Qualified Retirement Sample Clauses

Qualified Retirement. If Recipient terminates employment due to a Qualified Retirement, Recipient shall become vested in a prorated number of Earned RSUs. A “Qualified Retirement” means the Recipient voluntarily terminates employment on or after Recipient attains age 65 and has at least four complete years of employment with the Company or a Subsidiary. The prorated portion of the Earned RSUs that is vested as of Recipient’s Qualified Retirement shall be the total number of Earned RSUs multiplied by a fraction, the numerator of which shall be the number of full months elapsed from the Date of Grant through the date of Recipient’s Qualified Retirement, and the denominator of which shall be 48. The Vesting Date for additional RSUs vesting under this Section 1.4(d) shall be the date of Recipient’s Qualified Retirement. Payment upon Qualified Retirement shall be the total number of shares vested as a result of this Section 1.4(d), reduced by the number of Shares previously delivered to Recipient. Notwithstanding anything in this Agreement to the contrary, in no event will any Settlement occur prior to the applicable Vesting Date (i.e., the Vesting Date set forth in Section 1.2 unless the Vesting Date is earlier pursuant to Section 1.4 as a result of Recipient’s death or Qualified Retirement).

Qualified Retirement any termination of the Optionee's employment with the Company or its Subsidiaries for any reason (other than death, Disability or an involuntary termination for Cause) if, at or immediately prior to the date of such termination, the Optionee satisfies both of the following conditions: (1) the Optionee shall be 55 years of age or older; and (2) the sum of the Optionee's age and completed years of service as an employee of the Company or its Subsidiaries (disregarding fractions, in both cases) shall total 70 or more.

Qualified Retirement. In the event the Grantee’s employment with the Company is terminated due to a Qualified Retirement (as defined below) prior to the end of the Performance Period, the Committee may determine, in its sole discretion, that the Grantee will receive the Long-Term Cash Incentive Award in an amount equal to the sum of: (i) for any calendar quarters within the Performance Period that ended prior to the date of such Qualified Retirement, (x) one-twelfth (1/12) of the Target Award Amount multiplied by the number of calendar quarters in the Performance Period that have been completed prior to the date of such Qualified Retirement, multiplied by (y) the ROCE Multiplier determined by averaging the ROCE for such completed calendar quarters (with performance for such calendar quarter(s) to be determined by the Committee as soon as practicable following the filing of the Company’s quarterly report on Form 10-Q (or Form 10-K, as applicable) following the end of the applicable calendar quarter); and (ii) for any calendar quarter within the Performance Period that has commenced prior to, but not fully lapsed as of, the date of the Qualified Retirement, one-twelfth (1/12) of the Target Award Amount prorated based on the number of days of such calendar quarter that the Grantee was employed by the Company, to be paid as soon as reasonably practicable following the date of such termination of employment and filing of the subsequent quarterly report on Form 10-Q (or Form 10-K, as [Notice of Amendment to Long-Term Officer Cash Incentive Award Agreement (Returns Program Cash Award)] applicable). For the avoidance of doubt, ▇▇▇▇▇▇▇’s rights to any Award Payout Amount other than the amount described in the preceding sentence (including but not limited to amounts for portions of calendar quarters subsequent to ▇▇▇▇▇▇▇’s termination of employment) shall be immediately forfeited upon termination of employment.

Qualified Retirement. If Recipient terminates employment due to a Qualified Retirement that occurs at least one year from the Date of Grant, RSUs shall continue to vest as scheduled in Section 1.2 of this Agreement. A “Qualified Retirement” means Recipient voluntarily terminates employment on or after such time as the Recipient’s has attained at least fifty-five (55) years of age and Recipient has completed a minimum of 10 years of Service. Notwithstanding anything in this Agreement to the contrary, in no event will any Settlement occur prior to the applicable Vesting and any unsettled RSUs shall be forfeited without consideration immediately upon the breach of any of the following conditions:

Qualified Retirement. In addition to the benefits provided in Article XIII Section 1, Custodians employed prior to July 1, 1992 who have completed twenty (20) years of full-time service at the date of resignation from the School District (exluding time spent on unpaid leave) shall be entitled to $6742 at Grade 4 or $6,964 at Grade 7 as determined by Article XIII, section 3 of the July 1, 1992 – June 30, 1994 Custodial Master Agreement. Said amounts shall be reduced by the amount of the School District’s total matching contributions, excluding the earnings from such School District contribution to the custodian’s Minnesota Deferred Compensation Plan and/or Tax Sheltered Annuity calculated on the June 30th following retirement.

Qualified Retirement. Participants who have at least ten years of service and leave the Company, or one of its affiliates, voluntarily due to retirement will be eligible for the accelerated vesting of this Award per the following schedule: • Participants ages 65-68 are eligible for the accelerated vesting of 40% of the Award. • Participants over the age of 68 are eligible for the accelerated vesting of 50% of the Award.

Qualified Retirement. Qualified Retirement shall mean a retirement from the Company meeting all of the following criteria: (a) the Optionee has been continually employed by the Company from the date hereof through May 1, 2006, and (b) the Optionee has notified the Company of such retirement at least one year prior to such retirement.

Qualified Retirement. Notwithstanding anything herein to the contrary, unless otherwise determined by the Plan Administrator, “Retirement” shall mean Termination of Employment at age 60 or older (or at such lower mandatory retirement age required by applicable India law, if any) with at least 5 years of continuous service with an Employer through your Termination Date (excluding service with acquired entities before the acquisition).

Qualified Retirement. (i) Subject to the requirements set forth in Sections 2.3(c)(ii) and 3.2 of this Agreement, in the event that the Participant’s Termination of Employment occurs (A) as a result of a Qualified Retirement and (B) at least three months after the Award Date set forth in the Notice of Award relating to this Agreement, then any Restricted Stock Units granted to the Participant pursuant to this Agreement that have not previously vested shall not be forfeited pursuant to Section 2.2(b) and instead, shall continue to remain subject to the vesting dates under Sections 2.2(a), 2.3(a) and 2.3(b) as if the Participant’s Termination of Employment had not occurred, as follows: (A) If the Participant’s Termination of Employment occurs at least three months but less than twelve months after the Award Date, only a portion of the unvested Restricted Stock Units granted pursuant to this Agreement shall continue to remain subject to the vesting dates under the provisions referenced above, and that number shall be the product of (x) the number of Restricted Stock Units granted pursuant to this Agreement that have not yet vested multiplied by (y) the number of days that the Participant remained employed with the Company after the Award Date divided by 365 (or 366 in a leap year), rounded up to the nearest whole number, and any remaining unvested Restricted Stock Units shall be forfeited; and (B) If the Participant’s Termination of Employment occurs at least twelve months after the Award Date, any portion of the Restricted Stock Units that is not yet vested shall continue to remain subject to the vesting dates under the provisions referenced above. (ii) Notwithstanding the foregoing, (A) in the event that the Participant breaches any of the provisions of the Restrictive Covenant Agreements, the Company, in its discretion, may require that (1) any Retirement Vesting Restricted Stock Units that have not yet vested be immediately forfeited, (2) any Shares received upon the Settlement of any Retirement Vesting Restricted Stock Units be returned by the Participant immediately upon the written demand from the Company and/or (3) that the value realized by the Participant upon the disposition 8 of any Shares received upon the Settlement of any Retirement Vesting Restricted Stock Units be returned by the Participant to the Company immediately upon the written demand from the Company, and (B) in the event that the Company determines after the Participant’s Termination of Employment that an...