Recoupment Policy Clause Example with 7 Variations from Business Contracts

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option Stock Award and the Participant's rights under this Option interest in the Shares are subject to the terms and provisions conditions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compe...nsation received in connection with this Option Stock Award and the Shares (net of any income or employment taxes paid by the Participant on account of the exercise vesting of the Option Stock Award or the sale of Common Stock acquired under the Option, Shares, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to the Participant. 2 8. Definitions. The following definitions shall apply to these Terms and Conditions: (a) Cause is defined in the Severance Agreement. (b) Control Change Date means the date on which a Change in Control (as defined below) occurs. If a Change in Control occurs on account of a series of trans­actions, the Control Change Date is the date of the last of such transactions. (c) Change in Control is defined in the Company's Amended and Restated 2004 Equity Incentive Plan, or any successor thereto. (d) Good Reason is defined in the Severance Agreement. (e) Normal Retirement means the voluntary separation by Participant from the employment of the Company or an Affiliate on or after the date Participant has reached age sixty-five. (f) Severance Agreement means the Amended and Restated Severance Agreement between the Company and the Participant, dated as of February 3, 2014, including any amendments thereto and any successor agreement that provides for the payment of severance benefits to the Participant. View More

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option and the Participant's rights under this Option are subject to the terms and provisions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compensation received in connection with this Optio...n (net of any income or employment taxes paid by the Participant on account of the exercise of the Option or the sale of Common Stock acquired under the Option, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to Participant. -3- 12. Definitions. The following definitions shall apply to these Terms and Conditions: (a) Beneficiary means Participant's estate or the person or persons or entity or entities to whom Participant's rights under this Option pass by will or the laws of descent and distribution. (b) Control Change Date means the date on which a Change in Control (as defined below) occurs. If a Change in Control occurs on account of a series of trans­actions, the Control Change Date is the date of the last of such transactions. (c) Change in Control is defined the Company's Amended and Restated 2004 Equity Incentive Plan, or any successor thereto. (d) Early Retirement means the voluntary separation by Participant from the employment with the Company or an Affiliate (other than a voluntary separation for "Good Reason" or similar term as defined in the Severance Agreement), on or after the date Participant has attained age fifty-five and has ten years of service with the Company or an Affiliate but before the date Participant has reached age sixty-five. (e) Normal Retirement means the voluntary separation by Participant from the employment with the Company or an Affiliate (other than a voluntary separation for "Good Reason" or similar term as defined in the Severance Agreement), on or after the date Participant has reached age sixty-five. (f) Severance Agreement means the Amended and Restated Severance Agreement between the Company and Participant, dated as of February 3, 2014, including any amendments thereto and any successor agreement that provides for the payment of severance benefits to Participant. View More

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option and the Participant's rights under this Option are subject to the terms and provisions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compensation received in connection with this Optio...n (net of any income or employment taxes paid by the Participant on account of the exercise of the Option or the sale of Common Stock acquired under the Option, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to the Participant. 2 8. Definitions. The following definitions shall apply to these Terms and Conditions: (a) Beneficiary means Participant's estate or the person or persons or entity or entities to whom Participant's rights under this Option pass by will or the laws of descent and distribution. (b) Control Change Date means the date on which a Change in Control (as defined below) occurs. If a Change in Control occurs on account of a series of trans-actions, the Control Change Date is the date of the last of such transactions. (c) Change in Control is defined in the Company's 2018 Equity Incentive Plan, or any successor thereto. View More

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option Stock Unit Award and the Participant's rights under this Option in the Stock Units are subject to the terms and provisions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compensation re...ceived in connection with this Option Stock Unit Award and the Stock Units (net of any income or employment taxes paid by the Participant on account of the exercise settlement of the Option Stock Units or the sale of Common Stock acquired under received in settlement of the Option, Stock Units, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to the Participant. View More

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option Stock Unit Award and the Participant's rights under this Option in the Stock Units are subject to the terms and provisions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compensation re...ceived in connection with this Option Stock Unit Award and the Stock Units (net of any income or employment taxes paid by the Participant on account of the exercise settlement of the Option Stock Units or the sale of Common Stock acquired under received in settlement of the Option, Stock Units, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to the Participant. View More

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option Stock Award and the Participant's rights under this Option interest in the Shares are subject to the terms and provisions conditions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compe...nsation received in connection with this Option Stock Award and the Shares (net of any income or employment taxes paid by the Participant on account of the exercise vesting of the Option Stock Award or the sale of Common Stock acquired under the Option, Shares, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to the Participant. View More

Recoupment Policy. Participant acknowledges and agrees that the grant of this Option Stock Award and the Participant's rights under this Option in the Shares are subject to the terms and provisions conditions of the Company's Executive Incentive-Based Compensation Recoupment Policy as in effect on the Date of Grant (the "Policy"). Participant also agrees that, notwithstanding any other provision of this Agreement, the Company is entitled to recover from the Participant all or part of any benefits or compensation r...eceived in connection with this Option Stock Award and the Shares (net of any income or employment taxes paid by the Participant on account of the exercise vesting of the Option Stock Award or the sale of Common Stock acquired under the Option, Shares, after giving effect to any tax benefit available to the Participant on account of the recoupment), that are subject to recoupment under the Policy. Participant acknowledges that a copy of the Policy has been made available to the Participant. View More