Forfeiture Contract Clauses (878)

Forfeiture. If, at any time during Participant's Continuous Service or at any time during the 12-month period following termination of Participant's Continuous Service, Participant engages in conduct that constitutes Cause (as defined above), then at the election of the Committee, (a) this Agreement and all unvested Restricted Stock Units granted hereunder shall terminate, and (b) Participant shall return to the Company for cancellation all Shares held by Participant plus pay the Company the amount of any p...roceeds received from the sale of any Shares, to the extent such Shares were issued pursuant to Restricted Stock Units granted under this Agreement that vested (i) during the 12-month period immediately preceding the Cause, or (ii) on the date of or at any time after such Cause. The forfeiture provisions of this Section 4 shall be applied by the Committee, at its discretion, to the maximum extent permitted under applicable laws. Further, these provisions are in addition to, and not in lieu of, any recoupment requirements under the Sarbanes-Oxley Act or under other applicable laws, rules, regulations or stock exchange listing standards, including, without limitation, Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 or Section 10D of the U.S. Securities Exchange Act of 1934, as amended, and shall apply notwithstanding anything to the contrary in this Agreement or in the Plan. Participant expressly agrees that the Company may take such actions as are necessary or appropriate to effectuate the foregoing (as applicable to Participant) or applicable law without further consent or action being required by Participant. For purposes of the foregoing and as a condition to the grant, Participant expressly and explicitly authorizes the Company to issue instructions, on Participant's behalf, to Morgan Stanley (or any other stock plan service provider engaged by the Company to administer awards granted under the Plan) to re-convey, transfer or otherwise return such Shares and/or other amounts to the Company. 4 5. Governing Plan Document. This Agreement incorporates by reference all of the terms and conditions of the Plan, as presently existing and as hereafter amended. Participant expressly acknowledges and agrees that the terms and provisions of this Agreement are subject in all respects to the provisions of the Plan. Participant also expressly: (a) Acknowledges receipt of the Plan and represents that Participant is familiar with the provisions of the Plan, and that Participant enters into this Agreement subject to all of the provisions of the Plan; (b) Recognizes that the Committee has been granted complete authority to administer the Plan in its sole discretion, and agrees to accept all decisions related to the Plan and all interpretations of the Plan made by the Committee as final and conclusive upon Participant and upon all persons at any time claiming any interest through Participant in the Restricted Stock Units or the Shares subject to this Agreement; and (c) Acknowledges and understands that the establishment of the Plan and the existence of this Agreement are not sufficient, in and of themselves, to exempt Participant from the requirements of Section 16(b) of the Exchange Act and any rules or regulations promulgated thereunder, and that Participant (to the extent Section 16(b) applies to Participant) shall not be exempt from such requirements pursuant to Rule 16b-3 unless and until Participant shall comply with all applicable requirements of Rule 16b-3, including without limitation, the possible requirement that Participant must not sell or otherwise dispose of any Shares acquired pursuant to Restricted Stock Units unless and until a period of at least six months shall have elapsed between the Grant Date and the date upon which Participant desires to sell or otherwise dispose of such Shares. View More

Forfeiture. Participant agrees that, notwithstanding any other provision of any agreement to which he or she is subject with NBHC or NBH Bank (collectively, the "Company"), and in addition to and not in contravention of any clawback provision or policy applicable to Participant as in effect from time to time (including any clawback policies or provisions implemented pursuant to Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act or other applicable laws): (a) If the Company is requi...red to prepare an accounting restatement due to material noncompliance of the Company as a result of Participant's misconduct in connection with any financial reporting requirement under the federal securities laws, Participant shall reimburse the Company for all amounts received under this Agreement from the Company during the 12-month period following the first public issuance or filing with the Securities and Exchange Commission (whichever first occurs) of the financial document embodying such financial reporting requirement, and any amounts received with respect to, or amounts realized upon, the exercise of Options or the subsequent sale of the underlying Shares that were issued upon the exercise of the Options or the cancellation of the Options during that 12-month period; (b) If the Committee shall determine that Participant has engaged in a serious breach of conduct, the Committee may terminate this Agreement, cancel all Options and/or require Participant to repay gain realized on the exercise of Options; and (c) If Participant is found guilty of misconduct by any judicial or administrative authority in connection with any (i) formal investigation by the Securities and Exchange Commission or (ii) other federal or state regulatory investigation, then the Committee may terminate this Agreement, require Participant to forfeit Options and/or may require the repayment of any gain realized on the exercise of any Options without regard to the timing of the determination of misconduct in relation to the timing of the exercise of the Option. The foregoing provisions of this Section 10 shall cease to apply following a Change in Control, except as otherwise required by applicable law. View More

Forfeiture. If, during the Restricted Period, (a) you incur a Separation from Service (for the avoidance of doubt, which does not otherwise result in the immediate or continued earning and payment of the RSUs), (b) you materially breach this Agreement, or (c) you fail to meet the tax withholding obligations described in Section 6 below, you will immediately and automatically forfeit all of your rights in respect of the RSUs.

