Employee and the denominator of which is the total number of months in the original Performance Period. A partial month worked shall be counted as a full month if the Participant was an active Employee for fifteen (15) days or more in that month. The Award shall be paid, in cash, as soon as practicable after the completion of the original Performance Period when Award payouts are made to active Employees (but in no event later than March 15 of the calendar year immediately following the end of the Performance Period).
(ii) If, on or prior to the Vesting Date, as defined in (d)(i) above, the Award Holder is Retirement Eligible and either (A) becomes an employee of a competitor of the Company or any of its Affiliates or otherwise engages in any activity that is competitive with the Company or any of its Affiliates, as determined by the Company in its sole discretion, or (B) the Award Holder’s Service is terminated for Substantial Cause, then the Award shall be forfeited to the Company.
Retirement Eligible. “Retirement Eligible” shall mean the Participant has attained the age of 55 and has been in continuous service to the Company or its Related Corporations as an employee or Associate for ten (10) years or more.
Retirement Eligible. If You are or become Retirement Eligible prior to the Distribution Date of a Tranche(s), in order to satisfy Your Social Security tax and Medicare tax (collectively, “FICA Tax”) liability attributable to undistributed portion of Your Vested Award, the Company shall retain or sell, without notice, a sufficient number of Shares prior to the end of the year of the Grant Date, or if later, the end of the year You become Retirement Eligible (“FICA Tax Process”). If You separate prior to the date the FICA Tax Process occurs, Your FICA Tax liability attributable to each undistributed portion of Your Vested Award shall be withheld from Your other wages upon separation. Alternatively, the Company may require You to pay, via personal check, the amount of the FICA Tax liability. On the Distribution Date of each Tranche, the Company shall retain or sell, without notice, a sufficient number of Shares to cover the amount needed to fulfill 2025 Rsu Agreement_Final its withholding requirements for Federal and state income taxes, and FICA Tax liability that has not already been satisfied. You shall not be permitted to increase Your Federal income tax withholding above the statutory rate.
Retirement Eligible. If You are or become Retirement Eligible prior to the Distribution Date of a Tranche, an amount equal to satisfy Your Social Security tax and Medicare tax liability attributable to Your Vested Award shall be withheld from Your other wages. Alternatively, the Company may require You to pay, via personal check, the amount of the Social Security tax and Medicare tax liability. On the Distribution Date of each Tranche, the Company shall retain or sell, without notice, a sufficient number of Shares to cover the amount needed to fulfill its withholding requirements for Federal and state income taxes. You shall not be permitted to increase Your Federal income tax withholding above the statutory rate.
Retirement Eligible. If You become Retirement Eligible prior to the Distribution Date, an amount equal to satisfy Your Social Security tax and Medicare tax liability attributable to Your Vested Award shall be withheld from Your other wages in the later of the year in which the Award was granted or the year in which You become Retirement Eligible. Alternatively, the Company may require You to pay, via personal check, the amount of the Social Security tax and Medicare tax liability. On the Distribution Date, the Company shall retain or sell, without notice, a sufficient number of Shares to cover the amount needed to fulfill its withholding requirements for Federal and state income taxes. You shall not be permitted to increase Your Federal income tax withholding above the statutory rate.
Retirement Eligible. The Participant shall be “Retirement Eligible” if he or she has met the requirements for a Retirement as of the Date of Grant or thereafter and prior to the vesting date(s) set forth on the signature page hereto.