Harmful Conduct. Any conduct of the Employee that is materially harmful to the business, interests or reputation of the Company, provided that the Employee shall have had prior written notice and a reasonable opportunity of not less than ten (10) days to correct any such conduct.
Harmful Conduct. The Grantee specifically acknowledges that the Option and any Shares or cash delivered in settlement thereof are subject to the provisions of Section 11.5 of the Plan, entitled “Recapture; Adjustment of Awards,” which can cause the forfeiture of any gain realized upon the exercise of the Option. The Committee may, in its sole discretion, require the Grantee to pay to the Company an amount equal to the excess of (i) the Fair Market Value of the Shares purchased by such Grantee through the exercise of the Option, calculated as of the date of such purchase, during the fifteen month period commencing twelve months before the Grantee’s last day of employment and ending three months after the last day of employment over (ii) the aggregate Exercise Price of such Option.
Harmful Conduct. In the event the Grantee engages in Harmful Conduct following the termination of his or her employment, the Committee may, in its sole discretion, require such Grantee to pay to the Company an amount equal to the excess of (i) the Fair Market Value of the Stock purchased by such Grantee through the exercise of Options during the fifteen month period commencing twelve months before the Grantee’s last day of employment and ending three months after the last day of employment over (ii) the aggregate Exercise Price of such Options.
Harmful Conduct. The Grantee specifically acknowledges that the SAR and any Shares or cash delivered in settlement thereof are subject to the provisions of Section 11.5 of the Plan, entitled “Recapture; Adjustment of Awards,” and the Company’s Compensation Recoupment Policy, if applicable to the Grantee, which can cause the forfeiture of any gain realized upon the exercise of the SAR. The Committee may, in its sole discretion, require the Grantee to pay to the Company an amount equal to the excess of (i) the Fair Market Value of the Shares received by such Grantee through the exercise of the SAR, calculated as of the date of such purchase, during the fifteen month period commencing twelve months before the Grantee’s last day of employment and ending three months after the last day of employment over (ii) the aggregate Exercise Price of such SAR.
Harmful Conduct. The Grantee specifically acknowledges that the Option and any Shares or cash delivered in settlement thereof are subject to the provisions of Section 11.5 of the Plan, entitled “Recapture; Adjustment of Awards,” and the Company’s Compensation Recoupment Policy, if applicable to the Grantee, which can cause the forfeiture of any gain realized upon the exercise of the Option. The Committee may, in its sole discretion, require the Grantee to pay to the Company an amount equal to the excess of (i) the Fair Market Value of the Shares purchased by such Grantee through the exercise of the Option, calculated as of the date of such purchase, during the fifteen month period commencing twelve months before the Grantee’s last day of employment and ending three months after the last day of employment over (ii) the aggregate Exercise Price of such Option.
Harmful Conduct. In the event the Grantee (a) is terminated for Cause or (b) engages in any activity determined in the discretion of the Committee to be in competition with any activity of the Company, or otherwise inimical, contrary or harmful to the interests of the Company (including, but not limited to, accepting employment with or serving as a consultant, adviser or in any other capacity to an entity that is in competition with or acting against the interests of the Company) following the termination of his or her employment, the Committee may, in its sole discretion, require such Grantee to pay to the Company an amount equal to the excess of (i) the Fair Market Value of the Stock purchased by such Grantee through the exercise of Options, calculated as of the date of such purchase, during the fifteen month period commencing twelve months before the Grantee’s last day of employment and ending three months after the last day of employment over (ii) the aggregate Exercise Price of such Options.
Harmful Conduct. Distributor acknowledges that the name, reputation and goodwill of Manufacturer and its affiliates constitute valuable and unique assets. Distributor shall not engage in conduct that Manufacturer deems harmful to the reputation of Manufacturer or its affiliates or product of Manufacturer or its affiliates and shall use Distributor’s best efforts to maintain and enhance the name, reputation and goodwill of Manufacturer and its affiliates and Manufacturer Products.
