Date of Issuance Clause Example with 19 Variations from Business Contracts
This page contains Date of Issuance clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations set forth in this Agreement, in the event one or more Restricted Stock Units vests, the Company shall issue to you one (1) share of Common Stock for each Restricted Stock Unit that vests on the applicable vesting date(s) (subject to any adjustme...nt under Section 3 above). The issuance date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, delivery shall instead occur on the next following business day. In addition, if: (i) the Original Issuance Date does not occur (1) during an "open window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) not to satisfy the Withholding Taxes by withholding shares of Common Stock from the shares otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes in cash, 2. then the shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company.View More
Variations of a "Date of Issuance" Clause from Business Contracts
Date of Issuance. (a) The issuance Company will deliver to you a number of shares in respect of Stock equal to the Restricted number of vested Stock Units is intended subject to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations set forth in this Agreement, in the event one or more Restricted your Award, including any additional Stock Units vests, the Company shall issue received pursuant to yo...u one (1) share of Common Section 3 above that relate to those vested Stock for each Restricted Stock Unit that vests Units on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The issuance date(s). However, if a scheduled delivery date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, such delivery date shall instead occur fall on the next following business day. In addition, if: Notwithstanding the foregoing, in the event that (i) you are subject to the Original Issuance Date Company's policy permitting employees and directors to sell shares only during certain "window periods" in effect from time to time (the "Policy") or you are otherwise prohibited from selling shares of Stock on the open market and any shares covered by your Award are scheduled to be delivered on a day (the "Original Distribution Date") that does not occur (1) during an "open window open "window period" applicable to you, you or a day on which you are permitted to sell shares of Stock pursuant to a written plan that meets the requirements of Rule 10b5-1 under the Exchange Act, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, Policy, or (2) does not occur on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock the open market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) elects not to satisfy the Withholding Taxes its tax withholding obligations by withholding shares of Common Stock from the your distribution, then such shares otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes in cash, 2. then the shares that would otherwise be issued to you on the Original Issuance Date will shall not be delivered on such Original Issuance Distribution Date and will shall instead be delivered on the first business day of the next occurring open "window period" applicable to you pursuant to the Policy (regardless of whether you are still providing Service at such time) or the next business day when you are not prohibited from selling shares of the Company's Common Stock in on the open public market, but in 2. no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th fifteenth (15th) day of the third calendar month of the applicable calendar year following the calendar year in which the shares covered by the Award vest. Delivery of Common Stock the shares pursuant to the provisions of this Section 6 is intended to comply with the requirements for the short-term deferral exemption available under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) 1.409A-1(b)(4) and shall be construed and administered in such manner. The form of such delivery of the shares (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company. View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations Tax-Related Items set forth in Section 10 of this Agreement, in to the event one or more Restricted extent the Stock Units vests, are exempt from application of Section 409A of the Code and any state law of similar effect (collectively "Section ...409A"), the Company shall issue will deliver to you one (1) share a number of shares of Common Stock for each Restricted equal to the number of vested Stock Unit Units, including any additional Stock Units received pursuant to Section 3 above that vests relate to those vested Stock Units, on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The issuance date. However, if a scheduled delivery date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, such delivery shall date will instead occur fall on the next following business day. In addition, if: Notwithstanding the foregoing, to the extent applicable at a vesting date when shares are registered under the Securities Act, in the event that (i) the Original Issuance Date any shares covered by your Stock Units are scheduled to be delivered on a day (the "Original Distribution Date") that does not occur (1) occur: (A) during an "open window open "window period" applicable to you, you under the Company's policy permitting officers, directors and other designated individuals to sell shares only during certain "window" periods, in effect from time to time (the "Policy"), (B) on a day on which you are 2. permitted to sell shares of Common Stock pursuant to a written plan that meets the requirements of Rule 10b5-1 under the Exchange Act, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, Policy, or (2) (C) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock the open market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) elects not to satisfy the Withholding Taxes its obligations for Tax-Related Items (as defined in Section 10) by withholding shares of Common Stock from the shares your distribution or withholding from other compensation otherwise due, on the Original Issuance Date, payable to you under this Award, and (B) not to permit you to pay your Withholding Taxes in cash, 2. by the Company, then the such shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Distribution Date and will instead be delivered on the first business day of the next occurring open "window period" applicable to you pursuant to such Policy (regardless of whether you are still