Other Awards Contract Clauses (111)

Grouped Into 6 Collections of Similar Clauses From Business Contracts

This page contains Other Awards clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Other Awards. (a) Subject to applicable law and the applicable limits set forth in Section 3 of this Plan, the Committee may grant to any Participant shares of Common Stock or such other awards that may be denominated or payable in, valued in whole or in part by reference to, or otherwise based on, or related to, shares of Common Stock or factors that may influence the value of such shares, including, without limitation, convertible or exchangeable debt securities, other rights convertible or exchangeable int...o shares of Common Stock, purchase rights for shares of Common Stock, awards with value and payment contingent upon performance of the Company or specified Subsidiaries, Affiliates or other business units thereof or any other factors designated by the Committee, and awards valued by reference to the book value of the shares of Common Stock or the value of securities of, or the performance of specified Subsidiaries or Affiliates or other business units of the Company. The Committee will determine the terms and conditions of such awards. Shares of Common Stock delivered pursuant to an award in the nature of a purchase right granted under this Section 9 will be purchased for such consideration, paid for at such time, by such methods, and in such forms, including, without limitation, shares of Common Stock, other awards, notes or other property, as the Committee determines. (b) Cash awards, as an element of or supplement to any other award granted under this Plan, may also be granted pursuant to this Section 9. (c) The Committee may grant shares of Common Stock as a bonus, or may grant other awards in lieu of obligations of the Company or a Subsidiary to pay cash or deliver other property under this Plan or under other plans or compensatory arrangements, subject to such terms as will be determined by the Committee in a manner that complies with Section 409A of the Code. (d) Notwithstanding anything to the contrary contained in this Plan, any grant of an award under this Section 9 may provide for the earning or vesting of, or earlier elimination of restrictions applicable to, such award, including in the event of the retirement, death or disability of a Participant or in the event of a Change in Control; provided, however, that no such adjustment will be made in the case of a Qualified Performance-Based Award (other than in connection with the death or disability of the Participant or a Change in Control) where such action would result in the loss of the otherwise available exemption of the award under Section 162(m) of the Code. In such event, the Evidence of Award will specify the time and terms of delivery. (e) The Committee may, at or after the Date of Grant, authorize the payment of dividends or dividend equivalents on awards granted under this Section 9 on a deferred and contingent basis, 11 either in cash or in additional shares of Common Stock; provided, however, that dividend equivalents or other distributions on shares of Common Stock underlying awards granted under this Section 9 will be deferred until and paid contingent upon the earning of such awards. View More Arrow
Other Awards. (a) Subject The Administrator is authorized, subject to limitations under applicable law and the applicable limits set forth in Section 3 of this Plan, the Committee may law, to grant to any Participant shares of Common Stock or Participants such other awards Awards that may be denominated or payable in, valued in whole or in part by reference to, or otherwise based on, or related to, shares of Common Stock Shares or factors that may influence the value of such shares, including, without limitat...ion, Shares, including convertible or exchangeable debt securities, other rights convertible or exchangeable into shares of Common Stock, Shares, purchase rights for shares of Common Stock, awards Shares, Awards with value and payment contingent upon performance of the Company or specified Subsidiaries, Affiliates or other business units thereof or any other factors designated by the Committee, and awards valued by reference to the book value of the shares of Common Stock or the value of securities of, or the performance of specified Subsidiaries or Affiliates or other business units of the Company. Administrator. The Committee will Administrator shall determine the terms and conditions of such awards. Awards. Shares of Common Stock delivered pursuant to an award Award in the nature of a purchase right granted under this Section 9 will shall be purchased for such consideration, paid for at such time, times, by such methods, methods and in such forms, including, without limitation, shares of Common Stock, including cash, Shares, other awards, notes or Awards, other property, or any combination thereof, as the Committee determines. (b) Administrator shall determine. Cash awards, as an element of or supplement to any other award granted under this Plan, awards may also be granted pursuant to this Section 9. (c) The Committee may grant shares of Common Stock as a bonus, or may grant other awards in lieu of obligations of the Company or a Subsidiary to pay cash or deliver other property under this Plan or under other plans or compensatory arrangements, subject to such terms as will be determined by the Committee in a manner that complies with Section 409A of the Code. (d) Notwithstanding anything to the contrary contained in this Plan, any grant of an award under this Section 9 may provide for the earning or vesting of, or earlier elimination of restrictions applicable to, such award, including in the event of the