Any Voluntary or Involuntary Termination. If Employee separates from service for any reason prior to the final Vesting Date, whether voluntary or involuntary and including but not limited to retirement, Employee shall forfeit all remaining unvested Award amounts.

Except as set forth in [Section 2(e)] below, if the Grantee terminates employment on or before the first Vesting Date because of an Involuntary Termination, 33% of the Grantee’s Restricted Stock Units will automatically vest on the date of such termination of employment and the remaining unvested Restricted Stock Units shall be immediately forfeited. If the Grantee terminates employment during the Restriction Period and after the first Vesting Date because of an Involuntary Termination, the Grantee’s Restricted Stock Units will automatically vest in full on the date of such termination of employment.

Involuntary Termination. If a Grantee’s employment terminates during the Award Period and the Company determines that employment was involuntarily terminated on or after the first anniversary of the first day of the Award Period, a pro rata portion (based on the number of completed months held during the Award Period prior to the date employment terminated) of this PSU Award will be distributed at such time as it would have been paid if employment had continued, based on actual performance during the Award Period as determined in accordance with [Section III]. The remainder will be forfeited on the date employment ends. The pro rata portion shall be determined by multiplying the Final Award by a fraction, the numerator of which is the number of completed months in the Award Period during which the Grantee was employed by the Company or JV, and the denominator of which is 36. An “involuntary termination” includes termination of employment by the Company as the result of a restructuring or job elimination, but excludes non-performance of duties and the reasons listed under paragraphs C through G of this section.

Involuntary Terminations without Cause Not Following a Change in Control. Notwithstanding [Section 3(a)], if a Participant is involuntarily terminated for a reason other than for Cause prior to the last day of the Performance Period, the Participant will earn, as of the date of termination from employment, except as otherwise provided below, a portion of the Participant’s Achieved Shares determined for the Participant at the end of the Measurement Period pursuant to [Section 2], if any, based on the number of complete months that the Participant was employed by the Company or an Affiliate during the Performance Period, divided by the total number of complete months in the Performance Period.

Involuntary Termination. If the Company terminates Executive’s employment other than for Disability or Cause, or if Executive terminates her employment for Good Reason, then, in lieu of any severance benefits to which Executive may otherwise be entitled under any Company severance plan or program, and subject to the remaining provisions of this [Section 9], Executive shall be entitled to a lump sum payment equal to Fifty Percent (50%) of Executive’s then-current Base Salary, less applicable tax withholding.

Involuntary Termination. For purposes of this Agreement, an Involuntary Termination of Employment shall be deemed to occur if:

Involuntary Termination. “Involuntary Termination” means termination of the Employee’s employment, without the Employee’s consent, by the Company for any reason other than Cause.

Involuntary Termination.For purposes of this Agreement,"Involuntary Termination" shall mean either: a termination without Cause or a termination for Good Reason. In no event will it be deemed an independent and sufficient basis for an Involuntary Termination

If ​’s Service is involuntarily terminated by the ​ or a Subsidiary to which ​ is providing Service (the “Service Recipient”) other than for Cause (an “Involuntary Service Separation”) on or after the second anniversary of the Approval Date and before the end of the Minimum Vesting Period, then 50% of the outstanding Options shall terminate as of the date of the Involuntary Service Separation. Following such termination of 50% of the outstanding Options, the 50% of outstanding Options that remain will vest if the Stock Price Criteria has been or is satisfied at any time between the Approval Date and one year after the date of the Involuntary Service Separation. Subject to [Section 4(d)(i)(4)], the ​ may exercise any vested Options during the time period that # begins on the latest to occur of: # the date the Minimum Vesting Period ends, and # the date that the Stock Price Criteria are satisfied, and # ends on the first anniversary of the date of the Involuntary Service Separation.

voluntary termination or involuntary termination with Cause, all Performance Units held by the Participant shall be canceled as of the date of termination.