Forfeiture Contract Clauses (878)

Grouped Into 54 Collections of Similar Clauses From Business Contracts

This page contains Forfeiture clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Forfeiture. Notwithstanding any contrary provision of this Agreement and except in the event of Employee's death or retirement (see paragraph 4(b) and 4(d)), any Performance Shares that have not vested pursuant to paragraphs 3 through 5 or paragraph 11 of this Agreement or Sections 4.5 or 13.10 of the Plan at the time of the Employee's Termination of Service for any or no reason will be forfeited and automatically transferred to and reacquired by the Company at no cost to the Company. [To be included for Aw...ards subject to performance-based vesting: Notwithstanding anything to the contrary in the Plan or this Agreement, the Board, in its sole discretion, may require the Employee to forfeit, return or reimburse the Company all or a portion of the Performance Shares subject to this Award in accordance with paragraph 16 of the Agreement.] View More
Forfeiture. Notwithstanding any contrary provision of this Agreement and except in the event of Employee's death or retirement (see paragraph 4(b) and 4(d)), 4(b)), any Performance Shares Restricted Stock Units that have not vested pursuant to paragraphs 3 through 5 or paragraph 11 of this Agreement or Sections 4.5 or 13.10 of the Plan at the time of the Employee's Termination of Service for any or no reason will be forfeited and automatically transferred to and reacquired by the Company at no cost to the C...ompany. [To be included for Awards subject to performance-based vesting: Notwithstanding anything to the contrary in the Plan or this Agreement, the Board, in its sole discretion, may require the Employee to forfeit, return or reimburse the Company all or a portion of the Performance Shares Restricted Stock Units subject to this Award in accordance with paragraph 16 of the Agreement.] View More
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Forfeiture. In the event that (i) the Employee's employment is terminated for any reason, whether by the Company, by the Employee or otherwise, voluntarily or involuntarily, other than in the circumstances described in Section 2 of this Agreement, (ii) the Company fails to meet all of the performance targets specified in Section 2, or (iii) the Employee attempts to sell, assign, transfer or otherwise dispose of, or mortgage, pledge or otherwise encumber any of the Restricted Shares or the Restricted Shares ...become subject to attachment or any similar involuntary process, then any Restricted Shares that have not previously vested shall be forfeited by the Employee to the Company, the Employee shall thereafter have no right, title or interest whatever in such Restricted Shares (and any dividends accrued with respect to such Restricted Shares), and, if the Company does not have custody of any and all certificates representing Restricted Shares so forfeited, the Employee shall immediately return to the Company any and all certificates representing Restricted Shares so forfeited. If the Restricted Shares are evidenced by a book entry made in the records of the Company's transfer agent, then the Company will be authorized to cause such book entry to be adjusted to reflect the number of Restricted Shares so forfeited.5.Shareholder Rights. As of the date of issuance specified at the beginning of this Agreement, the Employee shall have all of the rights of a shareholder of the Company with respect to the Restricted Shares (including voting rights and the right to receive dividends and other distributions); provided, however, any dividends declared and paid on the Restricted Shares prior to vesting shall be accrued and held by the Company as a general obligation and paid to the Employee only if, when and to the extent the related Restricted Shares vest and become non-forfeitable as provided in Section 2 hereof. View More
Forfeiture. In the event that If (i) the Employee's employment Director's service as a member of the Board is terminated for any reason, whether by the Company, by the Employee Director or otherwise, voluntarily or involuntarily, other than in the circumstances described in Section 2 of this Agreement, or (ii) the Company fails to meet all of the performance targets specified in Section 2, or (iii) the Employee Director attempts to sell, assign, transfer or otherwise dispose of, or mortgage, pledge or other...wise encumber any of the Restricted Shares or the Restricted Shares become subject to attachment or any similar involuntary process, then any Restricted Shares that have not previously vested shall be forfeited by the Employee Director to the Company, the Employee Director shall thereafter have no right, title or interest whatever whatsoever in such Restricted Shares (and any dividends accrued with respect to such Restricted Shares), and, if the Company does not have custody of any and all certificates representing Restricted Shares so forfeited, the Employee Director shall immediately return to the Company any and all certificates representing Restricted Shares so forfeited. If the Restricted Shares are evidenced by a book entry made in the records of the Company's transfer agent, then the Company will be authorized to cause such book entry to be adjusted to reflect the number of Restricted Shares so forfeited.5.Shareholder Rights. As of the date of issuance specified at the beginning of this Agreement, the Employee Director shall have all of the rights of a shareholder of the Company with respect to the Restricted Shares (including voting rights and the right to receive dividends and other distributions); distributions), except as otherwise specifically provided in this Agreement; provided, however, any dividends declared and paid on the Restricted Shares prior to vesting shall be accrued and held by the Company as a general obligation and paid to the Employee only if, when and to the extent the related Restricted Shares vest and become non-forfeitable as provided in Section 2 hereof. View More
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Forfeiture. Except as provided in Sections 7 and 8, a Participant's right to payout of a Performance Grant will be forfeited if the Participant's employment with the Company or a Dominion Company terminates for any reason before the end of the Performance Period.
