Termination of Employment Clause Example with 4 Variations from Business Contracts

Termination of Employment. (a) Except (a)Except as set forth in Section 3(b) below, in the event that the Participant's employment with the Company Group terminates for any reason, any Shares PSUs that are not vested as of the effective date of termination (the "Termination Date") shall be forfeited and all of the Participant's rights hereunder with respect to such unvested Shares PSUs shall cease as of the Termination Date (unless otherwise provided for by the Committee in accordance with the Plan). (b) If (b)If the Part...icipant's employment with the Company Group is terminated after during the first anniversary of the Grant Date and prior to the Vesting Date Performance Period by the Company Group without Cause, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group without Cause and such termination occurs within 12 months following a Change in Control, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group due to or during the Participant's Disability or due to the Participant's death, then a pro-rated number of the Shares granted hereunder shall become vested and nonforfeitable death (a "Qualifying Termination"), then, in any such case, any PSUs that are outstanding as of the Termination Date equal shall be treated in the manner set forth in Exhibit A. With respect to any PSUs that become vested following a Qualifying Termination in accordance with Exhibit A, the Company shall deliver to the number of Shares granted hereunder multiplied by a fraction, the numerator of which is the number of days that have elapsed between the Grant Date through the Termination Date, and the denominator of which is the number of days Participant one Share for each vested PSU in the period from the Grant Date through the Vesting Date. If the Participant's employment accordance with the Company Group is terminated after the first anniversary of the Grant Date and prior to the Vesting Date by the Participant due to his or her Retirement (as defined below), then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. For purposes of this Agreement, the term "Retirement" shall mean the Participant's termination of employment, other than for Cause or while grounds for Cause exist, due to the Participant's death or due to the Participant's Disability, following the date on which (x) the Participant attained the age of 65 years old and (y) the number of completed years of the Participant's employment with (i) Hilton Worldwide Holdings Inc. or any of its Subsidiaries (other than any member of the Company Group) and (ii) any member of the Company Group is at least 5. Section 9. View More

Termination of Employment. (a) Except as set forth in Section 3(b) below, in the event that the Participant's employment with the Company Group terminates for any reason, any Shares PSUs that are not vested as of the effective date of termination (the "Termination Date") shall be forfeited and all of the Participant's rights hereunder with respect to such unvested Shares PSUs shall cease as of the Termination Date (unless otherwise provided for by the Committee in accordance with the Plan). (b) If the Participant's employ...ment with the Company Group is terminated after during the first anniversary of the Grant Date and prior to the Vesting Date Performance Period by the Company Group without Cause, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group without Cause and such termination occurs within 12 months following a Change in Control, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group due to or during the Participant's Disability or due to the Participant's death, then or by the Participant due to his or her Retirement (as defined below), then, in any such case, the number of PSUs that shall become earned, if any, shall be determined at the end of the Performance Period based on actual performance and a pro-rated number of the Shares granted hereunder earned PSUs, if any, shall become vested and nonforfeitable as of the Termination Date last day of the Performance Period equal to the number of Shares granted PSUs earned hereunder multiplied by a fraction, the numerator of which is the number of days that have elapsed between the Grant Date through the Termination Date, and the denominator of which is the number of days in the period from the Grant Date through the Vesting Date. Performance Period. If the Participant's employment with the Company Group is terminated after during the first anniversary Performance Period by the Company Group without Cause and such termination occurs within 12 months following a Change in Control, then the number of PSUs that shall become earned, if any, shall be determined at the end of the Grant Date Performance Period based on actual performance and shall not be pro-rated as provided in the preceding sentence (and, if the Award hereunder is not substituted or assumed following such Change in Control, as determined by the Committee, then the Performance Period shall end on the day immediately prior to the Vesting Date consummation of such Change in Control, the number of PSUs that shall become earned, if any, shall be determined based on actual performance through such day, as determined by the Participant due Committee, and the earned PSUs, if any, shall vest on such day). With respect to his or her Retirement (as defined below), then all of the Shares granted hereunder any PSUs that are not vested shall become vested and nonforfeitable as of pursuant to this Section 3(b), the Termination Date. Company shall deliver to the Participant one Share for each such vested PSU in accordance with Section 8. For purposes of this Agreement, the term "Retirement" shall mean the Participant's termination of employment, other than for Cause or while grounds for Cause exist, due to the Participant's death or due to the Participant's Disability, following the date on which (x) the Participant attained the age of 65 years old and (y) the number of completed years of the Participant's employment with (i) Hilton Worldwide Holdings Inc. or any of its Subsidiaries (other than any member of the Company Group) and (ii) any member of the Company Group is at least 5. View More

