Grouped Into 90 Collections of Similar Clauses From Business Contracts
This page contains Change in Control clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Change in Control. In the event of a Change in Control, the entity surviving such Change in Control or the ultimate parent thereof (referred to herein as the "Surviving Entity") may assume, convert or replace this Award with an award of at least equal value and terms and conditions not less favorable than the terms and conditions provided in this Agreement, in which case the new award will vest according to the terms of the applicable award agreement. If the Surviving Entity does not assume, convert or replace thi...s Award, the Units will vest on the date of the Change in Control, as described below. If the Surviving Entity does assume, convert or replace this Award, then in the event the Employee's Termination (a) occurs within the time period beginning six months immediately before a Change in Control and ending two years immediately following such Change in Control, and (b) was initiated by the Company (or the Surviving Entity) for a reason other than Cause or was initiated by the Employee for Good Reason, the Units will vest on the later of the date of the Change in Control and the date of the Employee's Termination (referred to herein as the "Applicable Vesting Date"). The extent to which the Units vest, and the number of Shares to be delivered as a result, will be determined as follows: (i) For any Performance Period that has begun but has not been completed as of the Applicable Vesting Date, the number of Shares to be delivered with respect to the applicable Award tranche will be determined based on the greatest of: (A) performance through the date of the Change in Control measured against the Performance Vesting Requirements set forth in the Schedule using the most recent earnings information released before or on the date of the Change in Control; (B) performance through the date of the Termination measured against the Performance Vesting Requirements set forth in the Schedule using the most recent earnings information released before or on the date of the Termination; and (C) the target vesting level for the applicable Award tranche. 7 (ii) For any Performance Period that has not yet begun as of the Applicable Vesting Date, the number of Shares to be delivered will be determined using the target vesting level for the applicable Award tranche(s). The provisions of this Section 5 supersede Section 13(a)(iii), (iv) and (v) of the Plan.View More
Change in Control. In the event of a Change in Control, the entity surviving such Change in Control or the ultimate parent thereof (referred to herein as the "Surviving Entity") may assume, convert or replace this Award with an award of at least equal value and terms and conditions not less favorable than the terms and conditions provided in this Agreement, in which case the new award will vest according to the terms of the applicable award agreement. If the Surviving Entity does not assume, convert or replace thi...s Award, the Units Restrictions will vest lapse on the date of the Change in Control, as described below. If the Surviving Entity does assume, convert or replace this Award, then in the event the Employee's Termination (a) occurs within the time period beginning six months immediately before a Change in Control and ending two years immediately following such Change in Control, and (b) was initiated by the Company (or the Surviving Entity) for a reason other than Cause or was initiated by the Employee for Good Reason, the Units Restrictions will vest lapse on the later of the date of the Change in Control and the date of the Employee's Termination (referred to herein as the "Applicable Vesting Lapse Date"). The extent to which the Units vest, Restrictions lapse, and the number of Shares to be delivered as a result, will be determined as follows: (i) For any Performance Period that has begun but has not been completed as of the Applicable Vesting Lapse Date, the number of Shares to be delivered with respect to the applicable Award tranche will be determined based on the greatest of: (A) performance through the date of the Change in Control measured against the Performance Vesting Requirements set forth in the Schedule using the most recent earnings information released before or on the date of the Change in Control; (B) performance through the date of the Termination measured against the Performance Vesting Requirements set forth in the Schedule using the most recent earnings information released before or on the date of the Termination; and (C) the target vesting level for the applicable Award tranche. 7 (ii) For any Performance Period that has not yet begun as of the Applicable Vesting Lapse Date, the number of Shares to be delivered will be determined using the target vesting level for the applicable Award tranche(s). The provisions of this Section 5 supersede Section 13(a)(iii), (iv) and (v) of the Plan. 7 6. Effect of Certain Bad Acts. Any Units not previously settled will be cancelled and forfeited immediately if the Employee engages in activity that constitutes Cause, as determined in the sole opinion and discretion of the Committee or its delegate, whether or not the Employee experiences a Termination or remains employed with the Company or a Subsidiary. View More
Change in Control. In the event of a Change in Control, the Award Period shall be deemed to have ended on the date of the Change in Control and you shall be deemed to have earned the greater of (i) 100% of the Performance Units, and (ii) the percentage of 4 such Performance Units that would derive from applying the schedules in paragraphs 2(b) and 2(c) to Cumulative After Tax Operating Earnings and Average Return on Equity though the date of the Change in Control (instead of over the three-year Award Period). Any ...earned Performance Units shall be paid based on the PL Tangible Book Value Per Unit as of the date of such Change in Control within 60 days following the date on which the Change in Control occurs.View More
Change in Control. In the event of a Change in Control, the Award Period shall be deemed to have ended on the date of the Change in Control and you shall be deemed to have earned the greater of (i) 100% of the Performance Units, and (ii) the percentage of 4 such Performance Units that would derive from applying the schedules schedule in paragraphs paragraph 2(b) and 2(c) to Cumulative After Tax Operating Earnings and Average Return on Equity though the date of the Change in Control (instead of over the three-year ...Award Period). Any earned Performance Units shall be paid based on the PL Tangible Book Value Per Unit as of the date of such Change in Control within 60 days following the date on which the Change in Control occurs. View More
Change in Control. In the event of a Change in Control and provided that as of such Change in Control Grantee has been continuously employed by the Company since the Date of Grant, vesting of the RSUs shall accelerate and the RSUs shall become fully vested.
