Committee Discretion Contract Clauses (156)

Grouped Into 4 Collections of Similar Clauses From Business Contracts

This page contains Committee Discretion clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Committee Discretion. This Award has been made pursuant to a determination made by the Board and/or Committee. Notwithstanding anything to the contrary herein, and subject to the limitations of the Plan, the Committee shall have plenary authority to: (a) interpret any provision of this RSU Agreement or the Award; (b) make any determinations necessary or advisable for the administration of this RSU Agreement or the Award; (c) make adjustments as it deems appropriate to the aggregate number and type of securities avail...able under this RSU Agreement to appropriately adjust for, and give effect to, any Fundamental Change, divestiture, distribution of assets to stockholders (other than ordinary cash dividends), reorganization, recapitalization, reclassification, stock dividend, stock split, reverse stock split, stock combination or exchange, rights offering, spin-off or other relevant change; and (d) otherwise modify or amend any provision hereof, or otherwise with respect to the Award, in any manner that does not materially and adversely affect any right granted to Grantee by the express terms hereof, unless required as a matter of law, subject to the limitations stated in the Plan. View More
Found in Express Scripts Holding Co. contract
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Committee Discretion. This Award Option has been made granted pursuant to a determination made by the Board and/or Committee. Notwithstanding anything to the contrary herein, and subject to the limitations of the Plan, the Committee Administrator shall have plenary authority to: (a) interpret any provision of this RSU Option Agreement or the Award; Option; (b) make any determinations necessary or advisable for the administration of this RSU Option Agreement or the Award; Option; (c) make adjustments as it deems appro...priate to the aggregate number and type of securities available under this RSU Option Agreement to appropriately adjust for, and give effect to, any Fundamental Change, divestiture, distribution of assets to stockholders (other than ordinary cash dividends), reorganization, recapitalization, reclassification, stock dividend, stock split, reverse stock split, stock combination Change in Capitalization or exchange, rights offering, spin-off or other relevant change; otherwise as provided under the Plan; and (d) otherwise modify or amend any provision hereof, or otherwise with respect to the Award, Option, in any manner that does not materially and adversely affect any right granted to Grantee Optionee by the express terms hereof, unless required as a matter of law, subject to the limitations stated in the Plan. View More
Found in Dentsply Sirona contract
Committee Discretion. This Award has been made pursuant to a determination made by the Board and/or Committee. Notwithstanding anything to the contrary herein, and subject to the limitations of the Plan, the Committee shall have plenary authority to: (a) (i) interpret any provision of this RSU Award Agreement or the Award; (b) (ii) make any determinations necessary or advisable for the administration of this RSU Award Agreement or the Award; (c) (iii) make adjustments as it deems appropriate to the aggregate number a...nd type of securities available under this RSU Award Agreement to appropriately adjust for, and give effect to, any Fundamental Change, divestiture, distribution of assets to stockholders (other than ordinary cash dividends), reorganization, recapitalization, reclassification, stock dividend, stock split, reverse stock split, stock combination or exchange, rights offering, spin-off or other relevant change; and (d) (iv) otherwise modify or amend any provision hereof, or otherwise with respect to the Award, in any manner that does not materially and adversely affect any right granted to Grantee by the express terms hereof, unless required as a matter of law, subject to the limitations stated in the Plan. View More
Found in Express Scripts Holding Co. contract
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Committee Discretion. The Compensation Committee of the Company's Board of Directors (the "Committee"), in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee.
Found in NORTHWEST PIPE CO contract
Committee Discretion. The Compensation Committee of the Company's Board of Directors (the "Committee"), Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee.
Found in TD AMERITRADE HOLDING CORP contract
Committee Discretion. The Compensation Committee of the Company's Board of Directors (the "Committee"), Committee, in its absolute discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units at any time, subject to the terms of the Plan. time. If so accelerated, such Restricted Stock Units will shall be considered as having vested as of the date specified by the Committee.