Termination of Employment. (a) Except as set forth in Section 3(b) below, in the event that the Participant's employment with the Company Group terminates for any reason, any Shares PSUs that are not vested as of the effective date of termination (the "Termination Date") shall be forfeited and all of the Participant's rights hereunder with respect to such unvested Shares PSUs shall cease as of the Termination Date (unless otherwise provided for by the Committee in accordance with the Plan). (b) If the Participant's employ...ment with the Company Group is terminated after the first anniversary of the Grant Date and prior to the Vesting End Date by the Company Group without Cause, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group without Cause and such termination occurs within 12 months following a Change in Control, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group due to or during the Participant's Disability or due to the Participant's death, then or by the Participant due to his or her Retirement (as defined below), then, in any such case, the number of PSUs that shall become earned, if any, shall be determined following the End Date based on actual performance and a pro-rated number of the Shares granted hereunder earned PSUs, if any, shall become vested and nonforfeitable as of the Termination End Date equal to the number of Shares granted PSUs earned hereunder multiplied by a fraction, the numerator of which is the number of days that have elapsed between the Grant Date through the Termination Date, and the denominator of which is the number of days in during the period from commencing on the Grant Date through and ending on the Vesting End Date. If the Participant's employment with the Company Group is terminated after the first anniversary of the Grant Date and prior to the Vesting End Date by the Participant due to his or her Retirement (as defined below), Company Group without Cause and such termination occurs within 12 months following a Change in Control, then all the number of the Shares granted hereunder PSUs that are not vested shall become earned, if any, shall be determined following the End Date based on actual performance and shall not be pro-rated as provided in the preceding sentence (and, if the Award hereunder is not substituted or assumed following such Change in Control, as determined by the Committee, then the number of PSUs that shall become earned, if any, shall be determined based on actual performance through the day immediately prior to the consummation of such Change in Control, as determined by the Committee, and the earned PSUs, if any, shall vest on such day). With respect to any PSUs that become vested and nonforfeitable as of pursuant to this Section 3(b), the Termination Date. Company shall deliver to the Participant one Share for each such vested PSU in accordance with Section 8. For purposes of this Agreement, the term "Retirement" shall mean the Participant's termination of employment, other than for Cause or while grounds for Cause exist, due to the Participant's death or due to the Participant's Disability, following the date on which (x) the Participant attained the age of 65 years old and (y) the number of completed years of the Participant's employment with (i) Hilton Worldwide Holdings Inc. or any of its Subsidiaries (other than any member of the Company Group) and (ii) any member of the Company Group is at least 5. View More

Termination of Employment. (a) Except as set forth in Section 3(b) below, in the event that the Participant's employment with the Company Group terminates for any reason, any Shares that are not vested as of the effective date of termination (the "Termination Date") shall be forfeited and all of the Participant's rights hereunder with respect to such unvested Shares shall cease as of the Termination Date (unless otherwise provided for by the Committee in accordance with the Plan). (b) If the Participant's employment with ...the Company Group is terminated after the first anniversary of the Grant Date and prior to the Final Vesting Date by the Company Group (i) without Cause, (ii) due to or during the Participant's Disability or (iii) due to the Participant's death, then in any such case all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group without Cause and such termination occurs within 12 months following a Change in Control, then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. If the Participant's employment with the Company Group is terminated prior to the Vesting Date by the Company Group due to or during the Participant's Disability or due to the Participant's death, then a pro-rated number of the Shares granted hereunder shall become vested and nonforfeitable as of the Termination Date equal to the number of Shares granted hereunder multiplied by a fraction, the numerator of which is the number of days that have elapsed between the Grant Date through the Termination Date, and the denominator of which is the number of days in the period from the Grant Date through the Vesting Date. If the Participant's employment with the Company Group is terminated after the first anniversary of the Grant Date and prior to the Vesting Date by the Participant due to his or her Retirement (as defined below), then all of the Shares granted hereunder that are not vested shall become vested and nonforfeitable as of the Termination Date. For purposes of this Agreement, the term "Retirement" shall mean the Participant's termination of employment, other than for Cause or while grounds for Cause exist, due to the Participant's death or due to the Participant's Disability, following the date on which (x) the Participant attained the age of 65 years old and (y) the number of completed years of the Participant's employment with (i) Hilton Worldwide Holdings Inc. or any of its Subsidiaries (other than any member of the Company Group) and (ii) any member of the Company Group is at least 5. View More