Age Discrimination. Pursuant to the Older Workers Benefit Protection Act, Executive acknowledges and agree that # this Release Agreement is written in a manner calculated to be understood by Executive; # this Release Agreement represents Executive’s knowing and voluntary waiver and release of any and all claims that Executive might have including, but not limited to, any claims arising under the Age Discrimination in Employment Act (“ADEA”); # Executive has not waived any claim under the ADEA that may arise after the Resignation Effective Date; # the consideration that Employee will receive in exchange for this General Release, i.e., the payments set forth in Paragraph 3(a)(ii) of the Separation Agreement, is something of value to which Employee is not already entitled; # Executive is hereby being advised to consult with an attorney prior to executing this Release Agreement; # Executive has twenty-one (21) days from the date of his receipt of this Release Agreement in which to consider the terms of this Release Agreement (including, without limitation, each Party’s release and waiver of any and all claims under the ADEA) before executing it; # Executive will have seven (7) days after his execution of this Release Agreement (which was the date hereof) in which to revoke this Release Agreement by written notice of revocation that must be received by [[Person A:Person]]ef Executive Officer, 64 East Broadway Blvd., Tucson, AZ 85701, no later than 5:00 p.m. on the seventh (7th) day after Executive has signed this Release Agreement; and # this Release Agreement will not become effective and enforceable until the seven (7)-day revocation period has expired without revocation of the Agreement by Executive.
The Additional Amount will be paid, in the form specified in [Section 5] (a lump sum to the extent permissible), as a cash amount following your Termination in accordance with [Section 5] hereof. If you have not attained age 55 with ten years of service credit as of the Date of Termination (after taking into account the Additional Age/Service Credit), you will receive the payments under this [Section 4(c)(v)] as though you had attained age 55 with ten years of service credit as of the Date of Termination, and without actuarial reduction to reflect the fact that you have not attained age 55 with ten years of service as of the Date of Termination. For purposes of this [Section 4(c)(v)], "actuarial equivalent" will be determined using the same methods and assumptions utilized under the Retirement Plan immediately prior to the Date of Termination.
If Rollins Inc.’s combined revenue increase meets or exceeds of the Company’s combined revenues for , you will receive a bonus based on a scale up to the maximum allowable percentage of salary under your bonus plan for this component.
Change in Law: Applicable; provided that [Section 12.9(a)(ii)] of the Equity Definitions is hereby amended by # replacing the phrase “the interpretation” in the third line thereof with the phrase “, or public announcement of, the formal or informal interpretation”, # by replacing the word “Shares” where it appears in clause (X) thereof with the words “Hedge Position” and # by immediately following the word “Transaction” in clause (X) thereof, adding the phrase “in the manner contemplated by the Hedging Party on the Trade Date”; provided further that # any determination as to whether # the adoption of or any change in any applicable law or regulation (including, for the avoidance of doubt and without limitation, # any tax law or # adoption or promulgation of new regulations authorized or mandated by existing statute) or # the promulgation of or public announcement of any change in the formal or informal interpretation by any court, tribunal or regulatory authority with competent jurisdiction of any applicable law or regulation (including any action taken by a taxing authority), in each case, constitutes a “Change in Law” shall be made by the Hedging Party in good faith and in a commercially reasonable manner and in a manner consistent with the requirements, policies or procedures of the Hedging Party that are generally applicable hereunder in similar situations and applied to the relevant Transactions hereunder in a non-discriminatory manner (but without regard to Section 739 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 or any similar legal certainty provision in any legislation enacted, or rule or regulation promulgated, on or after the Trade Date), and # [Section 12.9(a)(ii)] of the Equity Definitions is hereby amended by replacing the parenthetical beginning after the word “regulation” in the second line thereof with the words “(including, for the avoidance of doubt and without limitation, # any tax law or # adoption or promulgation of new regulations authorized or mandated by existing statute)”.
"Retirement" shall mean termination of employment (other than termination for Cause or due to death or Disability) at or after age 60 with at least 10 years of service with Gentex or a Subsidiary or at or after age 65, with at least 5 years of service with Gentex or a Subsidiary, in each case requiring six months advance written notice.
For the purposes of the Plan, the definition of retirement is a calculation resulting in either 65 years of age on termination date or age plus service is greater than or equal to 80.
“Retirement” means the retirement from active employment of an employee or officer, but only if such person meets all of the following requirements: # he has a minimum combined total of years of service to the Company or any Subsidiary (excluding service to any acquired company) and age equal to eighty (80), # he is age sixty-two (62) or older, and # he provides six (6) months prior written notice to the Company of the retirement. For Directors, the term “Retirement” shall mean the date on which the Director ceases to be a member of the Board after both attaining age sixty (60) and completing at least ten (10) years of service on the Board.
“Qualifying Retirement” means that the Compensation Committee of the Board of Directors of the Company (“Committee”), in its sole discretion, determines that the sole reason for the Participant’s Termination of Service is a Qualifying Retirement. The following thresholds shall act as triggers for an analysis by the Committee of whether such Termination of Service is a Qualifying Retirement: # Termination of Service solely due to retirement following the attainment of age sixty-two (62) or permitted early retirement as determined by the Committee; # Termination of Service solely due to retirement following the attainment of age fifty-five (55) and ten (10) years of employment with the Company or any Subsidiary; or # Termination of Service solely due to retirement following the attainment of age fifty (50) and fifteen (15) years of employment with the Company or any Subsidiary, or for other reasons as determined by the Committee.
Termination of Service. Except as otherwise set forth herein, the Grantee must remain in continuous Service (including to any successors to the Company or an Affiliate) through the Performance Period for the Award to vest. Except as otherwise set forth # herein, # in the Plan in connection with a Change in Control if the Grantee is not a party to a Retention Agreement, or # in a Retention Agreement to which the Grantee is a party in connection with a Change of Control (as defined in such Retention Agreement), in the event the Grantee’s Service (including to any successors to the Company or an Affiliate) terminates (or converts to inactive status in the manner specified in Section 4(b) hereof) during the Performance Period, the Grantee’s right to payment of the Award shall be determined as follows:
Termination of Service. “Termination of Service” shall mean the time when the Participant ceases to be employed by, or providing services to, the Company and/or any Company Affiliate for any reason, including, but not by way of limitation, termination with or without Cause, by resignation, failure to be elected or appointed, discharge, death or retirement, but excluding, at the discretion of the Plan Administrator, terminations which result in a temporary severance of the service relationship. The Plan Administrator, in its good faith judgment, shall determine the effect of all matters and questions relating to Termination of Service, including, but not by way of limitation, the question of whether a Termination of Service resulted from discharge for Cause, and all questions of whether a particular leave of absence constitutes a Termination of Service. Notwithstanding any other provision of the Plan, the Company or any Company Affiliate has an absolute and unrestricted right to terminate a Participant’s service at any time for any reason, with or without cause, except to the extent expressly provided otherwise in a written employment or consulting agreement with the Company or any Company Affiliate.
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