Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs as set forth in the Restricted Stock Unit Aw
...ard Grant Notice provided that the Participant is providing service to the Company or an Affiliate on such vesting date. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. (b) Except as otherwise set forth in this Agreement, if the Participant ceases to be providing services for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award
Notice of Grant
Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award
Grant Notice, Notice of Grant, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs as set forth in t
...he Restricted Stock Unit Award Notice of Grant Notice provided that the Participant is providing service to is, and has been at all times since the Grant Date, an employee of the Company or an Affiliate on such vesting date. any other entity the employees of which are eligible to receive RSUs under the Plan (an "Eligible Participant"). Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. (b) Except as otherwise set forth in this Agreement, Agreement and the Notice of Grant, if the Participant ceases to be providing services for any reason by the Company or by an Affiliate Eligible Participant (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, Notice of Grant, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect. 1 3. Prohibitions on Transfer and Sale. This Award (including any additional RSUs received by the Participant as a result of stock dividends, stock splits or any other similar transaction affecting the Company's securities without receipt of consideration) shall not be transferable by the Participant otherwise than (i) by will or by the laws of descent and distribution, or (ii) pursuant to a qualified domestic relations order as defined by the Internal Revenue Code or Title I of the Employee Retirement Income Security Act or the rules thereunder. Except as provided in the previous sentence, the shares of Common Stock to be issued pursuant to this Agreement shall be issued, during the Participant's lifetime, only to the Participant (or, in the event of legal incapacity or incompetence, to the Participant's guardian or representative). This Award shall not be assigned, pledged or hypothecated in any way (whether by operation of law or otherwise) and shall not be subject to execution, attachment or similar process. Any attempted transfer, assignment, pledge, hypothecation or other disposition of this Award or of any rights granted hereunder contrary to the provisions of this Section 3, or the levy of any attachment or similar process upon this Award shall be null and void.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award
Notice of Grant
Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award
Grant Notice, Notice of Grant, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs as set forth in t
...he Restricted Stock Unit Award Notice of Grant Notice provided that the Participant is employed or providing service to the Company or an Affiliate on such vesting date. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. (b) Except as otherwise set forth in this Agreement, Agreement and the Notice of Grant, if the Participant ceases to be providing employed by or to provide services to the Company or an Affiliate for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, Notice of Grant, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect. 1 3. Prohibitions on Transfer and Sale. This Award (including any additional RSUs received by the Participant as a result of stock dividends, stock splits or any other similar transaction affecting the Company's securities without receipt of consideration) shall not be transferable by the Participant otherwise than (i) by will or by the laws of descent and distribution, or (ii) pursuant to a qualified domestic relations order as defined by the Internal Revenue Code or Title I of the Employee Retirement Income Security Act or the rules thereunder. Except as provided in the previous sentence, the shares of Common Stock to be issued pursuant to this Agreement shall be issued, during the Participant's lifetime, only to the Participant (or, in the event of legal incapacity or incompetence, to the Participant's guardian or representative). This Award shall not be assigned, pledged or hypothecated in any way (whether by operation of law or otherwise) and shall not be subject to execution, attachment or similar process. Any attempted transfer, assignment, pledge, hypothecation or other disposition of this Award or of any rights granted hereunder contrary to the provisions of this Section 3, or the levy of any attachment or similar process upon this Award shall be null and void.
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Vesting of Award.
(a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive
such [such number of shares of Common
Stock Stock] [an amount of cash equal to the fair market value of the number ...of shares of Common Stock] equivalent to the number of RSUs as set forth in the Restricted Stock Unit Award Grant Notice provided that the Participant is employed by [or providing service to to] the Company or an Affiliate on such vesting date. Such shares of Common Stock Stock][cash] shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. (b) Except as otherwise set forth in this Agreement, if the Participant ceases to be providing services for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs
as set forth
in the Restricted Stock Unit Aw...ard Grant Notice opposite such vesting date provided that the Participant is employed or providing service to the Company or an Affiliate on such vesting date. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. 2 (b) Except as otherwise set forth in this Agreement, if the Participant ceases to be employed or providing services for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect. (c) Notwithstanding the foregoing, if a "Change in Control Event" (as defined in that certain Employment Agreement by and between the Company and the Participant, dated as of January ___, 2016 (the "Employment Agreement")) occurs and within one year of such Change in Control Event, the Participant's employment is terminated by the Company (or any successor) with "Cause" (as defined in the Employment Agreement) or by the Participant for "Good Reason" (as defined in the Employment Agreement), all unvested RSUs shall vest effective as of the Termination Date (as defined in the Employment Agreement.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award
Notice of Grant
Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award
Grant Notice, Notice of Grant, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs as set forth in t
...he Restricted Stock Unit Award Notice of Grant Notice provided that the Participant is providing service to is, and has been at all times since the Grant Date, an employee of the Company or an Affiliate on such vesting date. any other entity the employees of which are eligible to receive RSUs under the Plan (an "Eligible Participant"). Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. 1 (b) Except as otherwise set forth in this Agreement, Agreement and the Notice of Grant, if the Participant ceases to be providing services for any reason by the Company or by an Affiliate Eligible Participant (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, Notice of Grant, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect.