retirement, death or disability of a Participant or in the event of a Change in Control; provided, however, that no such adjustment will be made in the case of a Qualified Performance-Based Award (other than in connection with the death or disability of the Participant or a Change in Control) where such action would result in the loss of the otherwise available exemption of the award under Section 162(m) of the Code. In such event, the Evidence of Award will specify the time and terms of delivery. (e) The Committee may, at or after the Date of Grant, authorize the payment of dividends or dividend equivalents on awards granted under this Section 9 on a deferred and contingent basis, 11 either in cash or in additional shares of Common Stock; provided, however, that dividend equivalents or other distributions on shares of Common Stock underlying awards granted under this Section 9 will be deferred until and paid contingent upon the earning of such awards. Section. View More Arrow
Other Awards. (a) Subject to applicable law and the applicable limits set forth in Section 3 of this Plan, the Committee may authorize the grant to any Participant shares of Common Stock Shares or such other awards that may be denominated or payable in, valued in whole or in part by reference to, or otherwise based on, or related to, shares of Common Stock Shares or factors that may influence the value of such shares, including, without limitation, convertible or exchangeable debt securities, other rights con...vertible or exchangeable into shares of Common Stock, Shares, purchase rights for shares of Common Stock, Shares, awards with value and payment contingent upon performance of the Company or specified Subsidiaries, Affiliates affiliates or other business units thereof or any other factors designated by the Committee, and awards valued by reference to the book value of the shares of Common Stock Shares or the value of securities of, or the performance of specified Subsidiaries or Affiliates affiliates or other business units of the Company. The Committee will determine the terms and conditions of such awards. Common Shares of Common Stock delivered pursuant to an award in the nature of a purchase right granted under this Section 9 will be purchased for such consideration, paid for at such time, by such methods, and in such forms, including, without limitation, shares of Common Stock, Shares, other awards, notes or other property, as the Committee determines. (b) Cash awards, as an element of or supplement to any other award granted under this Plan, may also be granted pursuant to this Section 9. 10 (c) The Committee may authorize the grant shares of Common Stock Shares as a bonus, or may authorize the grant of other awards in lieu of obligations of the Company or a Subsidiary to pay cash or deliver other property under this Plan or under other plans or compensatory arrangements, subject to such terms as will be determined by the Committee in a manner that complies with Section 409A of the Code. (d) Notwithstanding anything to the contrary contained in this Plan, any grant of an award under this Section 9 may provide for the earning or vesting of, or earlier elimination of restrictions applicable to, such award, including in the event of the retirement, death or disability of a Participant or in the event of a Change in Control; provided, however, that no such adjustment will be made in the case of a Qualified Performance-Based Award (other than in connection with the death or disability of the Participant or a Change in Control) where such action would result in the loss of the otherwise available exemption of the award under Section 162(m) of the Code. In such event, the Evidence of Award will specify the time and terms of delivery. (e) The Committee may, at or after the Date of Grant, authorize the payment of dividends or dividend equivalents on awards granted under this Section 9 on a deferred and contingent basis, 11 either in cash or in additional shares of Common Stock; provided, however, that Shares, which dividends or dividend equivalents shall be subject to deferral and payment on a contingent basis based on the earning or other distributions on shares vesting of Common Stock underlying awards granted such awards. (e) Each grant of an award under this Section 9 will be deferred until evidenced by an Evidence of Award. Each such Evidence of Award will be subject to this Plan and paid contingent upon will contain such terms and provisions, consistent with this Plan, as the earning Committee may approve, and will specify the time and terms of such awards. delivery of the applicable award. View More Arrow
Other Awards. (a) Subject 11.1 The Committee may, subject to limitations under applicable law and subject to the applicable limits set forth in provisions of the Plan, including the minimum vesting provisions of Section 3 of this Plan, the Committee may 12, grant to any Participant shares of Common Stock or such other awards Other Awards that may be denominated or payable in, valued in whole or in part by reference to, or otherwise based on, or related to, shares of Common Stock Shares or factors that may inf...luence the value of such shares, including, without limitation, unrestricted Common Shares, or Common Shares subject to transfer restrictions and/or deferred delivery, convertible or exchangeable debt securities, other rights convertible or exchangeable into shares of Common Stock, Shares, purchase rights for shares of Common Stock, awards Shares, Awards with value and payment contingent upon performance of the Company Corporation or specified Subsidiaries, Affiliates affiliates or other business units thereof or any other factors designated by the Committee, and awards Awards valued by reference to