Qualifying Termination

Qualifying Termination. The meaning set forth in the Incentive Compensation Plan

Qualifying Termination. (i) at any time within the period commencing on the date of the consummation of a Change in Control and ending twenty-four (24) months thereafter, the Executive's employment is terminated (A) involuntarily for any reason other than Cause, death or Disability or (B) by the Executive for Good Reason; or (ii) at any time following the date the Company or any of its Affiliates enters into an agreement with a third party and the consummation of the transactions contemplated by such agreement would... result in a Change in Control of the Company and prior to the date of the consummation of the Change in Control pursuant to such agreement, the Executive's employment is terminated (A) involuntarily for any reason other than Cause, death, or Disability or (B) by the Executive for Good Reason; provided, however, that in the case of each of clauses (A) and (B) the affected Executive demonstrates that such termination or circumstance leading to such termination (1) was at the request of a third party or any of their Affiliates with which the Company had entered into such agreement contemplating a Change in Control; or (2) otherwise occurred in connection with a Change in Control. View More

Qualifying Termination. Either (i) an Involuntary Termination Without Cause, or (ii) a Constructive Termination. Termination of employment of a Participant due to death or disability will not constitute a Qualifying Termination

Qualifying Termination. A termination of employment resulting from (i) a termination by the Company of the Executive's employment for any reason other than Cause, death or Disability and (ii) if upon or within (12) months following a Change in Control, a voluntary resignation by the Executive of his or her employment for Good Reason. Termination due to Executive's death or Executive's Disability will in no event constitute a Qualifying Termination

Qualifying Termination. Means the earliest to occur of (i) Executive's resignation from employment as Chief Executive Officer of the Company for any reason; (ii) any termination of Executive's employment by the Company other than for Cause; provided, however, that, in each case, Executive shall not be required to resign from his position as Chairman of the Board following any termination of employment in order for a Qualifying Termination to occur; or (iii) termination of Executive's employment by reason of his death

Qualifying Termination. The term "Qualifying Termination" means (a) The occurrence of any one or more of the following employment termination events during the Protection Period shall constitute a "Qualifying Termination": (i) The Company's termination of the Executive's employment without Cause (as defined in Section 1.2); or (ii) The Executive's resignation for Good Reason (as defined in Section 1.7). (b) A Qualifying Termination shall also include the termination of the Executive's employment without Cause by the... Company or by the Executive for Good Reason on or after the execution of a definitive agreement which results in a Change in Control. (c) A Qualifying Termination shall not include a termination of employment by reason of death, Disability, the Executive's voluntary termination of employment without Good Reason, or the Board's termination of the Executive's employment for Cause. (d) The date of a Qualifying Termination shall be the date the Executive has a separation from service under Section 409A of the Internal Revenue Code of 1986, as amended from time to time, and the regulations thereunder (the "Code"). View More

Qualifying Termination. Your employment with the Company is terminated by you for Good Reason or by the Company without Cause. In no event will the termination of your employment with the Company as a result of any of the following circumstances result in a Qualifying Termination: (i) your death, (ii) your disability (as defined in a disability insurance policy sponsored by the Company, irrespective of whether you are covered by such policy), (iii) a termination by the Company of your employment for Cause or (iv) a... resignation by you without Good Reason. View More

Qualifying Termination. (i) an Involuntary Termination Without Cause that does not occur on or within twelve (12) months after a Change in Control, (ii) a CIC Termination, (iii) the Participant's death or (iv) the Participant's Disability

Qualifying Termination. Any one of the following: (i) an Officer's involuntary termination of employment with the Company, other than Termination for Cause or mandatory retirement, (ii) an Officer's election to terminate employment with the Company in lieu of accepting a downgrade to a non-Officer position or status, (iii) following a divestiture of the Officer's business unit, an Officer's election to terminate employment with the acquiring Company in lieu of accepting a relocation to a job site located more than... fifty miles from the Officer's current work location, or (iv) if the Officer's position is affected by a divestiture, the Officer is not offered a position of equivalent salary with the buyer at the time of such divestiture or is not offered buyer's annual bonus (or similar program) offered to similarly situated officers of buyer. 'Qualifying Termination' does not include any change in the Officer's employment status due to any transfer within the Company or to an affiliate, Disability, voluntary termination or normal retirement. View More

Qualifying Termination. Shall have the same meaning as in the Company's Severance Plan for Elected and Appointed Officers of Northrop Grumman Corporation