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Vesting of Award. (a)
Vesting Generally. Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock
equivalent equal to the number of RSUs as set forth in the
... Restricted Stock Unit Award Grant Notice vesting on such date provided that the Participant is employed or providing service to the Company or an Affiliate on such vesting date. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. (b) Termination of Continuous Service other than for Disability or Death. Except as otherwise set forth in this Agreement, Section 2(c) or 2(d), if the Participant ceases to be employed or providing services for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then then, as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect. 1 (c) Effect of Termination for Disability or upon Death. Notwithstanding Section 2(a), if the Participant's Termination is by reason of Disability or death, all unvested RSUs subject to this Agreement will become vested and nonforfeitable and the Participant shall be entitled to receive such number of shares of Common Stock equal to the number of RSUs vesting pursuant to this Section 2(c). Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of such Termination and in accordance with this Agreement and the Plan. (d) Effect of Termination following Change in Control. If a Change in Control occurs and the Participant incurs a Termination on or following such Change in Control, all unvested RSUs subject to this Agreement will become vested and nonforfeitable and the Participant shall be entitled to receive such number of shares of Common Stock equal to the number of RSUs vesting pursuant to this Section 2(d). Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of such Termination and in accordance with this Agreement and the Plan.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan.
On If the Award is also subject to the achievement of financial performance metrics, no portion of the Award or any underlying RSU will vest unless and until the Company's Compensation Committee has certified that the financial performance ...criteria set forth in the Restricted Stock Unit Award Grant Notice has been achieved. Thereafter, on each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs as set forth in opposite such vesting date, or the Restricted Stock Unit Award Grant Notice number of RSUs as determined based on the achievement of any financial performance metrics, provided that the Participant is employed, or providing service to to, the Company or an Affiliate on such vesting date. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of promptly following the applicable vesting date and in accordance with this Agreement and the Plan. (b) Except as otherwise set forth in this Agreement, if the Participant ceases to be employed, or providing services services, for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect. (c) In the event of a Change of Control (as provided for under the Plan and as defined under Section 11 of the Section 162(m) Incentive Plan), this Award shall fully vest and the Participant shall receive on the same day such event occurs such number of shares of Common Stock equivalent to the number of Restricted Stock Units subject to this Award which have not yet vested under this Agreement.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs
as set forth
in the Restricted Stock Unit Aw...ard Grant Notice opposite such vesting date provided that that, on such vesting date, the Participant is providing service to a director, Employee or Consultant of the Company or an Affiliate on such vesting date. Affiliate. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. The purchase price is $0.00001 per share payable if and when shares of Common Stock are issued by the Company, which payment will be made by the Company on behalf of the Participant as compensation for the Participant's prior service to the Company and which amount will be reported as income on the Participant's W-2 (or other applicable form) in the year of payment. (b) Except as otherwise set forth in this Agreement, if the Participant ceases to be providing services be, for any reason by reason, a director, Employee or Consultant of the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which such relationship is terminated with the Participant's employment or service terminates, Participant, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the
Vesting of Award provision of the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs
as set for...th in the Restricted Stock Unit Award Grant Notice provided that that, on such vesting date, the Participant is providing service to a director, Employee or Consultant of the Company or an Affiliate on such vesting date. Affiliate. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. The purchase price is $0.0001 per share payable if and when shares of Common Stock are issued by the Company, which payment will be made by the Company on behalf of the Participant as compensation for the Participant's prior service to the Company and which amount will be reported as income on the Participant's W-2 (or other applicable form) in the year of payment. (b) Except as otherwise set forth in this Agreement, Agreement or in the Restricted Stock Unit Award Grant Notice, if the Participant ceases to be providing services be, for any reason by reason, a director, Employee or Consultant of the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which such relationship is terminated with the Participant's employment or service terminates, Participant, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect.
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Vesting of Award. (a) Subject to the terms and conditions set forth in this Agreement and the Plan, the Award granted hereby shall vest as set forth in the Restricted Stock Unit Award Grant Notice and is subject to the other terms and conditions of this Agreement and the Plan. On each vesting date set forth in the Restricted Stock Unit Award Grant Notice, the Participant shall be entitled to receive such number of shares of Common Stock equivalent to the number of RSUs
as set forth
in the Restricted Stock Unit Aw...ard Grant Notice opposite such vesting date provided that the Participant is employed or providing service to the Company or an Affiliate on such vesting date. Such shares of Common Stock shall thereafter be delivered by the Company to the Participant within five days of the applicable vesting date and in accordance with this Agreement and the Plan. The purchase price is $0.001 per share payable if and when shares of Common Stock are issued by the Company, which payment will be made by the Company on behalf of the Participant as compensation for the Participant's prior service to the Company and which amount will be reported as income on the Participant's W-2 (or other applicable form) in the year of payment. (b) Except as otherwise set forth in this Agreement, if the Participant ceases to be employed or providing services for any reason by the Company or by an Affiliate (the "Termination") prior to a vesting date set forth in the Restricted Stock Unit Award Grant Notice, then as of the date on which the Participant's employment or service terminates, all unvested RSUs shall immediately be forfeited to the Company and this Agreement shall terminate and be of no further force or effect.
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