the book value of the shares of Common Stock Shares or the value of securities of, or the performance of specified Subsidiaries or Affiliates affiliates or other business units of the Company. Corporation. The Committee will shall determine the terms and conditions of such awards. Awards. Common Shares of Common Stock delivered pursuant to an award Award in the nature of a purchase right granted under this Section 9 will 11 shall be purchased for such consideration, paid for at such time, by such methods, and in such forms, including, without limitation, shares of cash, Common Stock, Shares, other awards, Awards, notes or other property, as the Committee determines. (b) shall determine. The Committee may authorize the payment of dividend equivalents on the Common Shares underlying Other Awards; provided, however, that any dividends or dividend equivalents with respect to unvested Other Awards shall be accumulated or deemed reinvested in additional Common Shares until such Award is earned and vested, and shall be subject to the same terms and conditions, including vesting conditions and the achievement of applicable Performance Goals, as the original Award. 11.2 Cash awards, as an element of or supplement to any other award Award granted under this the Plan, may also be granted pursuant to this Section 9. (c) The 11. 11.3 Subject to the provisions of the Plan, including the minimum vesting provisions of Section 12, the Committee may grant shares of Common Stock Shares as a bonus, bonus or in lieu of other compensation to a Participant, or may grant other awards Other Awards in lieu of obligations of the Company Corporation or a Subsidiary to pay cash or deliver other property (including Common Shares) under this the Plan, a Deferred Compensation Plan or under other plans or compensatory arrangements, subject to such terms as will shall be determined by the Committee in a manner that complies with Section 409A of the Code. (d) Notwithstanding anything to the contrary contained in this Plan, any grant of an award under this Section 9 may provide for the earning or vesting of, or earlier elimination of restrictions applicable to, such award, including in the event of the retirement, death or disability of a Participant or in the event of a Change in Control; provided, however, that no such adjustment will be made in the case of a Qualified Performance-Based Award (other than in connection with the death or disability of the Participant or a Change in Control) where such action would result in the loss of the otherwise available exemption of the award under Section 162(m) of the Code. In such event, the Evidence of Award will specify the time and terms of delivery. (e) The Committee may, at or after the Date of Grant, authorize the payment of dividends or dividend equivalents on awards granted under this Section 9 on a deferred and contingent basis, 11 either in cash or in additional shares of Common Stock; provided, however, that dividend equivalents or other distributions on shares of Common Stock underlying awards granted under this Section 9 will be deferred until and paid contingent upon the earning of such awards. View More Arrow
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Other Awards. (a) Other Stock-Based Awards. The Committee may from time to time grant Shares and other Awards that are valued by reference to and/or payable in whole or in part in Shares under the Plan. The Committee shall determine the terms and conditions of such Awards, which shall be consistent with the terms and purposes of the Plan. The Committee may direct the Company to issue Shares subject to restrictive legends and/or stop transfer instructions that are consistent with the terms and conditions of th...e Award to which the Shares relate. (b) Cash Incentive Awards. A Cash Incentive Award shall be considered a performance-based Award for purposes of, and subject to, Section 6(g), the payment of which shall be contingent upon the degree to which one or more specified performance goals have been achieved over the specified performance period. Cash Incentive Awards may be granted to any Participant in such dollar-denominated amounts and upon such terms and at such times as shall be determined by the Committee. Following the completion of the applicable performance period and the vesting of a Cash Incentive Award, payment of the settlement amount of the Award to the Participant shall be made at such time or times in the form of cash, Shares or other forms of Awards under the Plan (valued for these purposes at their grant date fair value) or a combination of cash, Shares and other forms of Awards as determined by the Committee and specified in the applicable Agreement. View More Arrow
Other Awards. (a) 8.1 Other Stock-Based Awards. The Committee may from time to time grant Shares Stock and other Awards that are valued by reference to and/or payable in whole or in part in Shares under the Plan. The Committee Committee, in its sole discretion, shall determine the terms and conditions of such Awards, which provided that such Awards shall not be consistent inconsistent with the terms and purposes of the Plan. The Committee may may, at its sole discretion, direct the Company to issue Shares sub...ject to restrictive legends and/or stop transfer instructions that are consistent with the terms and conditions of the Award to which the Shares relate. (b) 8 8.2 Cash Incentive Awards. A Cash Incentive Award shall be considered a performance-based Award for purposes of, and subject to, Section 6(g), 6.6, the payment of which shall be contingent upon the degree to which one or more specified performance goals have been achieved over the a specified performance period. Performance Cycle. Cash Incentive Awards may be granted