Forfeiture. To the extent that the Underwriters do not exercise their over-allotment option to purchase up to an additional 3,150,000 Units within 45 days from the date of the Prospectus (and as further described in the Prospectus), the Sponsor agrees to forfeit, at no cost, a number of Founder Shares in the aggregate equal to 787,500 multiplied by a fraction, (a) the numerator of which is 3,150,000 minus the number of Units purchased by the Underwriters upon the exercise of their over-allotment option, and... (b) the denominator of which is 3,150,000. The Sponsor will be required to forfeit only that number of Founder Shares as is necessary so that the Sponsor and Insiders will own an aggregate of 20.0% of the Company's issued and outstanding equity shares after the Public Offering (excluding the Ordinary Shares underlying the Private Placement Units). View More

Forfeiture. Subject to Section 6 hereof, if during the Restricted Period (i) the Grantee incurs a Separation from Service, (ii) there occurs a material breach of the Notice or these Terms and Conditions by the Grantee, or (iii) the Grantee fails to meet the tax withholding obligations described in Section 5(b) hereof, all rights of the Grantee to the Units that have not vested in accordance with Section 3 as of the date of such termination shall terminate immediately and be forfeited in their entirety.

Forfeiture. (a) Termination of Employment. Except as provided in Sections 3(b) through (e) below, if the Grantee's employment or service with the Company and/or its Subsidiaries terminates prior to a Vesting Date for any reason, the unvested portion of this Award shall be forfeited as of the date of such termination of employment or service. (b) Death or Disability. If the Grantee's employment or service with the Company and/or its Subsidiaries terminates on account of death or Disability, the unvested port...ion of this Award shall become fully vested as of the date of such termination of employment or service and shall be paid in accordance with Section 2(b) above. (c) Without Cause. If the Grantee's employment or service is terminated by the Company and/or its Subsidiaries without Cause, each Tranche of the Award shall vest Pro-Rata (as defined below), and shall be paid in accordance with Section 2(b) above. The unvested portion of the Award shall be forfeited as of the date of such termination of employment or service. (i) Pro-Rata Definition. For purposes of this Section 3(c) of this Notice, the term "Pro-Rata" means: (1) with respect to Tranche 1, a fraction, the numerator of which is the number of months completed from the date of grant through the date of such termination of employment or service, and the denominator of which is 24, and (2) with respect to Tranche 2, a fraction, the numerator of which is the number of months completed from the date of grant through the date of such termination of employment or service, and the denominator of which is 36. (d) Retirement in Year of Grant. Subject to Section 6 below, if the Grantee's employment or service with the Company and/or its Subsidiaries terminates on account of Retirement during the calendar year that includes the date of grant and the Grantee has provided at least six (6) months prior written notice of such Retirement to the Company, each Tranche of the Award shall vest based on a fraction, the numerator of which is the number of days completed from January 1 in the calendar year of the date of grant through the date of such termination of employment or service, and the denominator of which is 365, and shall be paid within thirty (30) days of the Grantee's date of termination of employment or service. The unvested portion of the Award shall be forfeited as of the date of such termination of employment or service. (e) Other Retirement. Subject to Section 6 below, if the Grantee's employment or service with the Company and/or its Subsidiaries terminates on account of Retirement following the calendar year that includes the date of grant and the Grantee has provided at least six (6) months prior written notice of such Retirement to the Company, the unvested portion of this Award shall become fully vested as of the date of such termination of employment or service, and shall be paid within thirty (30) days of the Grantee's date of termination of employment or service. View More

Forfeiture. If you cease to serve as of the Company due to your resignation or removal for cause at time prior to the date on which the Company completes its initial Business Combination, all of the Insider Shares granted hereunder will be automatically forfeited by you for no consideration and immediately cancelled by the Company.

Forfeiture. Where a Participant engages in certain competitive activity or is terminated by the Company for Cause, his or her Restricted Stock and Shares are subject to forfeiture conditions under Section 11.3 of the Plan. Upon the occurrence of any of the events set forth in Section 11.3 of the Plan, in addition to the remedies provided in Section 11.3, the Company shall be entitled to issue a stop transfer order and other document implementing the forfeiture to its transfer agent, the depository or any of... its nominees, and any other person with respect to the Restricted Stock and the Shares. View More

Forfeiture. In the event the Participant ceases to be an Employee for any reason whatsoever prior to all Restricted Stock Units becoming vested, then the unvested Restricted Stock Units as of the effective date of the Participant's termination of employment, shall be automatically and absolutely forfeited immediately upon the date of the Participant's termination of employment without any action required by the Company and the Participant shall have no further interest or rights therein of any kind whatsoev...er. View More

Forfeiture. Upon termination of the Participant's employment with the Corporation and its Subsidiaries for any reason prior to the Normal Vesting Date, any RSUs that do not become vested upon or after such employment termination in accordance with the terms of this Agreement shall be immediately canceled and forfeited for no consideration at the time of termination of the Participant's employment. Any RSUs that are outstanding but do not become vested on the Normal Vesting Date in accordance with the terms ...of this Agreement shall be cancelled and forfeited for no consideration as of the Normal Vesting Date. View More