Restriction Period and Vesting Clause Example with 5 Variations from Business Contracts
This page contains Restriction Period and Vesting 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.
Restriction Period and Vesting. Service-Based Vesting Condition. Except as otherwise provided in this Section 3, the Award shall vest in accordance with the vesting schedule set forth in the Award Notice, provided the Holder continuously serves as a Non-Employee Director through such date. The period of time prior to such vesting shall be referred to herein as the "Restriction Period."3.2. Termination of Service. (a) Death or Disability. If the Holder's service as a Non-Employee Director terminates prior to the end of the Rest...riction Period by reason of the Holder's death or Disability, then in either case, the Award shall be 100% vested upon such termination of service. For purposes of this Award, "Disability" shall mean the Holder's absence from the Holder's duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Holder's incapacity due to physical or mental illness. (b) Termination of Service other than due to Death or Disability. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period or prior to the occurrence of a Change in Control for any reason other than due to death or Disability, then the Award shall be immediately forfeited by the Holder and cancelled by the Company unless otherwise determined by the Board in connection with such termination. 3.3. Change in Control. Upon a Change in Control, the Restriction Period shall lapse and the Award shall become fully vested.View More
Variations of a "Restriction Period and Vesting" Clause from Business Contracts
Restriction Period and Vesting. 3.1. Service-Based Vesting Condition. Except as otherwise provided in this Section 3, the Award shall vest in accordance with full on the vesting schedule set forth in earlier to occur of (a) the Award Notice, [ ] anniversary of the Grant Date and (b) the [ ] annual meeting of the Company's shareholders that occurs after the Grant Date, provided the Holder continuously serves as a Non-Employee Director through such the applicable vesting date. The period of time prior to such the vesting shall b...e referred to herein as the "Restriction Period."3.2. Termination of Service. (a) Period." 3.2. Death or Disability. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period by reason of the Holder's death or Disability, Disability (as defined herein), then in either case, a pro-rata portion of the Award shall be 100% vested vest upon such termination of service. For purposes of this Award, "Disability" the foregoing sentence, a "pro-rata portion" shall mean the Holder's absence from product of (x) the Holder's duties with number of shares subject to the Company on Award and (y) a full-time basis for at least 180 consecutive fraction, the numerator of which is the number of days as a result that have elapsed since the Grant Date through the date of termination of the Holder's incapacity service due to physical death or mental illness. (b) Disability, and the denominator of which is 365. The portion of the Award that does not vest in connection with such termination of service shall be immediately forfeited and cancelled by the Company. For purposes of this Agreement, "Disability" shall be as defined in U.S. Treasury Regulation §1.409A-3(i)(4). 3.3. Change in Control. Upon a Change in Control Event (as defined herein), the Restriction Period shall lapse and the Award shall become fully vested. For purposes of this Agreement, "Change in Control Event" shall be as defined in U.S. Treasury Regulation §1.409A-3(i)(5). 3.4. Termination of Service other than due to Death or Disability. Service. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period or prior to the occurrence of a Change in Control Event for any reason other than due to death or Disability, then the Award shall be immediately forfeited by the Holder and cancelled by the Company unless otherwise determined by the Board in connection with such termination. 3.3. Change in Control. Upon a Change in Control, the Restriction Period shall lapse and the Award shall become fully vested. Company. View More
Restriction Period and Vesting. 3.1. Service-Based Vesting Condition. Except as otherwise provided in this Section 3, the Award shall vest in accordance with full on the vesting schedule set forth in [ ] anniversary of the Award Notice, Grant Date, provided the Holder continuously serves as a Non-Employee Director through such the vesting date. The period of time prior to such the vesting shall be referred to herein as the "Restriction Period."3.2. Termination of Service. (a) Period." 3.2. Death or Disability. If the Holder's ...service as a Non-Employee Director terminates prior to the end of the Restriction Period by reason of the Holder's death or Disability, Disability (as defined herein), then in either case, a pro-rata portion of the Award shall be 100% vested vest upon such termination of service. For purposes of this Award, "Disability" the foregoing sentence, a "pro-rata portion" shall mean the Holder's absence from product of (x) the Holder's duties with number of shares subject to the Company on Award and (y) a full-time basis for at least 180 consecutive fraction, the numerator of which is the number of days as a result that have elapsed since the Grant Date through the date of termination of the Holder's incapacity service due to physical death or mental illness. (b) Disability, and the denominator of which is 365. The portion of the Award that does not vest in connection with such termination of service shall be immediately forfeited and cancelled by the Company. For purposes of this Agreement, "Disability" shall be as defined in U.S. Treasury Regulation §1.409A-3(i)(4). 3.3. Change in Control. Upon a Change in Control Event (as defined herein), the Restriction Period shall lapse and the Award shall become fully vested. For purposes of this Agreement, "Change in Control Event" shall be as defined in U.S. Treasury Regulation §1.409A-3(i)(5). 3.4. Termination of Service other than due to Death or Disability. Service. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period or prior to the occurrence of a Change in Control Event for any reason other than due to death or Disability, then the Award shall be immediately forfeited by the Holder and cancelled by the Company unless otherwise determined by the Board in connection with such termination. 3.3. Change in Control. Upon a Change in Control, the Restriction Period shall lapse and the Award shall become fully vested. Company. View More
