Determination Notice. “Determination Notice” is defined in Section 6.1(b)(i) of the Agreement.
Determination Notice. Subject to Section 3.2, as soon as practical following the last day of the Performance Cycle, the Committee will determine, in accordance with Section 7(c) of the Plan, the performance level of NSI with respect to the Performance Measure for the Performance Cycle. The Committee may in determining the performance level with respect to the Performance Measure adjust NSI's financial results for the Performance Cycle to exclude the effect of unusual charges or income items which are distortive of financial results for the Performance Cycle; provided, that, in determining financial results, items whose exclusion from consideration will increase the performance level of NSI shall only have their effects excluded if they constitute "extraordinary items" under generally accepted accounting principles and all such items shall be excluded. The Committee shall also adjust the performance calculations to exclude the unanticipated effect on financial results of changes in the Code, or other tax laws, and the regulations thereunder. The Committee shall also exclude from consideration the effect on financial performance of each of the following events or items where the result of excluding the particular event or item is to increase the performance level of NSI: (i) an acquisition or a divestiture involving more than $10 million in net worth or $25 million in business revenues; (ii) an equity restructuring involving more than $1 million; (iii) asset impairment charges involving more than $1 million and restructuring costs involving more than $1 million associated with facility closings or reduction in employment levels; (iv) changes in accounting treatment or rules involving more than $1 million. The Committee may decrease the amount of the Award otherwise payable to Grantee if, in the Committee's view, such adjustment is necessary or desirable, regardless of the extent to which the Performance Measure has been achieved. The Committee may establish such guidelines and procedures for reducing the amount of an Award as it deems appropriate. The Company will notify the Grantee (or the executors or administrators of the Grantee's estate, if applicable) of the Committee's determination (the "Determination Notice"). The Determination Notice shall specify the performance level of NSI with respect to the Performance Measure for the Performance Cycle and the amount of Award (if any) Grantee will be entitled to receive. Unless the Committee determines otherwise at the time the Awa...
Determination Notice. “Determination Notice” is defined in Section 6.1(b)(i).
Determination Notice. As soon as practical following the last day of the Performance Cycle, the Committee will determine, in accordance with Section 7(c) of the Plan, the performance level of the Operations with respect to the Performance Measure for the Performance Cycle. The Committee may in determining the performance level with respect to the Performance Measure adjust the Operations' financial results for the Performance Cycle to exclude the effect of unusual charges or income items or other events, including acquisitions or dispositions of businesses or assets, gains and losses resulting from divestitures, currency fluctuations, changes in tax laws, or changes in accounting treatment, which are distortive of financial results for the Performance Cycle. The Committee may also increase or decrease the amount of the Award otherwise payable to Grantee if, in the Committee's view, the financial performance of the Operations during the Performance Cycle justifies such adjustment, regardless of the extent to which the Performance Measure has been achieved. The Company will notify the Grantee (or the executors or administrators of the Grantee's estate, if applicable) of the Committee's determination (the "Determination Notice"). The Determination Notice shall specify the performance level of the Operations with respect to the Performance Measure for the Performance Cycle and the amount of Award (if any) Grantee will be entitled to receive. The amount Grantee is entitled to receive will be paid one-half in cash and one-half in Shares, with the Shares being valued at their Fair Market Value as of the last day of the Performance Cycle.
Determination Notice. If a dispute or difference remains unresolved 20 Business Days after service of the Dispute Notice, then either party may give the other a notice calling for the determination of the dispute (Determination Notice). If this dispute relates to a technical claim or question the Determination Notice must specify the technical issue in dispute (Technical Dispute) and nominate an expert to determine the dispute. A technical claim or question is a matter that can be determined by an expert. If the dispute is not a Technical Dispute the Determination Notice must nominate a mediator.
Determination Notice. If any of the circumstances described in Clause 22.1 occurs, the Lender shall promptly give notice thereof (a "Determination Notice") to the Borrower.
Determination Notice. As soon as possible after the end of the Performance Cycle, the Committee will certify in writing whether the Performance Objective has been met for the Performance Cycle and determine the number of shares of Restricted Stock, if any, payable in accordance with the matrix set forth in Appendix A; provided, that, if the Committee certifies that the Performance Objective has been met, the Committee may, in its sole discretion, reduce the number of shares of Restricted Stock payable to the Grantee with respect to the Award. The date of the Committee’s certification pursuant to this Section 4.1 shall hereinafter be referred to as the “Certification Date”. The Company will notify the Grantee (or the executors or administrators of the Grantee’s estate, if appropriate) of the Committee’s certification following the Certification Date (such notice, the “Determination Notice”). The Determination Notice shall specify (i) the Company’s reported diluted earnings per Share for the Performance Cycle, (ii) the relative placement on the matrix set forth in Appendix A of the Company’s three-year average total shareholder return measured against the three-year average total shareholder return of the companies comprising the Standard & Poor’s 500 Composite Index, and (iii) subject to Section 5 hereof, the number of shares of Restricted Stock, if any, payable in accordance with the Committee’s certification pursuant to this Section 4.1.
Determination Notice. As soon as reasonably practicable after the filing of the Company’s Annual Report on Form 10-K with respect to the Performance Period (but in no event later than thirty (30) business days after such filing), the Committee will certify in writing whether the Performance Criteria have been met for the Performance Period and determine the number of shares of Restricted Stock, if any, payable in accordance with this Agreement. The date of the Committee’s certification pursuant to this Section 4(a) shall hereinafter be referred to as the “Certification Date.” The Company will notify the Participant of the Committee’s certification following the Certification Date (such notice, the “Determination Notice”). The Determination Notice shall specify (i) the Company’s “Adjusted EBITDA” for the Performance Period, and (ii) subject to Section 5 hereof, the number of shares of Restricted Stock, if any, payable in accordance with the Committee’s certification pursuant to this Section 4(a).
Determination Notice. The Company will notify the Grantee (or the Grantee’s beneficiary or the executors or administrators of the Grantee's estate, if applicable) of the Committee's determination (the "Determination Notice") of the Performance Share Award earned for each Performance Period. The Determination Notice shall specify the Performance Measure level achieved by the Company and its subsidiaries for the Performance Period and the amount of Award (if any) Grantee will be entitled to receive. Unless the Committee determines otherwise at the time the Award is paid and except as otherwise provided in the event of a Change in Control under Section 5, of the number of units that Grantee is entitled to receive, two-thirds will be paid in cash and one-third in Shares. The units paid in cash will be valued at the Fair Market Value of a Share of Company Common Stock as of the last day of the Performance Period but not less than $5.00 per share.
Determination Notice. If any of the circumstances described in Clause 6.7 occurs, the Agent shall promptly give notice thereof (a "Determination Notice") to the Borrowers.