to any Participant in such dollar-denominated amounts and upon such terms and at such times as shall be determined by the Committee. Committee, and may be denominated in units that have a dollar value established by the Committee as of the applicable grant date. Following the completion of the applicable performance period Performance Cycle and the vesting of a Cash Incentive Award, payment of the settlement amount of the Award to the Participant shall be made at such time or times in the form of cash, Shares cash or other forms of Awards under the Plan (valued for these purposes at their grant date fair value) or a combination of cash, Shares cash and other forms of Awards as determined by the Committee and specified in the applicable Agreement. If a Cash Incentive Award is not by its terms exempt from the requirements of Code Section 409A, then the applicable Agreement shall contain terms and conditions intended to avoid adverse tax consequences specified in Code Section 409A. View More Arrow
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Other Awards. The Committee may from time to time grant Other Awards under this Plan, including without limitation those Awards pursuant to which a cash bonus award may be made or pursuant to which Shares may be acquired in the future, such as Awards denominated in Stock, Stock Units, securities convertible into Stock and phantom securities. The Committee, in its sole discretion, shall determine, and provide in the applicable Agreement for, the terms and conditions of such Awards provided that such Awards sha...ll not be inconsistent with the terms and purposes of this Plan. The Committee may, in its sole discretion, direct the Company to issue Shares subject to restrictive legends and/or stop transfer instructions which are consistent with the terms and conditions of the Award to which such Shares relate. In addition, the Committee may, in its sole discretion, issue such Other Awards subject to the performance criteria under Section 12 hereof. View More Arrow
Other Awards. The Committee may from time to time grant Other Stock and other Awards under this Plan, including the Plan including, without limitation limitation, those Awards pursuant to which a cash bonus award Shares are or may be made or pursuant to which Shares may be acquired in the future, such as future be acquired, Awards denominated in Stock, Stock Units, units, securities convertible into Stock and phantom securities. The Committee, in its sole discretion, shall determine, and provide in the applic...able Agreement for, determine the terms and conditions of such Awards provided that such Awards shall not be inconsistent with the terms and purposes of this the Plan. The Committee may, in at its sole discretion, direct the Company to issue Shares subject to restrictive legends and/or stop transfer instructions which that are consistent with the terms and conditions of the Award to which such the Shares relate. In addition, the Committee may, in its sole discretion, issue such Other Awards subject to the performance criteria under Section 12 hereof. View More Arrow
Other Awards. The Committee may from time to time grant Other Stock and other Awards under this Plan, including the Plan including, without limitation limitation, those Awards pursuant to which a cash bonus award Shares are or may be made or pursuant to which Shares may be acquired in the future, such as future be acquired, Awards denominated in Stock, Stock Units, units, securities convertible into Stock and phantom securities. The Committee, in its sole discretion, shall determine, and provide in the applic...able Agreement for, determine the terms and conditions of such Awards provided that such Awards shall not be inconsistent with the terms and purposes of this the Plan. The Committee may, in its sole discretion, direct the Company to issue Shares subject to restrictive legends and/or stop transfer instructions which that are consistent with the terms and conditions of the Award to which such the Shares relate. In addition, the Committee may, in its sole discretion, issue such Other Awards subject to the performance criteria under Section 12 hereof. View More Arrow
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Other Awards. The Administrator is authorized, subject to limitations under Applicable Law, to grant to Participants any type of award (in addition to those Awards provided in Sections 6 through and including 10 hereof) (i) that is payable in, or valued in whole or in part 15 by reference to, shares of Common Stock (any such Award, an "Other Stock-Based Award") or (ii) that is payable in cash (any such Award, a "Cash Award"), in each case, as deemed by the Administrator to be consistent with the purposes of t...he Plan. Other Stock-Based Awards and Cash Awards shall be subject to such terms and conditions as may be determined by the Administrator, consistent with the terms and purposes of the Plan. The Administrator will have complete discretion in determining the number of Other Stock-Based Awards and the amount of Cash Awards granted to each Participant, provided that during any fiscal year (i) no Participant shall be granted more than 1,000,000 Other Stock-Based Awards and (ii) no Participant shall be granted a Cash Award in excess of $3,000,000. Notwithstanding the foregoing limitations, in connection with his or her initial service, an Employee may be granted up to an additional 1,000,000 Other Stock-Based Awards without impacting such limitations. If Other Stock-Based Awards are cancelled in the same fiscal year in which they were granted (other than in connection with a transaction described in Section 16), the cancelled Other Stock-Based Awards, as applicable, will be counted against the limits set forth in the two immediately preceding sentences. The Committee may, in its sole discretion, provide in an Award Agreement evidencing a grant of Other Stock Based Awards the right to accrue dividends or dividend equivalents, which dividends or dividend equivalents will be subject to the same vesting, forfeiture and settlement criteria as the underlying Other Stock Based Awards. View More Arrow