providing Continuous Service at such time) or the next business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 the later of (i) the fifteenth (15th) day of the third month following the end of the calendar year in which the Original Issuance Date occurs (that is, applicable shares covered by the last Stock Units vest or (ii) the fifteenth (15th) day of your the third month following the end of the Company's taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies applicable shares covered by the Stock Units vest (the "Issuance Deadline"). Delivery of the shares pursuant to the provisions of this Section 6(a) is intended to comply with the requirements for the short-term deferral exemption available under Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year 1.409A-1(b)(4) and will be construed and administered in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) such manner. The form of such delivery of the shares (e.g., a stock certificate or electronic entry evidencing such shares) shall will be determined by the Company. If the Company elects to issue you cash in part or in full satisfaction of the shares of Common Stock issuable upon vesting of your Stock Units, then the foregoing provisions of this Section 6(a) will not apply and such cash will be paid to you in a lump sum at any time on after the vesting date of your Stock Units, but in no event later than the Issuance Deadline. View More
Date of Issuance. (a) The issuance of any shares of Common Stock in respect of this Award is (i) subject to satisfaction of the Restricted Stock Units is tax withholding obligations set forth in Section 10 and (ii) intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to The form of such issuance (e.g., a stock certificate or electronic entry evidencing such shares) will be determined by the satisfaction of the withholding obligations ...set forth in this Agreement, in Company. (b) In the event one or more Restricted Stock Units subject to this Award vests, the Company shall will issue to you you, on the applicable vesting date, one (1) share of Common Stock for each Restricted Stock Unit that vests on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The such date (and for purposes of this Agreement, such issuance date determined by this paragraph is referred to as the "Original Issuance Date". (b) If Date"); provided, however, that if the Original Issuance Date falls on a date that is not a business day, delivery shall such shares will instead occur be issued to you on the next following business day. In addition, if: (i) the Original Issuance Date does not occur (1) during an "open window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) not to satisfy the Withholding Taxes by withholding shares of Common Stock from the shares otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes in cash, 2. then the shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company.View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Regulation Section 1.409A-1(b)(4) and will be construed and administered in such a manner. (b) Subject to the satisfaction of the withholding obligations set forth in Section 10 of this Agreement, in the event one or more Restricted Stock Units vests, the Company shall will issue to you you, on the applicable vesting date, one (1) share of Common Stock for each Restricted Stock Uni...t that vests on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The and such issuance date determined by this paragraph is referred to as the "Original Issuance Date". (b) Date." If the Original Issuance Date falls on a date that is not a business day, delivery shall will instead occur on the next following business day. In addition, if: (i) the Original Issuance Date does not occur (1) during an "open window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) not to satisfy the Withholding Taxes by withholding shares of Common Stock from the shares otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes in cash, 2. then the shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company.View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations Withholding Taxes set forth in Section 10 of this Award Agreement, in the event one or more Restricted Stock Units vests, the Company shall will issue to you you, on the applicable vesting date, one (1) share of Common Stock for each Restricted...Stock Unit that vests on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The issuance vests, provided that if such date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, delivery shall will instead occur on the next following business day. In addition, if: (b) Notwithstanding the foregoing, in the event that (i) the Original Issuance Date any shares covered by your Award are scheduled to be delivered on a day (the "Original Distribution Date") that does not occur (1) occur: (A) during an "open window open "window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, securities (the "Policy"), (B) on a day on which you are permitted to sell shares of Common Stock pursuant to a written plan that meets the requirements of Rule 10b5-1 under the Exchange Act, as determined by the Company in accordance with the Policy, or (2) (C) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock the open market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, Distribution Date (A) the Company elects not to satisfy its tax withholding obligations by withholding shares from your distribution, (B) the Company elects not to permit you to sell shares of Common Stock issued in respect of the Award in an amount determined necessary to satisfy the Withholding Taxes by withholding shares and allow a registered broker-dealer that is a FINRA Dealer (as defined in Section 10 below) to remit the cash proceeds of Common Stock from such sale to the shares otherwise due, on Company in a manner that complies with the requirements of Rule 10b5-1 under the Exchange Act, and (C) the Company does not permit you, and you do not elect, prior to the Original Issuance Distribution Date, to you under this Award, and (B) not to permit you to pay your the Withholding Taxes in cash, 2. then the shares that would cash or from other compensation otherwise be issued payable to you on by the Original Issuance Date Company, then such shares will not be delivered on such Original Issuance Distribution Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form Delivery of delivery (e.g., the shares pursuant to the provisions of this Section 6 is intended to comply with