Restriction Period and Vesting. 3.1. Service-Based Vesting Condition. Except as otherwise provided in this Section 3, the Award shall vest in accordance with the vesting schedule set forth in the Award Notice, provided the Holder continuously serves as a Non-Employee Director through such vesting date. The period of time prior to such vesting shall be referred to herein as the "Restriction Period."3.2. Termination of Service. (a) Death or Disability. Period." If the Holder's service as a Non-Employee Director terminates prior ...to the end of the Restriction Period by reason of the Holder's death or Disability, then in either case, the Award shall be 100% vested upon such termination of service. For purposes of this Award, "Disability" shall mean the Holder's absence from the Holder's duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Holder's incapacity due to physical or mental illness. (b) Termination of Service other than due to Death or Disability. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period or prior to the occurrence of a Change in Control for any reason other than due to death or Disability, then reason, then, except as otherwise determined by the Company, the unvested portion of the Award shall be immediately forfeited by the Holder and cancelled by the Company unless otherwise determined by the Board in connection with such termination. 3.3. Company. 3.2. Change in Control. Upon a Change in Control, the Restriction Period shall lapse and the Award shall become fully vested. View More
Restriction Period and Vesting. Service-Based Vesting Condition. Except as otherwise provided in this Section 3, the Award shall vest in accordance with the vesting schedule set forth in the Award Notice, provided the Holder continuously serves as a Non-Employee Director Non-Executive Chair through such date. The period of time prior to such vesting shall be referred to herein as the "Restriction Period."3.2. Termination of Service. (a) Death or Disability. If the Holder's service as a Non-Employee Director Non-Executive Chair... terminates prior to the end of the Restriction Period by reason of the Holder's death or Disability, then in either case, the Award shall be 100% vested upon such termination of service. For purposes of this Award, "Disability" shall mean the Holder's absence from the Holder's duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Holder's incapacity due to physical or mental illness. (b) Termination of Service other than due to Death or Disability. for Reasons Other Than Misconduct. If the Holder's service as a Non-Employee Director Non-Executive Chair terminates prior to the end of the Restriction Period for a reason other than death, Disability or misconduct, as determined by the Board, a prorated portion of the Award shall become vested as of the date on which such service ceases, determined by multiplying the number of Shares subject to the Award by a fraction, the numerator of which shall be the number of days from the Grant Date until the date on which the Holder's service as Non-Executive Chair ceases and the denominator of which shall be 365. (c) Termination of Service Due to Misconduct. If the Holder's service as Non-Executive Chair terminates prior to the occurrence end of a Change in Control for any reason other than the Restriction Period due to death or Disability, misconduct, as determined by the Board, then the Award shall be immediately forfeited by the Holder and cancelled by the Company unless otherwise determined by the Board in connection with such termination. 3.3. Company.3.3. Change in Control. Upon a Change in Control, the Restriction Period shall lapse and the Award shall become fully vested. View More
Restriction Period and Vesting. Service-Based Vesting Condition. Except as otherwise provided in this Section 3, the Award shall vest in accordance with the vesting schedule set forth in the Award Notice, provided the Holder continuously serves as a Non-Employee Director through such date. The period of time prior to such vesting shall be referred to herein as the "Restriction Period."3.2. Termination of Service. (a) Death or Disability. If the Holder's service as a Non-Employee Director terminates prior to the end of the Rest...riction Period by reason of the Holder's death or Disability, then in either case, the Award shall be 100% vested upon such termination of service. For purposes of this Award, "Disability" shall mean the Holder's absence from the Holder's duties with the Company on a full-time basis for at least 180 consecutive days as a result of the Holder's incapacity due to physical or mental illness. (b) Failure to Stand for Re-election. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period by reason of the Holder's failure to be nominated or otherwise stand for re-election to the Board at an annual meeting of the Company that occurs during the Restriction Period, then a prorated portion of the Award shall become vested as of the date of the annual meeting on which the Holder's service on the Board ceases, determined by multiplying the number of Shares subject to the Award by a fraction, the numerator of which shall be the number of days from the Grant Date until the date on which the Holder's service on the Board ceases and the denominator of which shall be 365. (c) Termination of Service other than due to Death or Disability. Disability or Failure to Stand for Re-Election. If the Holder's service as a Non-Employee Director terminates prior to the end of the Restriction Period or prior to the occurrence of a Change in Control for any reason other than due to death death, Disability or Disability, failure to be nominated or otherwise stand for re-election to the Board, then the Award shall be immediately forfeited by the Holder and cancelled by the Company unless otherwise determined by the Board in connection with such termination. 3.3. Change in Control. Upon a Change in Control, the Restriction Period shall lapse and the Award shall become fully vested. View More