Found in Varex Imaging Corporation contract
Committee Discretion. The Compensation Committee of the Company's Board of Directors (the "Committee"), in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the Restricted Stock Units Performance Shares at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units Performance Shares will be considered as having vested as of the date specified by the Committee.
Found in NORTHWEST PIPE CO contract
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Committee Discretion. (a) The Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee. (b) Notwithstanding anything in the Plan or this Award Agreement to the contrary, if the vesting of the balance, or some lesser portion of the balance, of the Restricte...d Stock Units is accelerated in connection with Participant's termination as a Service Provider (provided that such termination is a "separation from service" within the meaning of Section 409A, as determined by the Company), other than due to death, and if (x) Participant is a "specified employee" within the meaning of Section 409A at the time of such termination as a Service Provider and (y) the payment of such accelerated Restricted Stock Units will result in the imposition of additional tax under Section 409A if paid to Participant on or within the six (6) month period following Participant's termination as a Service Provider, then the payment of such accelerated Restricted Stock Units will not be made until the date six (6) months and one (1) day following the date of Participant's termination as a Service Provider, unless the Participant dies following his or her termination as a Service Provider, in which case, the Restricted Stock Units will be paid in Shares to the Participant's estate as soon as practicable following his or her death. It is the intent of this Award Agreement to comply with the requirements of Section 409A so that none of the Restricted Stock Units provided under this Award Agreement or Shares issuable thereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. For purposes of this Award Agreement, "Section 409A" means Section 409A of the Code, and any proposed, temporary or final Treasury Regulations and Internal Revenue Service guidance thereunder, as each may be amended from time to time. View More
Found in THESTREET, INC. contract
Committee Discretion. (a) The Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Deferred Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Deferred Stock Units will be considered as having vested as of the date specified by the Committee. The payment of Shares vesting pursuant to this Section will in all cases be paid at a time or in a manner that is intended to be exempt from, or compl...y with, Section 409A. For purposes of the Award Agreement, "Section 409A" means Section 409A of the Code, and any U.S. Treasury Regulations and U.S. Internal Revenue Service guidance thereunder, as each may be amended from time to time. (b) Notwithstanding anything in the Plan or this the Award Agreement to the contrary, if the vesting of the balance, or some lesser portion of the balance, of the Restricted Deferred Stock Units is accelerated in connection with the termination of Participant's termination as a providing Continuous Service Provider (provided (and provided that such termination is constitutes a "separation from service" within the meaning of Section 409A, as determined by the Company), other than due to Participant's death, and if (x) Participant is a "specified employee" within the meaning of Section 409A at the time of such termination as a cessation of Participant's providing Continuous Service Provider and (y) the payment of Shares pursuant to such accelerated Restricted Deferred Stock Units will result in the imposition of additional tax under Section 409A if paid to Participant on or within the six (6) month period following the cessation of Participant's termination as a Service Provider, providing Continuous Service, then the payment of such accelerated Restricted Deferred Stock Units will not be made until the date that is six (6) months and one (1) day following the date of termination of Participant's termination as a Service Provider, unless providing Continuous Service, except in the Participant dies event of Participant's death following his or her termination as a Service Provider, the cessation of Participant's providing Continuous Service, in which case, the Restricted Deferred Stock Units will be paid in Shares to the Participant's estate as soon as practicable following his or her death. It is the intent of this the Award Agreement to that the Award Agreement and all payments and benefits hereunder be exempt from, or comply with with, the requirements of Section 409A so that none of the Restricted Deferred Stock Units provided under this the Award Agreement or Shares issuable thereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to be so exempt or so comply. For Each payment payable under the Award Agreement is intended to constitute a separate payment for purposes of this Award Agreement, "Section 409A" means Section 409A of the Code, and any proposed, temporary or final (including U.S. Treasury Regulations and Internal Revenue Service guidance thereunder, as each may be amended from time to time. Regulation Section 1.409A-2(b)(2)). View More
Found in RiceBran Technologies contract