Change in Control. In the event of a Change in Control and provided that as of such Change in Control Grantee has been continuously employed by in continuous service with the Company since the Date of Grant, vesting of the RSUs shall accelerate and the RSUs shall become fully vested.
Change in Control. For purposes of this Agreement, "Change in Control" shall mean and be deemed to have occurred on the earliest to occur of a change in the ownership of Company, a change in the effective control of Company, a change in ownership of a substantial portion of Company's assets and a disposition of a substantial portion of Company's assets, all as defined below: a. A change in the ownership of Company occurs on the date that any one person, or more than one person acting as a group, acquires ownership... of stock of Company which, together with stock held by such person or group, represents more than fifty percent (50%) of the total fair market value or total voting power of the stock of Company. An increase in the percentage of stock owned by any one person, or persons acting as a group, as a result of a transaction in which Company acquires its stock in exchange for property will be treated as an acquisition of stock. b. A change in the effective control of Company occurs on the date that either: any one person, or more than one person acting as a group becomes the beneficial owner of stock of Company possessing more than fifty percent (50%) of the total voting power of the stock of Company; or a majority of members of Company's board of directors is replaced during any 24-month period by directors whose appointment or election is not endorsed by at least two-thirds (2/3) of the members of Company's board of directors who were directors prior to the date of the appointment or election of the first of such new directors. 1 c. A change in the ownership of a substantial portion of Company's assets occurs on the date that any one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) assets from Company that have a total fair market value equal to seventy-five percent (75%) or more of the total fair market value of all of the assets of Company immediately prior to such acquisition or acquisitions. The transfer of assets by Company is not treated as a change in the ownership of such assets if the assets are transferred to an entity more than fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by Company. d. A disposition of a substantial portion of Company's assets occurs on the date that Company transfers assets by sale, lease, exchange, distribution to shareholders, assignment to creditors, foreclosure or otherwise, in a transaction or transactions not in the ordinary course of Company's business (or has made such transfers during the 12-month period ending on the date of the most recent transfer of assets) that have a total fair market value equal to seventy-five percent (75%) or more of the total fair market value of all of the assets of Company as of the date immediately prior to the first such transfer or transfers. The transfer of assets by Company is not treated as a disposition of a substantial portion of Company's assets if the assets are transferred to an entity, more than fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by Company.View More
Change in Control. For purposes of this Agreement, "Change in Control" shall mean and be deemed to have occurred on the earliest to occur of a change in the ownership of the Company, a change in the effective control of the Company, a change in ownership of a substantial portion of the Company's assets and or a disposition of a substantial portion of the Company's assets, all as defined below: a. (a) A change in the ownership of the Company occurs on the date that any one person, or more than one person acting as ...a group, acquires ownership of stock of the Company which, together with stock held by such person or group, represents more than fifty percent (50%) of the total fair market value or total voting power of the stock of the Company. An increase in the percentage of stock owned by any one person, or persons acting as a group, as a result of a transaction in which the Company acquires its stock in exchange for property will be treated as an acquisition of stock. b. (b) A change in the effective control of the Company occurs on the date that either: any one person, or more than one person acting as a group becomes the beneficial owner of stock of the Company possessing more than fifty percent (50%) of the total voting power of the stock of the Company; or a majority of members of the Company's board of directors is replaced during any 24-month period by directors whose appointment or election is not endorsed by at least two-thirds (2/3) of the members of the Company's board of directors who were directors prior to the date of the appointment or election of the first of such new directors. 