Grouped Into 47 Collections of Similar Clauses From Business Contracts
This page contains Settlement clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Settlement. As soon as reasonably practicable after each vesting date, but in no event later than 30 days after such vesting date, the Company will issue to Participant, or his beneficiary, the number of shares of Common Stock equal to the number of Restricted Stock Units that vested on such date; provided, however, that if, at the time of settlement, there is a trading "blackout" or the Common Shares are subject to a lock-up, settlement will occur at the earlier of (i) the expiration of the trading blackou...t or lock-up period and (ii) March 15th of the year following the year in which vesting occurs.View More
Settlement. As soon as reasonably practicable after each vesting date, but in no event later than 30 days after such vesting date, the Company will issue to Participant, or his beneficiary, the number of shares of Common Stock equal to the number of Restricted Stock Units that vested on such date; provided, however, that the Board may, in its sole discretion, elect to pay cash or part cash and part Common Stock in lieu of delivering only Common Stock in respect of such Restricted Stock Units; provided, furt...her, that if, at the time of settlement, there is a trading "blackout" or the Common Shares are subject to a lock-up, settlement will occur at the earlier of (i) the expiration of the trading blackout or lock-up period and (ii) March 15th of the year following the year in which vesting occurs. View More
Settlement. One Share of Common Stock of the Company shall be issued to the Grantee in settlement of each vested RSU not later than 365 days following the final Vesting Date set forth in Paragraph 2(a) above (either by delivering one or more certificates for such Share or by entering such Share in book‐entry form, as determined by the Company in its discretion). Such issuance shall constitute payment of the RSUs. References herein to issuances to the Grantee shall include issuances to any beneficial owner o...r other person to whom (or to which) the Shares are issued. The Company's obligation to issue Shares or otherwise make any payment with respect to vested RSUs is subject to the condition precedent that the Grantee or other person entitled under the Plan to receive any Shares with respect to the vested RSUs deliver to the Company any representations or other documents or assurances required pursuant to Paragraph 5(l) and the Company may meet any obligation to issue Shares by having one or more of its Subsidiaries or affiliates issue the Shares. The Grantee shall have no further rights with respect to any RSUs, including with respect to any DER granted in connection with the RSU, that are paid or that terminate pursuant to Paragraph 2(b). For the avoidance of doubt, to the extent the terms of this Paragraph 4 conflict with any terms of the Plan relating to the settlement of RSU or DERs, the terms of this Paragraph 4 shall govern.View More
Settlement. One Share of Common Stock of the Company Each vested and outstanding RSU shall be issued to the Grantee settled in settlement of each vested RSU not later than 365 days following the final Vesting Date set forth in Paragraph 2(a) above one Ordinary Share on [—] (either by delivering one or more certificates for such Ordinary Share or by entering such Ordinary Share in book‐entry book-entry form, as determined by the Company in its discretion). Such issuance shall constitute payment of the RSUs. ...References herein to issuances to the Grantee shall include issuances to any beneficial owner or other person to whom (or to which) the Ordinary Shares are issued. The Company's obligation to issue Ordinary Shares or otherwise make any payment with respect to vested RSUs is subject to the condition precedent that the Grantee or other person entitled under the Plan to receive any Ordinary Shares with respect to the vested RSUs deliver to the Company any representations or other documents or assurances required pursuant to Paragraph 5(l) and the Company may meet any obligation to issue Shares by having one or more of its Subsidiaries or affiliates issue the Shares. 5(k). The Grantee shall have no further rights with respect to any RSUs, including with respect to any DER granted in connection with the RSU, RSUs that are paid or that terminate pursuant to Paragraph 2(b). 2. For the avoidance of doubt, to the extent the terms of this Paragraph 4 conflict with any terms of the Plan relating to the settlement of RSU or DERs, RSU, the terms of this Paragraph 4 shall govern. View More
Settlement. (a) General. Except as otherwise provided in Section 5(b), as soon as practicable after the PUs vest (but in all events during the year immediately following the end of the Performance Period), the Company will settle such vested PUs by delivering an amount of cash equal to the Fair Market Value, determined as of the Lapse Date, of a number of Shares equal to the number of PUs that have vested. For purposes hereof, the PUs that vest upon a Participant's termination of Employment shall be settled... only upon the Participant's separation from service within the meaning of Code Section 409A. (b) Six-Month Delay for Specified Employees. Notwithstanding any other provision in the Plan or this Agreement to the contrary, if (i) the PUs become vested as a result of the Participant's separation from service other than as a result of death, and (ii) the