Committee Discretion. (a) The Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee. The payment of Shares vesting pursuant to this Section will in all cases be paid at a time or in a manner that is intended to be exempt from, or comply with, Section 40...9A. For purposes of the Award Agreement, "Section 409A" means Section 409A of the Code, and any U.S. Treasury Regulations and U.S. Internal Revenue Service guidance thereunder, as each may be amended from time to time. (b) Notwithstanding anything in the Plan or this the Award Agreement to the contrary, if the vesting of the balance, or some lesser portion of the balance, of the Restricted Stock Units is accelerated in connection with the termination of Participant's termination as a providing Continuous Service Provider (provided (and provided that such termination is constitutes a "separation from service" within the meaning of Section 409A, as determined by the Company), other than due to Participant's death, and if (x) Participant is a "specified employee" within the meaning of Section 409A at the time of such termination as a cessation of Participant's providing Continuous Service Provider and (y) the payment of Shares pursuant to such accelerated Restricted Stock Units will result in the imposition of additional tax under Section 409A if paid to Participant on or within the six (6) month period following the cessation of Participant's termination as a Service Provider, providing Continuous Service, then the payment of such accelerated Restricted Stock Units will not be made until the date that is six (6) months and one (1) day following the date of termination of Participant's termination as a Service Provider, unless providing Continuous Service, except in the Participant dies event of Participant's death following his or her termination as a Service Provider, the cessation of Participant's providing Continuous Service, in which case, the Restricted Stock Units will be paid in Shares to the Participant's estate as soon as practicable following his or her death. It is the intent of this the Award Agreement to that the Award Agreement and all payments and benefits hereunder be exempt from, or comply with with, the requirements of Section 409A so that none of the Restricted Stock Units provided under this the Award Agreement or Shares issuable thereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to be so exempt or so comply. For Each payment payable under the Award Agreement is intended to constitute a separate payment for purposes of this Award Agreement, "Section 409A" means Section 409A of the Code, and any proposed, temporary or final (including U.S. Treasury Regulations and Internal Revenue Service guidance thereunder, as each may be amended from time to time. Regulation Section 1.409A-2(b)(2)). View More
Found in Adamis Pharmaceuticals Corp contract
Committee Discretion. (a) The Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee. (b) Notwithstanding anything in the Plan or this Award Agreement to the contrary, if the vesting of the balance, or some lesser portion of the balance, of the Restricte...d Stock Units is accelerated in connection with Participant's termination as a Service Provider Awardee's Termination (provided that such termination Termination is a "separation from service" within the meaning of Section 409A, as determined by the Company), other than due to death, and if (x) Participant Awardee is a "specified employee" within the meaning of Section 409A at the time of such termination as a Service Provider Termination and (y) the payment of such accelerated Restricted Stock Units will result in the imposition of additional tax under Section 409A if paid to Participant Awardee on or within the six (6) month period following Participant's termination as a Service Provider, Awardee's Termination, then the payment of such accelerated Restricted Stock Units will not be made until the date six (6) months and one (1) day following the date of Participant's termination as a Service Provider, Awardee's Termination, unless the Participant Awardee dies following his or her termination as a Service Provider, Termination, in which case, the Restricted Stock Units will be paid in Shares to the Participant's Awardee's estate as soon as practicable following his or her death. It is the intent of this Award Agreement to comply with or be exempt from the requirements of Section 409A so that none of the Restricted Stock Units provided under this Award Agreement or Shares issuable thereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. For purposes of this Award Agreement, "Section 409A" means Section 409A of the Code, and any proposed, temporary or final Treasury Regulations and Internal Revenue Service guidance thereunder, as each may be amended from time to time. View More
Found in Assertio Therapeutics, Inc contract
View Variations (3)
Committee Discretion. The Committee has full discretion with respect to any actions to be taken or determinations to be made in connection with this Agreement, and its determinations shall be final, binding and conclusive.
Found in AMC Networks contract
Committee Discretion. The Subject to the terms of the Plan, the Committee has shall have full discretion with respect to any actions to be taken or determinations to be made in connection with this Award Agreement, and its determinations shall be final, binding and conclusive.
Found in POPULAR INC contract
View Variations (2)