Retirement. The Executive’s voluntary termination of employment at or after attaining his Normal Retirement Date shall be treated as a retirement termination under this Agreement. Unless Section 5.7 is applicable, upon such termination, the Company shall have no further obligations under this Agreement, except to pay to the Executive # any Base Salary earned through the date of the Executive’s retirement, to the extent theretofore unpaid, # a pro-rated Incentive Bonus Payment equal to the product of # the actual Incentive Bonus Payment for the year of termination multiplied by # a fraction, the numerator of which is the number of completed days in the year of termination during which the Executive was employed by the Company and the denominator of which is 365, and provided that such amount will be paid in the normal course and shall only be paid if the Executive would have become entitled to such amount if he had not terminated his employment, and # such retirement, incentive and other benefits earned and vested (if applicable) by the Executive as of the date of his retirement under any employee benefit plan of the Company in which the Executive participates, including without limitation all vested benefits due under the Restoration Plan and other retirement plans, all of the foregoing to be paid in the normal course for such payments and in accordance with the terms of such plans.

Retirement. "Retirement" means termination of the Employee's employment with the Company, other than a termination by the Company for Cause, in which the Termination Date occurs on or after the date the Employee has reached the age of fifty-five (55) and has completed at least five (5) years of service with the Company.

Retirement. If the Employee's employment with the Company terminates under circumstances that constitute a Retirement (whether or not such employment termination also constitutes a Change in Control Termination or a Non-Change in Control Termination), then the Employee shall, subject to the conditions set forth in Paragraph 5, be entitled to a severance benefit in an amount equal to three (3) times the Employee's annual base salary as of the Termination Date. The Company shall pay such amount to the Employee in a lump sum cash payment no later than sixty (60) days after the Termination Date and shall be provided in addition to any severance benefits that the Employee may otherwise be entitled to pursuant to Paragraph 2 or Paragraph 3 hereof.

Retirement. If the Retirement Conditions are satisfied, any outstanding unvested RSUs shall vest in full as of the date the last of the Retirement Conditions is satisfied, as applicable. The “Retirement Conditions” are: # the [[Team Member:Person]] attaining age 55 and completing at least 5 years of Service (which 5 years need not be continuous) on or prior to the [[Team Member:Person]]’s # voluntary termination of Service, or # termination of Service resulting from the Company’s elimination of the [[Team Member:Person]]’s position (“Position Elimination”), # the Company receiving a valid unrevoked Release Agreement from the [[Team Member:Person]], and # the [[Team Member:Person]] commencing discussions with the Company’s Chief Executive Officer or most senior human resources executive regarding the [[Team Member:Person]]’s consideration of termination at least six months prior to the [[Team Member:Person]]’s voluntary termination of Service. The Company, in its sole discretion, determines the cause of a [[Team Member:Person]]’s termination of Service, including whether the requirements of [Section 4(a)(i)(1) or 4(a)(i)(2)])] have been satisfied. If the Company determines a [[Team Member:Person]] not affected by a Position Elimination received a separation agreement, such [[Team Member:Person]] will not satisfy the requirements of [Section 4(a)(i)(1)].

Retirement. This Agreement shall be terminated upon the early or normal retirement of the Officer under the benefit plan(s) in which the Officer participates pursuant to [Section 6] of this Agreement.

Retirement. In the event of a termination of Awardee’s employment as a result of Awardee’s Retirement at least six months after the Date of Grant, then all Units shall become immediately vested and nonforfeitable, and the Units shall be settled in Shares, on a one-for-one basis, as soon as practicable (but not more than 30 days) following the date of the Awardee’s Retirement, provided that Awardee has satisfied his or her tax withholding obligations with respect to such Units as described in this Agreement and Awardee has not breached any material obligations contained in Awardee’s employment agreement or offer letter with the Company, including, but not limited to, any restrictive covenants or obligations of confidentiality contained therein. Upon settlement, Shares, in a number equal to the number of vested Units, will be issued by the Company in the name of Awardee by electronic book-entry transfer or credit of such shares to an account of Awardee maintained with such brokerage firm or other custodian as the Company determines. Alternatively, in the Company’s sole discretion, such issuance may be effected in such other manner (including through physical certificates) as the Company may determine and/or by transfer or credit to such other account of Awardee as the Company or Awardee may specify. For Purposes of this Agreement, “Retirement” means Awardee’s resignation of employment (while in good standing with the Company) on or after age 65.

Retirement. If Grantee’s employment is terminated at least six (6) months following the Grant Date as a result of Retirement, the Restricted Stock Units shall continue to vest through the Vesting Dates, and the Company will deliver to Grantee, or his or her legal representative, one Share for each Restricted Stock Unit vested on that date in accordance with paragraph 2.

Retirement. If a Grantee terminates employment during the Award Period by retirement (including early and disability retirement), then this PSU Award will continue and be distributable on a pro rata basis at the time active Grantees receive such distributions with respect to that Award Period based on the Final Award. 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. For Grantees who are employed in the U.S., “retirement” means a termination of employment after attaining the earliest of # age 55 with at least 10 years of service # such age and service that provides eligibility for subsidized retiree medical coverage or # age 65 without regard to years of service. For other Grantees, “retirement” is determined by the Company.

Retirement. If you cease to be a director of the Company by reason of Retirement (as defined below), any and all unvested Options will vest and become fully exercisable on the date of your cessation from the Company’s Board of Directors and you (or, in the event of your death, your legal representative) may, within a period of not more than twenty-four (24) months after the date of such cessation, exercise the Options. "Retirement" for purposes hereof is defined as # 10 years of service as a director of the Company # attainment of age 55 and five years of service as a director of the Company, or # attainment of age 65.

Plans. No Borrower or Borrower Affiliate shall become a party to any Multiemployer Plan or Foreign Plan.