the requirements for the short-term deferral exemption available under Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such manner. (d) If the Company elects to issue you cash in part or in full satisfaction of the shares of Common Stock issuable upon vesting of your Stock Units, then the foregoing provisions of this Section 6 will not apply and such cash will be paid to you in a stock certificate or electronic entry evidencing such shares) shall be determined by lump sum at any time on after the Company. vesting date of your Stock Units, but in no event later than the 15th day of the third calendar month of the year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations set forth in Section 11 of this Agreement, in the event one or more Restricted Stock Units vests, the Company shall issue will deliver to you one (1) share of Common Stock for each Restricted Stock Unit that vests on Property within thirty (30) ...days following the applicable vesting date(s) (subject to any adjustment under Section 3 above). Vesting Date(s). The issuance date determined by this paragraph is referred to as the "Original Issuance Date". (b) If Notwithstanding anything to the Original Issuance Date falls on a date that contrary in Section 5(a), if the Property is not a business day, delivery shall instead occur on the next following business day. In addition, if: publicly traded securities and: (i) the Original Issuance Date does not occur (1) during an "open window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date when you are otherwise permitted to sell shares of Common Stock the Property on an established stock exchange or stock market, and 1. (ii) either (1) Withholding Taxes withholding taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) not to satisfy the Withholding Taxes withholding taxes by withholding shares of Common Stock securities from the shares Property otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes withholding taxes in cash, 2. then the shares securities that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock securities in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Vesting Date occurs (that is, the last day of your taxable year in which the Original Issuance Vesting Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock Property under this Award are is no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) Property) shall be determined by the Company. (d) Notwithstanding anything to the contrary in Section 5(a) or 5(b), if a scheduled delivery date falls on a date that is not a business day, such delivery date will instead fall on the next following business day. The form of such delivery (e.g., a stock certificate or electronic entry evidencing such Property) will be determined by the Company. In all cases, the delivery of Property under this Award is intended to comply with Treasury Regulation Section 1.409A-1(b)(4) and will be construed and administered in such a manner. View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations set forth in this Award Agreement, in the event one or more Restricted Stock Units vests, the Company Corporation shall issue to you one (1) share of Common Stock for each Restricted Stock Unit that vests on the applicable vesting date(s) descri...bed in the Grant Notice (subject to any adjustment under Section 3 above). The issuance date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, delivery shall instead occur on the next following business day. In addition, if: (i) the Original Issuance Date does not occur (1) during an "open window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date when you are otherwise permitted to sell shares (c) The form of Common Stock on an established stock exchange or stock market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) not to satisfy the Withholding Taxes by withholding shares delivery of Common Stock from the shares otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes in cash, 2. then the shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this in respect of your Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company. Corporation. View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations set forth in Section 11 of this Agreement, in the event that one or more Restricted Stock Units vests, the Company shall issue to you you, on the applicable vesting date (subject to any adjustment under Section 3 above), one (1) share of Common ...Stock for each Restricted Stock Unit that vests on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The issuance date; provided, that if such date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, delivery shall will instead occur on the next business day. (b) Notwithstanding the foregoing, shares may be delivered on a date later than the applicable vesting date or its next following business day. In addition, if: day in certain circumstances as determined by the Company, in its sole discretion, but in no event will shares be delivered later than the 15th day of the third calendar month of the year following the year in which the shares of Common Stock subject to the Restricted Stock Units are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). For example, to the extent applicable at a vesting date, in the event that (i) the Original Issuance Date any shares covered by your Restricted Stock Units are scheduled to be delivered on a date (the "Original Distribution Date") that does not occur (1) occur: (A) during an "open window open "window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, securities (the "Policy"); (B) on a date on which you are permitted to sell shares of Common Stock pursuant to a written plan that meets the requirements of Rule 10b5-1 under the Exchange Act, as determined by the Company in accordance with the Policy; or (2) (C) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock the open market, and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) elects not to satisfy the Withholding Taxes its tax withholding obligations by withholding shares pursuant to one of Common Stock the 2. methods permitted under Section 11, withholding from the shares other compensation otherwise due, on the Original Issuance Date, payable to you under this Award, and (B) not to permit by the Company, or by permitting you to pay your Withholding Taxes in cash, 2. then the such shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Distribution Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) Delivery of the shares pursuant to the provisions of this Section 6 is intended to comply with the requirements for the short-term deferral exemption available under Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such manner. (d) If the Company elects to issue you cash in part or in full satisfaction of the shares of Common Stock issuable upon vesting of your Restricted Stock Units, then the foregoing provisions of this Section 6 will not apply and such cash will be paid to you in a lump sum at any time on after the vesting date of your Restricted Stock Units, but in no event later than the 15th day of the third calendar month of the year following the year in which the shares of Common Stock under the Restricted Stock Units are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (e) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company. View More