Other Awards. The Administrator is authorized, subject to limitations under Applicable Law, to grant to Participants any type of award (in addition to those Awards provided in Sections 6 through and including 10 hereof) (i) that is payable in, or valued in whole or in part 15 by reference to, shares of Common Stock (any such Award, an "Other Stock-Based Award") or (ii) that is payable in cash (any such Award, a "Cash Award"), in each case, as deemed by the Administrator to be consistent with the purposes of t...he Plan. Other Stock-Based Awards and Cash Awards shall be subject to such terms and conditions as may be determined by the Administrator, consistent with the terms and purposes of the Plan. The Administrator will have complete discretion in determining the number of Other Stock-Based Awards and the amount of Cash Awards granted to each Participant, provided that during any fiscal year (i) no Participant shall be granted more than 1,000,000 Other Stock-Based Awards and (ii) no Participant shall be granted a Cash Award in excess of $3,000,000. Notwithstanding the foregoing limitations, in connection with his or her initial service, an Employee may be granted up to an additional 1,000,000 Other Stock-Based Awards without impacting such limitations. If Other Stock-Based Awards are cancelled in the same fiscal year in which they were granted (other than in connection with a transaction described in Section 16), the cancelled Other Stock-Based Awards, as applicable, will be counted against the limits set forth in the two immediately preceding sentences. The Committee may, Other Stock-Based Awards will have a vesting schedule of not less than three (3) years from the date of grant (which may be ratable over such period), unless such Other Stock-Based Awards were granted based upon performance criteria, in its sole discretion, provide in an Award Agreement evidencing which case they will have a grant vesting schedule of Other Stock Based Awards not less than one (1) year from the right to accrue dividends or dividend equivalents, which dividends or dividend equivalents will be subject to the same vesting, forfeiture and settlement criteria as the underlying Other Stock Based Awards. date of grant. View More Arrow
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Other Awards. The Committee shall have the authority to establish the terms and provisions of other forms of Awards (such terms and provisions to be specified in the applicable Award Document) not described above that the Committee determines to be consistent with the purpose of the Plan and the interests of the Company, which Awards may provide for (i) payments in the form of cash, Stock, notes or other property as the Committee may determine based in whole or in part on the value or future value of Stock or... on any amount that Morgan Stanley pays as dividends or otherwise distributes with respect to Stock, (ii) the acquisition or future acquisition of Stock, (iii) cash, Stock, notes or other property as the Committee may determine (including payment of dividend equivalents in cash or Stock) based on one or more criteria determined by the Committee unrelated to the value of Stock, or (iv) any combination of the foregoing. Awards pursuant to this Section 12 may, among other things, be made subject to restrictions on transfer, vesting requirements or cancellation under specified circumstances. View More Arrow
Other Awards. The Committee shall have the authority to establish the terms and provisions of other forms of equity-based or equity-related Awards (such terms and provisions to be specified in the applicable Award Document) not described above that the Committee determines to be consistent with the purpose of the Plan and the interests of the Company, which Awards may provide for (i) cash or Stock payments in the form of cash, Stock, notes or other property as the Committee may determine based in whole or in ...part on the value or future value of Stock or on any amount that Morgan Stanley MSCI pays as dividends or otherwise distributes with respect to Stock, (ii) the acquisition or future acquisition of Stock, (iii) cash, Stock, notes cash or other property as the Committee may determine Stock payments (including payment of dividend equivalents in cash or Stock) based on one or more criteria determined by the Committee unrelated to the value of Stock, or (iv) any combination of the foregoing. The Committee also shall have the authority, without limitation, to grant annual cash incentive awards to Eligible Individuals and to establish the terms and provisions of such cash incentive awards. Awards pursuant to this Section 12 may, among other things, be made subject to restrictions on transfer, vesting requirements or cancellation under specified circumstances. View More Arrow
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Other Awards. Subject to Section 2, this Agreement, together with any other equity grants received in connection with the Reclassification and the IPO, are in replacement of, and supersede in all respects, the Interests.
Other Awards. Subject to Section 2, this Agreement, together with any other equity grants received in connection with the Reclassification Dissolution and the IPO, are in replacement of, and supersede in all respects, the Interests. Units.
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