Participation Sample Clauses


Participation. Subject to the provisions of the Plan, the Committee may, from time to time, select from among all eligible individuals, those to whom Awards shall be granted and shall determine the nature and amount of each Award. No individual shall have any right to be granted an Award pursuant to this Plan.


Participation. No individual shall have the right to be selected to receive an Award under this Plan, or, having been so selected, to be selected to receive a future Award.

Participation. The Holder, as the holder of this Note, shall be entitled to receive such dividends paid and distributions made to the holders of Common Stock to the same extent as if the Holder had converted this Note into Common Stock (without regard to any limitations on conversion herein or elsewhere) and had held such shares of Common Stock on the record date for such dividends and distributions. Payments under the preceding sentence shall be made concurrently with the dividend or distribution to the holders of Common Stock.

Participation. If the Company at any time proposes to file a Registration Statement under the Securities Act or to conduct a Public Offering with respect to any offering of its equity securities for its own account or for the account of any other Persons (other than (i) a Registration under Sections 3.1 or 3.2, (ii) a Registration on Form S-4 or Form S-8 or any successor form to such forms or (iii) a Registration of securities solely relating to an offering and sale to employees or directors of the Company or its subsidiaries pursuant to any employee stock plan or other employee benefit plan arrangement), then, as soon as practicable (but in no event less than ten (10) Business Days prior to the proposed date of filing of such Registration Statement or, in the case of a Public Offering under a Shelf Registration Statement, the anticipated pricing or trade date), the Company shall give written notice (a Piggyback Notice) of such proposed filing or Public Offering to all Holders, and such Piggyback Notice shall offer the Holder the opportunity to register under such Registration Statement, or to sell in such Public Offering, such number of Registrable Securities as each such Holder may request in writing (a Piggyback Registration). Subject to Section 3.3.2, the Company shall include in such Registration Statement or in such Public Offering as applicable, all such Registrable Securities that are requested to be included therein within five (5) Business Days after the receipt by such Holder of any such notice; provided, however, that if at any time after giving written notice of its intention to register or sell any securities and prior to the effective date of the Registration Statement filed in connection with such Registration, or the pricing or trade date of a Public Offering under a Shelf Registration Statement, the Company determines for any reason not to register or sell or to delay the Registration or sale of such securities, the Company shall give written notice of such determination to each Holder and, thereupon, (i) in the case of a determination not to register or sell, shall be relieved of its obligation to register or sell any Registrable Securities in connection with such Registration or Public Offering (but not from its obligation to pay the Registration Expenses in connection therewith), without prejudice, however, to the rights of any Holder entitled to request that such Registration or sale be effected as a Demand Registration under Section 3.1 or an ...

Participation. Participation in the Plan shall be open to all employees, officers, and directors of, and other individuals providing bona fide services to or for, the Company, or of any Affiliate of the Company, as may be selected by the Administrator from time to time. The Administrator may also grant Awards to individuals in connection with hiring, retention or otherwise, prior to the date the individual first performs services for the Company or an Affiliate, provided that such Awards shall not become vested or exercisable, and no shares shall be issued to such individual, prior to the date the individual first commences performance of such services.

Participation. The Committee in its discretion shall designate each Employee or Independent Contractor who is eligible to participate in the Plan. A Participant who separates from Service with the Employer and who later returns to Service will not be an Active Participant under the Plan except upon satisfaction of such terms and conditions as the Committee shall establish upon the Participants return to Service, whether or not the Participant shall have a balance remaining in the Deferred Compensation Account under the Plan on the date of the return to Service.