1 c. (c) A change in the ownership of a substantial portion of the Company's assets occurs on the date that any one person, or more than one person acting as a group, acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) assets from the Company that have a total fair market value equal to seventy-five percent (75%) or more of the total fair market value of all of the assets of the Company immediately prior to such acquisition or acquisitions. The transfer of assets by the Company is not treated as a change in the ownership of such assets if the assets are transferred to an entity more than fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by the Company. d. 1 (d) A disposition of a substantial portion of the Company's assets occurs on the date that the Company transfers assets by sale, lease, exchange, distribution to shareholders, assignment to creditors, foreclosure or otherwise, in a transaction or transactions not in the ordinary course of the Company's business (or has made such transfers during the 12-month period ending on the date of the most recent transfer of assets) that have a total fair market value equal to seventy-five percent (75%) or more of the total fair market value of all of the assets of the Company as of the date immediately prior to the first such transfer or transfers. The transfer of assets by the Company is not treated as a disposition of a substantial portion of the Company's assets if the assets are transferred to an entity, more than fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by the Company. View More
Change in Control. Upon a Change in Control that qualifies as a "change in control event" within the meaning of Treasury Regulation §1.409A-3(i)(5), then the Employee shall be fully vested in, and entitled to receive a payout in respect of, the total number of Restricted Units subject to the Award, the Restriction Period shall immediately expire and the payout in respect of the Restricted Units subject to the Award shall be made in the form specified in Section 1(b) as soon as administratively practicable, but in ...no event later than sixty (60) days following such Change in Control. In the event of a Change in Control that does not qualify as a "change in control event" within the meaning of Treasury Regulation §1.409A-3(i)(5), then the Employee shall be fully vested in, and entitled to receive a payout in respect of, the total number of Restricted Units subject to the Award; provided, however, that such Restricted Units shall continue to be subject to the Restriction Period until the expiration thereof, at which time the payout in respect of the Restricted Units shall be made in the form and at the time specified in Section 1(b), 3(a)(ii) or 3(b), as applicable (and deeming Section 3(a)(ii) to apply in the event that the Employee ceases to be an employee of the Corporation prior to the expiration of the Restriction Period for any reason other than death or permanent disability (as determined by the Corporation)).View More
Change in Control. Upon a Change in Control, the Non-Employee Director shall be fully vested in, and entitled to receive a release in respect of, the total number of Restricted Units subject to the Award that are not then vested, the Restriction Period shall immediately expire and the payout in respect of such Restricted Units shall be made in the manner specified in Section 1(b) as soon as administratively practicable following such immediate expiration of the Restriction Period, but in no event later than sixty ...(60) days following such Change in Control; provided, however, that if the Award is subject to Section 409A of the Code and the Change in Control that qualifies does not qualify as a "change in control event" within the meaning of Treasury Regulation §1.409A-3(i)(5), then the Employee Non-Employee Director shall be fully vested in, and entitled to receive a payout in respect of, the total number of Restricted Units subject to the Award, the Restriction Period shall immediately expire and the payout in respect of the Restricted Units subject to the Award shall be made in the form specified in Section 1(b) as soon as administratively practicable, but in no event later than sixty (60) days following such Change in Control. In the event of a Change in Control that does are not qualify as a "change in control event" within the meaning of Treasury Regulation §1.409A-3(i)(5), then the Employee shall be fully vested in, and entitled to receive a payout in respect of, the total number of Restricted Units subject to the Award; vested; provided, however, that such Restricted Units shall continue to be subject to the Restriction Period as to such Restricted Units until the expiration thereof, at which time the payout in respect of the such Restricted Units shall be made in the form and at the time specified in Section 1(b), 3(a)(ii) Sections 1(a), 1(b) or 3(b), as applicable (and deeming Section 3(a)(ii) to apply in the event that the Employee ceases to be an employee of the Corporation prior to the expiration of the Restriction Period for any reason other than death or permanent disability (as determined by the Corporation)). applicable. View More