Forfeiture. Except as provided in Sections 7 and 8, a the Participant's right to payout of a Performance Grant will be forfeited if the Participant's employment with the Company or a Dominion Company terminates for any reason before the end of the Performance Period.
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Forfeiture. Optionee acknowledges and agrees that the options granted hereunder are subject to the terms of a forfeiture or clawback policy adopted by the Board of Directors and is subject to any additional obligations as may be required by law, including without limitation, Section 304 of the Sarbanes-Oxley Act of 2002. Optionee further acknowledges and agrees that the Board may amend or modify such policy at any time or may adopt a new policy replacing or supplementing such policy and that any such policy... or policies shall be binding on Optionee and the options granted hereunder. View More
Forfeiture. Optionee acknowledges and agrees that the options granted hereunder are subject to the terms of a forfeiture or clawback policy the Saia, Inc. Executive Incentive Compensation Recovery Policy adopted by the Board on December 7, 2018, a copy of Directors which was provided to Optionee contemporaneously with this Agreement, and is subject to any additional obligations as may be required by law, including without limitation, Section 304 of the Sarbanes-Oxley Act of 2002. Optionee further acknowledg...es and agrees that the Board may amend or modify such compensation recovery policy at any time or may adopt a new policy replacing or supplementing such policy and that any such policy or policies shall be binding on Optionee and the options granted hereunder. View More
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Forfeiture. Notwithstanding any other provision to the contrary contained herein, the right of Executive or his estate or other beneficiaries shall forfeit all rights to receive or retain all payments and benefits if : a.Executive breaches any of this Agreement; b. Executive makes, except as required by law, any disparaging remark, orally or in writing, about Employer, except to those persons who have a need to know and have a corresponding fiduciary or contractual obligation to keep such conversations conf...idential, provided that this obligation shall not prohibit Executive from enforcing or defending any legal right he may have at law or in equity in appropriate legal proceedings against any other person; AB International Group, Corp. | 16th Floor, Rich Towers, 2 Blenheim Avenue, Kowloon, Hong Kong SAR | www.abqqs.com page 5 of 7 c. Cause is found to exist within the meaning of Section 7 for termination of Executive or, if Executive resigns pursuant to Section 7 claiming Good Reason and Good Reason is found not to exist, even if such finding is after Executive's termination; or d. Employer materially fails to maintain or has falsified (1) books, records, and accounts in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Employer, and (2) a system of internal accounting controls sufficient to provide reasonable assurances that transactions (i) are executed in accordance with management's general or specific authorization, and (ii) are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles. View More
Forfeiture. Notwithstanding any other provision to the contrary contained herein, the right of Executive or his estate or other beneficiaries shall forfeit all rights to receive or retain all payments and benefits if : a.Executive a. Executive breaches any of this Agreement; b. Executive makes, except as required by law, any disparaging remark, orally or in writing, about Employer, except to those persons who have a need to know and have a corresponding fiduciary or contractual obligation to keep such conve...rsations confidential, provided that this obligation shall not prohibit Executive from enforcing or defending any legal right he may have at law or in equity in appropriate legal proceedings against any other person; AB International Group, Corp. | 16th Floor, Rich Towers, 2 Blenheim Avenue, Kowloon, Hong Kong SAR | www.abqqs.com page 5 of 7 c. Cause is found to exist within the meaning of Section 7 for termination of Executive or, if Executive resigns pursuant to Section 7 claiming Good Reason and Good Reason is found not to exist, even if such finding is after Executive's termination; or d. Employer materially fails to maintain or has falsified (1) books, records, and accounts in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Employer, and (2) a system of internal accounting controls sufficient to provide reasonable assurances that transactions (i) are executed in accordance with management's general or specific authorization, and (ii) are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles. View More
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Forfeiture. (a) Cessation of Employment. Subject to Section 3(b) below, if the Grantee's Employment ceases for any reason, including by reason of the Grantee's death, (i) the Stock Option, to the extent not then vested, will be automatically and immediately forfeited for no consideration due to the Grantee; (ii) any vested portion of the Stock Option that is then outstanding will remain subject to the terms and conditions of the Plan and this Agreement and will remain exercisable for the time period set for...th in Section 6(a)(4) of the Plan; and (iii) any Shares acquired upon the exercise of the Stock Option will remain outstanding and subject to the provisions of this Agreement and the Plan, including the repurchase provisions in Section 6 below. (b) Recovery of Compensation. The Stock Option (whether vested or unvested), and any proceeds from the exercise or disposition of the Stock Option or any Shares acquired upon the exercise of the Stock Option, will be