Death, Disability or Change in Control. Section 2 to the contrary notwithstanding, in the event of the Director’s death or resignation or removal as a director for reason of disability, as determined by the Committee, or if a Change in Control occurs, the Director’s rights in the RSUs awarded pursuant to this Agreement will become nonforfeitable and transferable as of the date of the Director’s death, resignation or removal for disability, or the date on which the Change in Control occurs.
Death, Disability or Change in Control. Notwithstanding Section 3 above, in the event of Participant’s death, Disability (as defined below) or upon a Change in Control (as defined in the Plan), Participant shall become fully Vested in the Restricted Stock. For purposes of this Agreement, Disability means a condition resulting from bodily injury or disease that renders Participant unable to perform any and every duty pertaining to Participant’s employment with the Corporation. The Board of Directors of the Corporation, in its sole discretion, will determine whether Participant is Disabled based on medical evidence and Participant’s eligibility under the long-term disability policy maintained by the Corporation, if any. The date of the Board of Director’s determination will be considered Participant’s date of Disability for purposes of this Agreement.
Death, Disability or Change in Control. All unvested shares subject to this Award shall immediately satisfy the vesting requirements specified in Paragraph B above, if any, upon such termination of employment due to the Employee’s death, disability, or a change in control event (as defined in 26 C.F.R. §1.280G–1, Q&A–27 through Q&A–29, or as defined in 26 C.F.R. §1.409A–3(i)(5)(i)) with respect to the Company.
Death, Disability or Change in Control. Notwithstanding any other provision of this Agreement to the contrary, if you die, incur a Disability or a Change in Control occurs before the Third Anniversary Date and while an active member of the Board, all remaining Transfer and Forfeiture Restrictions shall immediately lapse on the date you cease to be a member of the Board due to your death or Disability or a Change in Control occurs.]
Death, Disability or Change in Control. Except as provided in the next sentence, Notwithstanding the foregoing, in the event of the occurrence of a “change in control” (as defined in the Bxxxx Shoe Company, Inc. Incentive and Stock Compensation Plan of 2002, as Amended and Restated) or the disability of the Director (as defined in the Bxxxx Shoe Company, Inc. Incentive and Stock Compensation Plan of 2002, as Amended and Restated) or death of the Director while serving as a director with the Company, all unvested RSUs shall immediately vest. In the event of the death of the Director, this Award will be paid to the Director’s designated beneficiary (or, if no designated beneficiary is living on the date of the Director’s death, the Director’s estate).
Death, Disability or Change in Control. In the event the Optionee’s employment or service to the Company and its Subsidiaries is terminated by the Company or its Subsidiaries due to the Optionee’s death, Disability or without Cause within 12 months after a Change in Control or by the Optionee for Good Reason within 12 months after a Change in Control, each outstanding vested Option shall remain exercisable for one (1) year thereafter (but in no event beyond the expiration of the Option Period);
Death, Disability or Change in Control. Shares of Common Stock issued under this Agreement shall become immediately and fully vested in the event: (A) you die; (B) you incur a Disability; or (C) a Change of Control occurs; provided, however, that you satisfy the requirements of Section 3 of this Agreement. The terms "Disability" and "Change of Control" are defined in the Plan.
Death, Disability or Change in Control. Notwithstanding Section 3 above, in the event of Participant’s death, Disability (as defined below) or upon a Change in Control (as defined below), Participant shall become fully Vested in the Stock Units. Within 30 days of Vesting, the Company shall settle the Vested Stock Units by issuing shares of Vested Common Stock to the Participant or Participant’s beneficiary, in the event of death; provided, however, such Common Stock, even though Vested, shall be subject to the transfer restrictions described in Section 4 above and referred to herein as “Restricted Stock.” For purposes of this Agreement, Disability means a condition resulting from bodily injury or disease that renders Participant unable to perform any and every duty pertaining to Participant’s employment with the Company. The Board of Directors of the Company, in its sole discretion, will determine whether Participant is Disabled based on medical evidence and Participant’s eligibility under the long-term disability policy maintained by the Company, if any. The date of the Board of Director’s determination will be considered Participant’s date of Disability for purposes of this Agreement. For purposes of this Agreement, “Change in Control” is defined as the date that (i) any one person, or more than one person, acting as a group, acquires ownership of stock of Hampton Roads Bankshares, Inc. that, together with stock held by such person or group constitutes more than 50% of the total fair market value or total voting power of the stock of Hampton Roads Bankshares, Inc., (b) during any period of twelve consecutive months, individuals who at the beginning of such period constituted the Board and any new directors, whose election by the Board or nomination for election by the Hampton Roads Bankshares, Inc.’s stockholders was approved by a vote of at least three-fourths (3/4ths) of the directors then still in office who either were directors at the beginning of the period or whose election or nomination for election was previously so approved, cease for any reason to constitute a majority of the Board, or (c) during any period of twelve consecutive months, (i) any one person, or more than one person, acting as a group, acquires ownership of stock of Hampton Roads Bankshares, Inc. that, together with stock held by such person or group constitutes more than 30% of the total voting power of the stock of Hampton Roads Bankshares, Inc., and (ii) individuals who at the beginning of such period constituted th...
Death, Disability or Change in Control. Except as provided in the next sentence, notwithstanding the foregoing, in the event of the occurrence of a "change in control" (as defined in the Plan or the disability of the Director (as defined in the Plan) or death of the Director while serving as a director with the Company, all unvested RSUs shall immediately vest. In the event of the death of the Director, this Award will be paid to the Director's designated beneficiary (or, if no designated beneficiary is living on the date of the Director's death, the Director's estate).
Death, Disability or Change in Control. Except as provided in the next sentence, notwithstanding the foregoing, in the event of the occurrence of a “change in control” (as defined in the Caleres, Inc. Incentive and Stock Compensation Plan of 2011 or the disability of the Director (as defined in the Caleres, Inc. Incentive and Stock Compensation Plan of 2011) or death of the Director while serving as a director with the Company, all unvested RSUs shall immediately vest. In the event of the death of the Director, this Award will be paid to the Director’s designated beneficiary (or, if no designated beneficiary is living on the date of the Director’s death, the Director’s estate).