Change in Control. Except as otherwise provided in an Award Agreement, in the event of a Change in Control or immediately prior to a Change in Control of the Company, the Committee may, but is not obligated to, without Participant consent: (A) by written notice to each holder of an outstanding Option or Stock Appreciation Right provide that such holder's Options or Stock Appreciation Rights shall be cancelled unless exercised within such period as the Committee shall determine after the date of such notice; (B) pr...ovide for the termination or cancellation of an Option or Stock Appreciation Right (whether or not such Option or Stock Appreciation Right is otherwise exercisable) in exchange for an amount in cash, securities and/or other property (or a combination thereof) with an aggregate value equal to: (x) the A-18 excess, if any, of the aggregate Fair Market Value as of the date of such Change in Control of the Common Stock then subject to the Option or Stock Appreciation Right over the product of the number of shares of Common Stock then subject to the Option or Stock Appreciation Right multiplied by the per share exercise price, less (y) an amount equal to the federal, state, local and foreign taxes, if any, required to be withheld, collected, accounted for or paid as a result of such payment ("Withholding Taxes"); (C) provide for the cancellation of outstanding Other Stock and Stock Unit Awards, Restricted Stock Awards, Restricted Stock Unit Awards, Performance Share Awards, or other Awards (whether or not such Awards are vested or restricted) in exchange for payments of cash, securities and/or other property (or a combination thereof) having an aggregate value equal to the value of such Award, as determined by the Committee, in its sole discretion (less Withholding Taxes); (D) provide for the payment (less Withholding Taxes) of a Participant's Award including Performance Measures at target level and/or based upon performance for the abbreviated performance period ending with the Change in Control; (E) substitute other property (including, without limitation, cash or other securities of the Company and securities of an entity other than the Company); (F) for purposes of any Section 16 Persons, to conform any release or acceleration of restrictions or conditions in accordance with Rule 16b-3; and/or (G) make any other adjustments, or take other reasonable action, as the Committee deems appropriate provided that no such other action impairs any rights that a Participant has under the Plan without such Participant's consent. Notwithstanding any of the foregoing, the Committee has the discretion to require that a Participant experience a termination of employment or service, as of the Change of Control or within some period thereafter, or satisfy other conditions, before taking any of the actions described in this Section 12.View More
Change in Control. (a) Except as otherwise provided in an Award Agreement, Agreement and except for Awards made to non-employee directors and Cash Incentive Awards, if, within two (2) years following a Change in Control which occurs after the Effective Date, a Participant's Service as an employee is involuntarily terminated by the Company (or successor thereto) or a Parent or Subsidiary, whether or not for Cause: (i) all Stock Options or Stock Appreciation Rights of such Participant then outstanding shall become f...ully exercisable as of the date of such termination, whether or not exercisable, (ii) all restrictions and conditions on all Stock Awards of such Participant then outstanding shall lapse as of the date of such termination, (iii) all Restricted Stock Units of such Participant shall become nonforfeitable as of the date of such termination, and (iv) all Performance Share Awards of such Participant shall be deemed to have been fully earned as of the date of such termination. (b) In addition, in the event of a Change in Control Control, the Administrator may, in its sole discretion, make any or immediately prior to a Change in Control all of the Company, the Committee may, but is not obligated to, without Participant consent: following adjustments: (A) by written notice to each holder of an outstanding Stock Option or Stock Appreciation Right provide that such holder's Stock Options or Stock Appreciation Rights shall be cancelled unless exercised within such period as the Committee Administrator shall determine after the date of such notice; (B) provide for the payment upon termination or cancellation of an a Stock Option or Stock Appreciation Right (whether or not such Stock Option or Stock Appreciation Right is otherwise exercisable) in exchange for of an amount in cash, securities and/or other property (or a combination thereof) with an aggregate value equal to: (x) the A-18 excess, if any, of the aggregate Fair Market Value as of the date of such Change in Control of the Common Stock then subject to the Stock Option or Stock Appreciation Right over the product of the number of shares of Common Stock then subject to the Stock Option or Stock Appreciation Right multiplied by the per share exercise price, less (y) an amount equal to the federal, state, local and foreign taxes, if any, required to be withheld, collected, accounted for or paid as a result of such payment ("Withholding Taxes"); payment; (C) provide for the cancellation of outstanding Other Stock and Stock Unit Awards, Restricted Stock Awards, Restricted Stock Unit Awards, Performance Share Awards, Section 162(m) Awards or other Awards (whether or not such Awards are vested or restricted) in exchange for payments of cash, securities and/or other property (or a combination thereof) having an aggregate value equal to the value of such Award, as determined by the Committee, Administrator, in its sole discretion (less Withholding Taxes); discretion; (D) provide for the payment (less Withholding Taxes) of a Participant's Cash Incentive Award including Performance Measures at target level and/or based upon performance for the abbreviated performance period ending with the Change in Control; (E) substitute other property (including, without limitation, cash or other securities of the Company and securities of an entity other than the Company); and/or (F) for purposes of any Section 16 Persons, to conform any release or acceleration of restrictions or conditions in accordance with Rule 16b-3; and/or (G) make any other adjustments, or take other reasonable action, as the Committee Administrator deems appropriate provided that no such other action impairs any rights that a Participant has under the Plan without such Participant's consent. Notwithstanding any of the foregoing, the Committee has the discretion to require that a Participant experience a termination of employment or service, as of the Change of Control or within some period thereafter, or satisfy other conditions, before taking any of the actions described in this Section 12.View More