forfeited and disgorged to the Company, with interest and related earnings, promptly following notice to the Grantee (i) if the Grantee's Employment is terminated by the Company or one of its affiliates for Cause or ceases under circumstances that in the determination of the Administrator would have constituted grounds for the Grantee's Employment to be terminated for Cause (in each case, without regard to the lapsing of any required notice or cure periods in connection therewith); (ii) if at any time the Grantee is not in compliance with all applicable provisions of this Agreement and the Plan, any non-competition, non-solicitation, confidentiality or other restrictive covenant by which the Grantee is bound or any policy of the Company or any of its affiliates that is applicable to the Grantee and that provides for clawback, forfeiture or disgorgement with respect to incentive compensation that includes Awards under the Plan; or (iii) to the extent required by law or applicable stock exchange listing standards, including, without limitation, Section 10D of the Securities Exchange Act of 1934, as amended. By accepting the Stock Option, the Grantee expressly acknowledges and agrees that the Grantee's rights under this Agreement, including the right to retain any proceeds from the exercise or disposition of the Stock Option or any Shares, are subject to this Section 3(b) and Section 6(a)(5) of the Plan (including any successor provision). View More
Forfeiture. (a) Cessation of Employment. Subject to Section 3(b) below, if the Grantee's Employment ceases for any reason, including by reason of the Grantee's death, (i) the Stock Option, to the extent not all then vested, outstanding and unvested Shares will be automatically and immediately forfeited for no consideration due to the Grantee; Grantee and (ii) any vested portion of the Stock Option that is all then outstanding will remain subject to the terms and conditions of the Plan and this Agreement and... will remain exercisable for the time period set forth in Section 6(a)(4) of the Plan; and (iii) any vested Shares acquired upon the exercise of the Stock Option will remain outstanding and subject to the provisions of this Agreement and the Plan, including the repurchase provisions in Section 6 below. (b) Recovery of Compensation. The Stock Option Shares (whether vested or unvested), and any proceeds from the exercise or disposition of the Stock Option or any Shares acquired upon the exercise of the Stock Option, Shares, will be forfeited and disgorged to the Company, with interest and related earnings, promptly following notice to the Grantee (i) if the Grantee's Employment is terminated by the Company or one of its affiliates for Cause or ceases under circumstances that in the determination of the Administrator would have constituted grounds for the Grantee's Employment to be terminated for Cause (in each case, without regard to the lapsing of any required notice or cure periods in connection therewith); (ii) if at any time the Grantee is not in compliance with all applicable provisions of this Agreement and the Plan, any non-competition, non-solicitation, confidentiality or other restrictive covenant by which the Grantee is bound or any policy of the Company or any of its affiliates that is applicable to the Grantee and that provides for clawback, forfeiture or disgorgement with respect to incentive compensation that includes Awards under the Plan; or (iii) to the extent required by law or applicable stock exchange listing standards, including, without limitation, Section 10D of the Securities Exchange Act of 1934, as amended. By accepting the Stock Option, Shares under this Agreement, the Grantee expressly acknowledges and agrees that the Grantee's rights under this Agreement, including the right to retain any proceeds from the exercise or disposition of the Stock Option or any Shares, are subject to this Section 3(b) and Section 6(a)(5) of the Plan (including any successor provision). View More
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Forfeiture. Upon termination of Executive's employment (regardless of whether caused by resignation, termination by the Company, death, disability or otherwise), each PSU, Dividend Unit and other remaining accruals in the Executive Account, in each case that has not previously vested, shall be forfeited by the Executive to the Company. Executive shall thereafter have no right, title or interest whatsoever in such unvested PSUs, Dividend Units or any other accruals and Executive shall immediately return to t...he Secretary of the Company any and all documents representing such forfeited items. View More
Forfeiture. Upon termination of Executive's employment (regardless of whether caused by resignation, termination by the Company, death, disability disability, following a Change of Control or otherwise), each PSU, RSU, Dividend Unit and other remaining accruals hereunder in the Executive Account, in each case that has is not previously vested, then eligible to vest under Section 3 and/or 4 as a result of such termination of employment, shall be forfeited by the Executive to the Company. Executive shall ther...eafter have no right, title or interest whatsoever in such unvested PSUs, RSUs, Dividend Units or any other accruals and Executive shall immediately return to the Secretary of the Company any and all documents representing such forfeited items. 3 6.Terms Subject to Plan. Terms and conditions of this Agreement relating to RSUs and Dividend Units shall be, and shall be construed as, consistent in all respects with all terms, conditions and provisions of the Plan. View More
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Forfeiture. Except as otherwise provided in Section 3, if you Terminate prior to the Vesting Date your RSUs will be forfeited immediately.