Participation. All Eligible Directors shall participate in the Plan. Each Eligible Director shall be paid one hundred percent (100%) of his or her Fees in the form of cash, unless the Eligible Director elects prior to the beginning of a calendar year to receive between 0-100% of his or her Fees for the next calendar year (and each calendar year thereafter unless and until such Eligible Director changes such election with respect to Fees payable for the calendar year commencing after such change in election is made) in the form of Share Units, with the remainder of such Fees to be paid in cash. Fees payable to an Eligible Director in the calendar quarter in which such Eligible Director is first appointed or elected to the Board shall be paid one hundred percent (100%) in the form of cash, unless such Eligible Director elects prior to, or within 30 days of, becoming an Eligible Director to receive, effective on the later of (i) the date he or she becomes an Eligible Director or (ii) the date of his or her election during such 30-day period, between 0-100% of his or her Fees for the remainder of such calendar year (and future calendar years) in the form of Share Units, with the remainder of such Fees to be paid in cash. The Board may, in its sole discretion, permit an Eligible Director who is not subject to income tax under the US Internal Revenue Code of 1986, as amended, to elect at a time other than the times specified in this paragraph to receive between 0-100% of his of her Fees in the form of Share Units, with the remainder of such Fees to be paid in cash. The number of Share Units (including fractional Share Units rounded to four decimal places) to be credited on a quarterly basis with effect on the last day of each Quarter to an Eligible Directors account under Section 9 hereof with respect to each Quarter shall be equal to the quotient determined by dividing: (i) the entire amount, expressed in U.S. dollars, of the Eligible Directors Quarterly Fee for such Quarter which is to be paid in Share Units, converted into Canadian dollars at the noon rate of exchange of the Bank of Canada on the Reference Date for such Quarter; by (ii) the Market Value of a Common Share on the Reference Date for such Quarter, expressed in Canadian dollars. A Participant who becomes an employee of a Nortel Networks Company or who, as a result of a determination by the Committee, shall no longer be eligible to continue to participate in the Plan, shall not be entitled to receive Share Units ...


Participation. Lender may, without the consent of the Borrower, in compliance with applicable law, sell participations to one or more banks or other entities (a Participant), in all or a portion of Lenders rights and obligations under this Agreement (including all or a portion of the Loan owing to it); provided that (A) Lenders obligations under this Agreement shall remain unchanged, (B) Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the Borrower shall continue to deal solely and directly with Lender in connection with Lenders rights and obligations under this Agreement. The Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.2.3 and 2.2.4 (subject to requirements and limitations therein) to the same extent as if it were a Noteholder and had acquired its interest by assignment pursuant to Section 9.5. Each Lender that sells a participation shall, acting solely for this purpose as an agent of the Borrower, maintain a register on which it enters the name and address of each Participant and the principal amounts (and stated interest) of each participants interest in the Loans or other obligations under this Agreement (the Participant Register). The entries in the Participant Register shall be conclusive absent manifest error, and such Lender shall treat each person whose name is recorded in the Participant Register as the owner of such Loan or other obligation hereunder as the owner thereof for all purposes of this Agreement notwithstanding any notice to the contrary.

Participation. An Employee may elect to become a Participant in the Plan by completing such enrollment documents as are provided by the Committee or its designee, including where applicable a payroll deduction authorization form, and submitting them to the Committee or its designee in accordance with the administrative requirements and any limitations established by the Committee. The enrollment documents will set forth the amount of the Participants Contributions, which may be established as a percentage of the Participants Compensation or a specific dollar amount; provided, however, in no event shall a Participants Contributions exceed an amount of compensation which would give the Participant the right to purchase a number of shares at an annual rate which exceeds the accrual limit specified in Code Section 423(b)(8) for a calendar year. Contributions to the Plan may be also subject to such other limits designated by the Committee, including any minimum Contribution amount or percentage. The Plan is a discretionary plan. Participation by any Employee is purely voluntary. Participation in the Plan with respect to any Purchase Period shall not entitle any Participant to participate with respect to any other Purchase Period.

Participation. An employee eligible on the first day of a Plan Period of any Offering may participate in such Offering by completing and forwarding either a written or electronic payroll deduction authorization form to the employees appropriate payroll office at least 15 days prior to the commencement of the applicable Plan Period. The form will authorize a regular payroll deduction from the Compensation received by the employee during the Plan Period. Unless an employee files a new form or withdraws from the Plan, his or her deductions and purchases will continue at the same rate for future Offerings under the Plan as long as the Plan remains in effect. The term Compensation means the amount of money reportable on the employees Federal Income Tax Withholding Statement, excluding overtime, shift premium, incentive or bonus awards, allowances and reimbursements for expenses such as relocation allowances for travel expenses, income or gains associated with the grant or vesting of restricted stock, income or gains on the exercise of Company stock options or stock appreciation rights, and similar items, whether or not shown or separately identified on the employees Federal Income Tax Withholding Statement, but including, in the case of salespersons, sales commissions to the extent determined by the Board or the Committee.