Change in Control. In the event of a Change in Control, the Performance Shares shall be converted into a number of time-based restricted stock units "RSUs") equal to the Target Award and shall be assumed or substituted for by the successor company on substantially the same terms and conditions (which may include payment in equivalent shares of the common stock of the successor company) as set forth in this Agreement. The RSUs shall become fully vested on the last day of the Performance Period, provided that the Gr...antee is then employed by the Company or a Subsidiary or Division. If within twenty-four (24) months following the Change in Control the Grantee's employment is terminated by the Company or a Subsidiary or Division without Cause (as defined in Section 7(c)) or by the Grantee for Good Reason, all of such RSUs shall immediately become fully vested. In the event of a Change in Control, to the extent the successor company does not assume or substitute for the RSUs on substantially the same terms and conditions (which may include payment in equivalent shares of the common stock of the successor company) as set forth in this Agreement, all of such RSUs shall immediately become fully vested, provided the Grantee is then employed by the Company or a Subsidiary or Division as of the date of the consummation of the Change in Control. (b) Payment of RSUs. Payment of RSUs that vest pursuant to the first sub-paragraph of paragraph (a) of this Section 7 shall be made in Shares (or, if applicable, in equivalent shares of the common stock of the successor company) as soon as practicable following the earlier of (i) the last day of the Performance Period or (ii) the date of the termination of employment referred to in such paragraph. Payment of RSUs that vest pursuant to the second sub-paragraph of paragraph (a) of this Section 7 shall be made in Shares (or, if applicable, in equivalent shares of the common stock of the successor company), as soon as practicable following the date of the Change in Control. In no event shall payment under this Section 7(b) be made later than two and one-half (2-1/2) months after the applicable date. (c) Cause. For purposes of this Section 7, "Cause" shall mean (i) the Grantee's willful misconduct or gross negligence in the performance of the Grantee's duties to the Company and/or a Subsidiary or Division, as applicable, that has or could reasonably be expected to have an adverse effect on the Company and/or a Subsidiary or Division, as applicable; (ii) the Grantee's willful and continued failure to perform the Grantee's duties to the Company and/or a Subsidiary or Division, as applicable, or to follow the lawful directives of the Chief Executive Officer or Board of Directors (other than as a result of death or Disability); (iii) the Grantee's commission of, conviction of, or pleading of guilty or nolo contendere to, a felony or any crime involving moral turpitude; or (iv) the Grantee's performance of any material act of theft, embezzlement, fraud, malfeasance, dishonesty or misappropriation of the Company's or a Subsidiary's or Division's property. (d) Good Reason. For purposes of this Section 7, "Good Reason" shall mean (i) a material reduction of base salary; (ii) a material and adverse change to, or a material reduction of, the Grantee's duties and responsibilities; or (iii) the relocation of the Grantee's primary office to any location more than fifty (50) miles from the Grantee's then current primary office, resulting in a materially longer commute for the Grantee.View More
Change in Control. In the event of a Change in Control, the Performance Shares shall be converted into a number of time-based restricted stock units "RSUs") equal to the Target Award and Restricted Stock Units shall be assumed or substituted for by the successor company on substantially the same terms and conditions (which may include payment in equivalent shares of the common stock of the successor company) as set forth in this Agreement. The RSUs Restricted Stock Units shall become fully vested on the last day o...f the Performance Period, each applicable Vesting Date in accordance with Section 4, provided that the Grantee is then employed by the Company or a Subsidiary or Division. If within twenty-four (24) months following the Change in Control the Grantee's employment is terminated by the Company or a Subsidiary or Division without Cause (as defined in Section 7(c)) 6(c)) or by the Grantee for Good Reason, Reason (as defined in Section 6(d)), all Restricted Stock Units that are unvested as of such RSUs termination shall immediately become fully