Participant is a "specified employee" within the meaning of Code Section 409A as of the date of such separation from service, then settlement of such vested PUs shall occur on the date that is six months after the date of the Participant's separation from service to the extent necessary to comply with Code Section 409A.6. No Voting Rights; Dividend Equivalents. The Participant shall not have voting rights with respect to the Shares underlying the PUs. The Participant shall be credited with an amount of cash equivalent to any dividends or other distributions paid with respect to the Shares underlying the PUs, so long as the applicable record date occurs on or after the Date of Grant and before such PUs are forfeited or settled; provided that such cash amounts shall be subject to the same risk of forfeiture and Performance Goals as the PUs to which such amounts relate. If, however, any dividends or other distributions with respect to the Shares underlying the PUs are paid in Shares rather than cash, then the Participant shall be credited with additional performance units equal to the number of Shares that the Participant would have received had the PUs been actual Shares, and such performance units shall be deemed PUs subject to the same risk of forfeiture and other terms of this Agreement and the Plan as apply to the PUs to which such dividends or other distributions relate. Any amounts due to the Participant under this provision shall be paid to the Participant at the same time as payment is made in respect of the PUs to which such dividends or other distributions relate.View More
Settlement. (a) General. Except as otherwise provided in Section 5(b), as soon as practicable after the PUs vest (but in all events during the year immediately following the end of the Performance Period), the Company will settle such vested PUs by delivering making an amount of cash equal to appropriate book entry in the Fair Market Value, determined as of the Lapse Date, of Participant's name for a number of Shares equal to the number of PUs that have vested. The Transfer Restrictions applicable to any Sh...ares issued in respect of the PUs shall lapse upon such issuance. For purposes hereof, the PUs that vest upon a Participant's termination of Employment shall be settled only upon the Participant's separation from service within the meaning of Code Section 409A. (b) Six-Month Delay for Specified Employees. Notwithstanding any other provision in the Plan or this Agreement to the contrary, if (i) the PUs become vested as a result of the Participant's separation from service other than as a result of death, and (ii) the Participant is a "specified employee" within the meaning of Code Section 409A as of the date of such separation from service, then settlement of such vested PUs shall occur on the date that is six months after the date of the Participant's separation from service to the extent necessary to comply with Code Section 409A.6. 409A. (c) Restrictions. The Company shall not be liable to the Participant for damages relating to any delays in making an appropriate book entry, or any mistakes or errors in the making of the book entry, provided that the Company shall correct any such errors caused by it. Any such book entry shall be subject to such stop transfer orders and other restrictions as the Committee may deem advisable under the Plan or the rules, regulations, and other requirements of the Securities and Exchange Commission, any stock exchange upon which such Shares are listed, and any applicable Federal or state laws, and the Company may make an appropriate book entry notation to make appropriate reference to such restrictions.6. No Voting Rights; Dividend Equivalents. The Participant shall not have voting rights with respect to the Shares underlying the PUs. The Participant shall be credited with an amount of cash equivalent to If any dividends or other distributions are paid with respect to the Shares underlying the PUs, so long as the applicable record date occurs on or after the Date of Grant and before such PUs are forfeited or settled; provided that such cash amounts shall be subject to the same risk of forfeiture and Performance Goals as the PUs to which such amounts relate. If, however, any dividends or other distributions with respect to the Shares underlying the PUs are paid in Shares rather than cash, then the Participant shall be credited with additional performance units equal to the number of Shares that the Participant would have received had the PUs been actual Shares, so long as the applicable record date occurs on or after the Date of Grant and before such PUs are forfeited or settled; and further provided that such performance units shall be deemed PUs subject to the same risk of forfeiture and other terms of this Agreement and the Plan as apply to the PUs to which such dividends or other distributions relate. Any amounts due to the Participant under this provision shall be paid to the Participant at the same time as payment is made in respect of the PUs to which such dividends or other distributions relate.View More
Settlement. Each RSU granted hereunder shall represent the right to receive one (1) Share. Subject to Section 7 below, each Share underlying a vested RSU shall be issued to the Grantee within 10 business days following the applicable vesting date. The number of Shares deliverable hereunder upon each vesting date shall be rounded down to the nearest whole share (except in the case of the final vesting tranche).