Date of Issuance. (a) The issuance of any shares of Common Stock in respect of this Award is (i) subject to satisfaction of the Restricted Stock Units is tax withholding obligations set forth in Section 10 and (ii) intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction The form of the withholding obligations set forth in this Agreement, in the event one such issuance (e.g., a stock certificate or more Restricted Stoc...k Units vests, the Company shall issue to you one (1) share of Common Stock for each Restricted Stock Unit that vests on the applicable vesting date(s) (subject to any adjustment under Section 3 above). The issuance date electronic entry evidencing such shares) will be determined by this paragraph is referred to as the "Original Issuance Date". (b) If Company. (c) Notwithstanding the Original Issuance Date falls on a date that is not a business day, delivery shall instead occur on the next following business day. In addition, if: foregoing, if (i) the Original Issuance Date does not occur (1) during an "open window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date when you are otherwise permitted to sell shares of Common Stock on an established stock exchange or stock market, market (including, but not limited to, under a previously established 10b5-1 trading plan entered into in compliance with the Company's policies), and (ii) either (1) Withholding Taxes do not apply, or (2) the Company decides, Board elects, prior to the Original Issuance Date, (A) (1) not to satisfy the Withholding Taxes described in Section 10 by withholding shares of Common Stock from the shares of Common Stock otherwise due, on the Original Issuance Date, to you under this Award, (2) not to permit you to enter into a "same day sale" commitment with a broker-dealer pursuant to Section 10 (including, but not limited to, a commitment under a previously established 10b5-1 trading plan entered into in compliance with the Company's policies) and (B) (3) not to permit you to pay your the Withholding Taxes in cash, 2. then the shares that would otherwise be issued to you on the Original Issuance Date will not be delivered issued on such Original Issuance Date and will instead be delivered issued on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under in respect of this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company.View More
Date of Issuance. (a) The issuance of shares in respect of the Restricted Stock Units is intended to comply with Treasury Regulations Section 1.409A-1(b)(4) and will be construed and administered in such a manner. Subject to the satisfaction of the withholding obligations set forth any Tax-Related Items (as defined in this Agreement, Section 10 below), in the event one or more Restricted Stock Units vests, the Company shall issue to you 5 one (1) share of Common Stock for each Restricted Stock Unit that vests on ...the applicable vesting date(s) (subject to any adjustment under Section 3 above). The issuance date determined by this paragraph is referred to as the "Original Issuance Date". (b) If the Original Issuance Date falls on a date that is not a business day, delivery shall instead occur on the next following business day. In addition, if: (i) the Original Issuance Date does not occur (1) occurs during an "open a "closed window period" applicable to you, as determined by the Company in accordance with the Company's then-effective policy on trading in Company securities, or (2) on a date securities when you are otherwise not permitted to sell shares of Common Stock on an established stock exchange or stock market, market (for the avoidance of doubt, sales pursuant to a previously established written trading plan that meets the requirements of Rule 10b5-1 under the Exchange Act and was entered into in compliance with the Company's policies (a "10b5-1 Plan") or pursuant to the mandatory "same day sale" commitment described in section 10(d) hereof shall be considered made at a time when you are permitted to sell shares of Common Stock on an established stock exchange or stock market for the purposes of this Section 6(b)(i)), and (ii) either (1) Withholding Taxes Tax-Related Items do not apply, or (2) the Company decides, prior to the Original Issuance Date, (A) not to satisfy the Withholding Taxes Tax-Related Items by withholding shares of Common Stock from the shares otherwise due, on the Original Issuance Date, to you under this Award, and (B) not to permit you to pay your Withholding Taxes Tax-Related Items in cash, 2. cash or withhold such Tax-Related Items from other compensation otherwise payable to you by the Company or the Employer (as defined in Section 10 below), then the shares that would otherwise be issued to you on the Original Issuance Date will not be delivered on such Original Issuance Date and will instead be delivered on the first business day when you are not prohibited from selling shares of the Company's Common Stock in the open public market, but in no event later than December 31 of the calendar year in which the Original Issuance Date occurs (that is, the last day of your taxable year in which the Original Issuance Date occurs), or, if and only if permitted in a manner that complies with Treasury Regulations Section 1.409A-1(b)(4), no later than the date that is the 15th day of the third calendar month of the applicable year following the year in which the shares of Common Stock under this Award are no longer subject to a "substantial risk of forfeiture" within the meaning of Treasury Regulations Section 1.409A-1(d). (c) The form of delivery (e.g., a stock certificate or electronic entry evidencing such shares) shall be determined by the Company. View More