vested. In the event of a Change in Control, to the extent the successor company does not assume or substitute for the RSUs Restricted Stock Units on substantially the same terms and conditions (which may include payment in equivalent shares of the common stock of the successor company) as set forth in this Agreement, all the Restricted Stock Units that are unvested as of the date of such RSUs Change in Control shall immediately become fully vested, provided the Grantee is then employed by the Company or a Subsidiary or Division as of the date of the consummation of the Change in Control. Control; provided further that, to the extent necessary to comply with Section 409A of the Code, such Change in Control is a "Change in Control Event" as described in Section 409A(2)(A)(v) or otherwise under Section 409A of the Code. (b) Payment of RSUs. Restricted Stock Units. Payment of RSUs Restricted Stock Units that vest pursuant to the first sub-paragraph of paragraph (a) of this Section 7 6 shall be made in Shares (or, if applicable, in equivalent shares of the common stock of the successor company) as soon as practicable following the earlier of (i) the last day of the Performance Period next applicable Vesting Date or (ii) the date of the termination of employment referred to in such paragraph. Payment of RSUs Restricted Stock Units that vest pursuant to the second sub-paragraph of paragraph (a) of this Section 7 6 shall be made in Shares (or, if applicable, in equivalent shares of the common stock of the successor company), as soon as practicable following the date of the Change in Control. In no event shall payment under this Section 7(b) 6(b) be made later than two and one-half (2-1/2) months after the applicable date. (c) Cause. For purposes of this Section 7, 6, "Cause" shall mean (i) the Grantee's willful misconduct or gross negligence in the performance of the Grantee's duties to the Company and/or a Subsidiary or Division, as applicable, that has or could reasonably be expected to have an adverse effect on the Company and/or a Subsidiary or Division, as applicable; (ii) the Grantee's willful and continued failure to perform the Grantee's duties to the Company and/or a Subsidiary or Division, as applicable, or to follow the lawful directives of the Chief Executive Officer or Board of Directors (other than as a result of death or Disability); (iii) the Grantee's commission of, conviction of, or pleading of guilty or nolo contendere to, a felony or any crime involving moral turpitude; or (iv) the Grantee's performance of any material act of theft, embezzlement, fraud, malfeasance, dishonesty or misappropriation of the Company's or a Subsidiary's or Division's property. (d) Good Reason. For purposes of this Section 7, 6, "Good Reason" shall mean (i) a material reduction of base salary; (ii) a material and adverse change to, or a material reduction of, the Grantee's duties and responsibilities; or (iii) the relocation of the Grantee's primary office to any location more than fifty (50) miles from the Grantee's then current primary office, resulting in a materially longer commute for the Grantee. Notwithstanding the foregoing, the occurrence of any of the events described in the immediately preceding clauses (i) through (iii) above shall not constitute Good Reason unless (A) the Grantee provides the Company with written notice within 90 days after the initial occurrence of any such event that the Grantee believes constitutes Good Reason, (B) the Company thereafter fails to cure such event within 30 days after receipt of such notice and (C) the Grantee's date of termination as a result of such event occurs within one year after the expiration of the cure period. View More
Change in Control. Notwithstanding anything to the contrary in this Agreement, in the event of a Change in Control of the Company during the Periods of Restriction and prior to the Participant's termination of service, the Periods of Restriction and restrictions imposed on the Shares shall immediately lapse with all such Shares of Restricted Stock vesting and becoming freely transferable by the Participant, subject to applicable Federal and state securities laws.
Change in Control. Notwithstanding anything to the contrary in this Agreement, in the event of a Change in Control of the Company during the Periods Period of Restriction and prior to the Participant's termination of service, employment with the Periods Company, the Period of Restriction and restrictions imposed on the Shares of Restricted Stock shall immediately lapse lapse, with all such Shares of Restricted Stock vesting and becoming freely transferable by the Participant, vesting, subject to applicable Federal... federal and state securities laws. View More
Change in Control. Notwithstanding Section 2 of this Agreement, if the Participant holds Restricted Units at the time a Change in Control occurs, the Period of Restriction with respect to the Target Number of Units granted in Section 1 shall automatically lapse immediately prior to the consummation of such Change in Control.
Change in Control. Notwithstanding Section 2 of this Agreement, if the Participant holds Restricted Units at the time a Change in Control occurs, the Period of Restriction with respect to the Target Number of such Restricted Units granted in Section 1 shall automatically lapse immediately prior to the consummation of such Change in Control.
