Committee

Committee. A committee of Directors or another individual or individuals appointed by the Board in accordance with Section 4 hereof

Committee. The Compensation Committee of the Board, which shall consist solely of two or more members of the Board, as further described in Section 3

Committee. The committee described in Section 5 or, in the absence of any such Committee, the Board

Committee. The Compensation Committee of ON's Board of Directors, or such other committee designated by that Board of Directors, which is authorized to administer the Plan under Section 3 hereof. The Committee shall consist of at least two individuals who qualify as outside directors of the Company under Code Section 162(m). The Committee shall have the sole discretion and authority to administer and interpret the Plan in accordance with Code Section 162(m)

Committee. A committee of the Board consisting entirely of two or more Nonemployee Directors appointed by the Board who also qualify as Outside Directors.

Committee. A committee of one or more members of the Board to whom authority has been delegated by the Board; provided that in the absence of the appointment of members of the Board to the Committee, the Board will be the Committee

Committee. Means the Compensation Committee of the Board (or any other committee or subcommittee of the Board which the Board may appoint to administer the Plan)

Committee. The Compensation Committee of the Board, or such other committee or subcommittee of the Board as may be duly appointed to administer the Plan and having such powers as shall be specified herein or by the Board. If, at any time, there is no committee of the Board then authorized or properly constituted to administer the Plan, the Board shall exercise all of the powers of the Committee granted herein, and, in any event, the Board may in its discretion exercise any or all of such powers. For... purposes of Awards granted to Non-Employee Directors pursuant to Section 12 of the Plan, references to the Committee shall be deemed to be references to the Board. For purposes of qualifying transactions as exempt under Rule 16b-3, the Committee shall be the entire Board or a Committee established by the Board of two or more "non-employee directors" within the meaning of Rule 16b-3. To the extent desirable to qualify Awards granted under the Plan for the Section 162(m) Exemption, the Committee shall consist exclusively of two or more "outside directors" within the meaning of Section 162(m) of the Code. View More

Committee. Means, except with respect to decisions regarding the granting of Awards to the CEO, the Compensation Committee of the Board, or a sub-committee of the Compensation Committee, which shall, with respect to payments hereunder intended to qualify as performance-based compensation under Code Section 162(m), consist solely of two or more members of the Board who are not employees of the Company and who otherwise qualify as 'outside directors' within the meaning of Section 162(m). With respect to... decisions regarding the granting of Awards to the CEO, unless otherwise determined by the Board, 'Committee' means all members of the Board (acting on the basis of a majority of the members in attendance at a meeting at which a quorum is present) who are not employees of the Company and who otherwise qualify as 'outside directors' within the meaning of Section 162(m). View More

Committee. The Compensation Committee of the Company as appointed by the Board in accordance with Section 4 of the Plan; provided, however, that the Committee shall at all times consist solely of persons who, at the time of their appointment, each qualified as a "Non-Employee Director" under Rule 16b-3(b)(3)(i) promulgated under the Exchange Act and, to the extent that relief from the limitation of Section 162(m) of the Code is sought, as an "Outside Director" under Section 1.162-27(e)(3)(i) of the... Treasury Regulations View More