Settlement. Each RSU granted hereunder shall represent the right to receive one (1) Share. Subject to Section 7 below, each share of the Company's Class A Common Stock (a "Share"). Each Share underlying a vested RSU shall be issued to the Grantee within 10 business days following the applicable Actual Vesting Date (or the vesting date. date described in Section 4(b), if applicable). The number of Shares deliverable hereunder upon each vesting date Actual Vesting Date shall be rounded down to the nearest who...le share (except in the case of the final vesting tranche). View More
Settlement. Except as provided in Section 5, RSUs and Additional RSUs that become vested and nonforfeitable shall be settled by the issuance of an equal number of Shares. The issuance shall be made no later than thirty days after the date of vesting; provided that any RSUs and Additional RSUs outstanding on the date of a Change in Control shall be settled on the date of the Change in Control. Notwithstanding the preceding sentence, if the issuance of Shares under this Agreement (i) constitutes "deferred com...pensation" that is subject to Section 409A of the Code and (ii) is payable on account of a termination of employment, then such issuance shall be made within thirty days after the Participant's "separation from service" (as defined for purposes of Section 409A of the Code) or, if required in order to avoid a violation of Section 409A of the Code, on the date that is six months after the Participant's separation from service. A fractional Share will not be issued but will instead be disregarded. Upon any vesting of RSUs and Additional RSUs, the Committee reserves the right to issue to the Participant, in full satisfaction of the delivery of Shares, a single cash payment equal to the Fair Market Value of Shares on the day preceding the date of payment or a combination of Shares and cash payment based on the Fair Market Value on the day preceding the date of payment. References in this Agreement to Shares issuable in connection with the RSUs and Additional RSUs will include the potential issuance of its cash equivalent pursuant to such right.View More
Settlement. Except as provided in Section 5, RSUs and Additional RSUs that become vested and nonforfeitable shall be settled by the issuance of an equal number of Shares. A fractional Share will not be issued but will instead be disregarded. The issuance shall be made no later than thirty days after the date of vesting; provided that any RSUs and Additional RSUs outstanding on the date of a Change in Control that become vested as a result of the closing of the Change in Control shall be settled on the date ...of the Change in Control. Notwithstanding If the preceding sentence, if the issuance of Shares under this Agreement (i) constitutes "deferred compensation" RSUs or Additional RSUs are deferred compensation that is subject to Section 409A of the Code and (ii) is payable on account of a termination of employment, then such issuance shall be made within thirty days after the Participant's "separation from service" (as defined for purposes of Section 409A of the Code) or, if required in order to avoid a violation requirements of Section 409A of the Code, on the date that is six months after timing of payment shall be subject to the Participant's separation from service. A fractional Share will not be issued but will instead be disregarded. requirements of Section 18 of the Plan. Upon any vesting of RSUs and Additional RSUs, the Committee reserves the right to issue to the Participant, in full satisfaction of the delivery of Shares, a single cash payment equal to the Fair 3 Market Value of Shares on the day preceding the date of payment or a combination of Shares and cash payment based on the Fair Market Value on the day preceding the date of payment. References in this Agreement to Shares issuable in connection with the RSUs and Additional RSUs will include the potential issuance of its cash equivalent pursuant to such right. View More
Settlement. Each PSU earned by the executive constitutes the right to receive a cash payment equal to the fair market value of one Share. Except as otherwise provided in Sections 3 (Termination of Employment) or 4 (Change of Control): (a) The fair market value of a Share equals the average of the per-share closing prices of Textron's Common Stock, as reported on the New York Stock Exchange, on the first ten trading days immediately following the end of the Performance Period; and (b) Textron will pay the ex...ecutive (or the executive's Beneficiary in the event of the executive's death prior to payment) the cash amount for the PSUs earned by the executive during the month of March following the end of the Performance Period.View More
Settlement. Each PSU Performance Share Unit earned by the executive constitutes the right to receive a cash payment equal to the fair market value of one Share. share (a "Share") of Common Stock of Textron Inc. Except as otherwise provided in Sections 3 (Termination of Employment) or 4 (Change of Control): (a) The fair market value of a Share equals the average of the per-share closing prices of Textron's Common Stock, as reported on the New York Stock Exchange, on the first ten trading days immediately fol...lowing the end of the Performance Period; and (b) Textron will pay the executive (or the executive's Beneficiary estate in the event of the executive's death prior to payment) the cash amount for the PSUs Performance Share Units earned by the executive during the month of March following the end of the Performance Period. View More
Settlement. Subject to Section 5, the Company shall issue one Share to the Participant for each PSU that becomes vested hereunder within 30 days following the date on which such PSU becomes vested.