Forfeiture. Except as otherwise provided in Section 3, if you Terminate prior to the Vesting Date your RSUs DSUs will be forfeited immediately.
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Forfeiture. The following provisions shall apply with respect to forfeitures in lieu of the provisions of Section 5.4 of the Plan. The amounts described below shall be forfeited from an Account as of the date upon which the forfeiture is created: (a) Seven Year Option Forfeitures. (i) Early Retirement. An amount equal to four percent (4%) of the total Account balance for each full year Retirement occurs prior to Normal Retirement shall be forfeited. B-1 (ii) Termination for other than Death, Disability, Ret...irement, or Termination Without Cause. If termination of service with the Company occurs for reasons other than death, Disability, Retirement, or termination without Cause, income on and contributions to the Matching Account shall be forfeited and income in excess of six percent (6%) per annum credited to Salary Deferrals shall be forfeited. (b) Retirement Option Forfeitures. (i) Early Retirement. An amount equal to four percent (4%) of the total Account balance for all non-vested Plan Years for each full year Retirement occurs prior to Normal Retirement shall be forfeited. (ii) Termination for other than Death, Disability, Retirement, or Termination Without Cause. If termination of service with the Company occurs for reasons other than death, Disability, Retirement, or termination without Cause, income earned on and contributions to the Matching Account, for Plan Years which are nonvested, shall be forfeited and income in excess of six percent (6%) per annum credited to Salary Deferrals shall be forfeited for all nonvested Plan Years. View More
Forfeiture. The following provisions shall apply with respect to forfeitures in lieu of the provisions of Section 5.4 of the Plan. The amounts described below shall be forfeited from an Account as of the date upon which the forfeiture is created: (a) Seven Year Option Forfeitures. (i) Early Retirement. An amount equal to four percent (4%) of the total Account balance for each full year Retirement occurs prior to Normal Retirement shall be forfeited. B-1 (ii) Termination for other than Death, Disability, Ret...irement, Termination Without Cause, or Termination Without Cause. for Good Reason Following a Change in Control. If termination of service with the Company occurs for reasons other than death, Disability, Retirement, or termination without Cause, or Termination for Good Reason following a Change in Control, income on and contributions to the Matching Account shall be forfeited and income in excess of six percent (6%) per annum credited to Salary Deferrals shall be forfeited. (b) Retirement Option Forfeitures. (i) Early Retirement. An amount equal to four percent (4%) of the total Account balance for all non-vested Plan Years for each full year Retirement occurs prior to Normal Retirement shall be forfeited. (ii) Termination for other than Death, Disability, Retirement, Termination Without Cause, or Termination Without Cause. for Good Reason Following a Change in Control. If termination of service with the Company occurs for reasons other than death, Disability, Retirement, or termination without Cause, or Termination for Good Reason following a Change in Control, income earned on and contributions to the Matching Account, for Plan Years which are nonvested, shall be forfeited and income in excess of six percent (6%) per annum credited to Salary Deferrals shall be forfeited for all nonvested Plan Years. View More
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Forfeiture. 5.1Termination of Service. 5.3Ownership Change Event, Non-Cash Dividends, Distributions and Adjustments.
Forfeiture. 5.1Termination of Service. 5.2End of Third Performance Period. 5.3Ownership Change Event, Non-Cash Dividends, Distributions and Adjustments.
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