Settlement. Subject to Section 5, the Company shall issue one Share to the Participant for each PSU RSU that becomes vested hereunder within 30 days following the date on which such PSU RSU becomes vested.
Settlement. Settlement of RSUs shall be made in the same calendar year as the applicable date of vesting under the vesting schedule set forth in the Notice; provided, however, that if the vesting date under the vesting schedule set forth in the Notice is in December, then settlement of any RSUs that vest in December shall be within 30 days of vesting. Settlement of RSUs shall be in cash. Settlement means the delivery of cash in an amount equal to the product of (a) the Fair Market Value of a Share on the se...ttlement date, multiplied by (b), the number of RSUs that vest. No fractional RSUs or rights for fractional Shares (or corollary cash payment) shall be created pursuant to this RSU Agreement." 2.Amendment of PBRSU Agreement. Section 1 of the PBRSU Agreement is hereby amended and restated, as of the Effective Date, in its entirety as follows: "1. Settlement. Settlement of RSUs shall be made in the same calendar year as the applicable date of vesting under the vesting schedule set forth in the Notice; provided, however, that if the vesting date under the vesting schedule set forth in the Notice is in December, then settlement of any RSUs that vest in December shall be within 30 days of vesting. Settlement of RSUs shall be in Shares; except with respect to the final 3,792 Earned Adjusted EBITDA Units (i.e., those 3,792 RSUs subject to the highest Adjusted EBITDA Multiplier that, if earned, would vest on February 25, 2023, such portion if earned the "Excess RSUs"), which Excess RSUs shall be settled in cash. Settlement means the delivery of the Shares in respect of RSUs (other than any Excess RSUs) that vest or, if applicable, the delivery of cash in an amount equal to the product of (a) the Fair Market Value of a Share on the settlement date, multiplied by (b), the number of Excess RSUs that vest. No fractional RSUs or rights for fractional Shares (or corollary cash payment) shall be created pursuant to this RSU Agreement." 3.Interpretation. The Company and Participant acknowledge and agree that the intent of this Amendment is to effectuate the Purpose and delegate to the Company's legal department the authority to resolve any ambiguities or conflicts in or caused by this Amendment in a manner that it deems consistent with effectuating the Purpose.View More
Settlement. Settlement of RSUs shall be made in the same calendar year as the applicable date of vesting under the vesting schedule set forth in the Notice; provided, however, that if the vesting date under the vesting schedule set forth in the Notice is in December, then settlement of any RSUs that vest in December shall be within 30 days of vesting. Settlement of RSUs shall be in cash. Settlement means the delivery of cash in an amount equal to the product of (a) the Fair Market Value of a Share on the se...ttlement vesting date, multiplied by (b), the number of RSUs that vest. No fractional RSUs or rights for fractional Shares (or corollary cash payment) shall be created pursuant to this RSU Agreement." 2.Amendment of PBRSU Agreement. Section 1 of the PBRSU Agreement is hereby amended and restated, as of the Effective Date, in its entirety as follows: "1. Settlement. Settlement of RSUs shall be made in the same calendar year as the applicable date of vesting under the vesting schedule set forth in the Notice; provided, however, that if the vesting date under the vesting schedule set forth in the Notice is in December, then settlement of any RSUs that vest in December shall be within 30 days of vesting. Settlement of RSUs shall be in Shares; except with respect to the final 3,792 Earned Adjusted EBITDA Units (i.e., those 3,792 RSUs subject to the highest Adjusted EBITDA Multiplier that, if earned, would vest on February 25, 2023, such portion if earned the "Excess RSUs"), which Excess RSUs shall be settled in cash. Settlement means the delivery of the Shares in respect of RSUs (other than any Excess RSUs) that vest or, if applicable, the delivery of cash in an amount equal to the product of (a) the Fair Market Value of a Share on the settlement date, multiplied by (b), the number of Excess RSUs that vest. No fractional RSUs or rights for fractional Shares (or corollary cash payment) shall be created pursuant to this RSU Agreement." 3.Interpretation. 2.Interpretation. The Company and Participant acknowledge and agree that the intent of this Amendment is to effectuate the Purpose and delegate to the Company's legal department the authority to resolve any ambiguities or conflicts in or caused by this Amendment in a manner that it deems consistent with effectuating the Purpose. View More
Settlement. Delivery of shares of Common Stock under the Agreement in settlement of vested Time-Based RSUs shall be subject to the following: (a) No later than the second Business Day following a Vesting Date, the Company shall deliver to the Participant one share of Common Stock for each Time-Based RSU that vested on such Vesting Date and has not otherwise been forfeited subject to paragraph (b) below. (b) No later than 30 days following the date of Participant's death or Disability, the Company shall deli...ver to the Participant or the Participant's beneficiary or estate, as applicable, one share of Common Stock for each Time-Based RSU that vested pursuant to Section 2(f) above. (c) To the extent permitted by applicable law and the applicable rules of any securities exchange or similar entity, the Company may elect to satisfy any requirement for the delivery of stock certificates by documenting the Participant's interest in the shares of Common Stock by registering the shares with the Company's transfer agent (or another custodian selected by the Company) in book-entry form in the Participant's name (i.e. "book-entry"). For purposes of this Agreement, "Business Day" means any day other than a Saturday, Sunday, any federal legal holiday or day on which banking institutions in the State of Texas are authorized or required by law or other governmental action to close.View More
Settlement. Delivery of shares of Common Stock under the Agreement in settlement Settlement of vested Time-Based Performance-Based RSUs shall be subject to the following: (a) No later than the second Business Day following a Vesting Date, the Company shall deliver to the Participant one share of Common Stock for each Time-Based Performance-Based RSU that has vested on such Vesting Date and has not otherwise been forfeited subject to paragraph (b) below. forfeited. (b) No later than 30 days following the dat...e of the Participant's death or Disability, the Company shall deliver to the Participant or the Participant's beneficiary or estate, as applicable, one share of Common Stock for each Time-Based Performance-Based RSU that vested pursuant to Section 2(f) 2(g) above. (c) To the extent permitted by applicable law and the applicable rules of any securities exchange or similar entity, the Company may elect to satisfy any requirement for the delivery of stock certificates by documenting the Participant's interest in the shares of Common Stock by registering the shares with the Company's transfer agent (or another custodian selected by the Company) in book-entry form in the Participant's name (i.e. "book-entry"). For purposes of this Agreement, "Business Day" means any day other than a Saturday, Sunday, any federal legal holiday or day on which banking institutions in the State of Texas are authorized or required by law or other governmental action to close. View More
Settlement. Subject to Section 2 above and Section 9 below, with respect to the Vested Phantom Shares that become vested as of a given Vesting Date, the Company shall pay to the Participant an amount of cash equal to (x) the Fair Market Value of one Common Share as of the Vesting Date multiplied by (y) the aggregate number of the Phantom Shares that become vested on the applicable Vesting Date on the thirtieth (30th) day following the applicable Vesting Date (such date, the "Settlement Date") and upon settl...ement, such Vested Phantom Shares will cease to be credited to the Account.View More
Settlement. Subject to Section 2 above and Section 9 7 below, with respect to the Vested Phantom Shares that become vested as of a given Vesting Date, the Company shall pay deliver to the Participant an amount of cash equal to (x) the Fair Market Value of one Common Share as of the Vesting Date multiplied by (y) the aggregate number of the Phantom Shares that become vested on the applicable Vesting Date on the thirtieth (30th) day as soon as reasonably practicable following the applicable Vesting Date, but ...in all events, no later than the end of the calendar year in which the Vesting Date occurs (such date, the "Settlement Date") and upon settlement, such Vested Phantom Shares will cease to be credited to the Account. View More