Grouped Into 13 Collections of Similar Clauses From Business Contracts
This page contains Vesting of Units clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the Scheduled Vesting Dates specified in the Vesting Schedule on the cover page of this Agreement, on which Units subject to this Agreement vest as provided in this Section 4. (a) Scheduled Vesting. If you remain a Service Provider continuously from the Grant Date specified on the cover page of this Agreement, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) A...ccelerated or Continued Vesting. The vesting of outstanding Units will be accelerated or continued under the circumstances provided below: (1) Death. If your Service terminates prior to the final Scheduled Vesting Date due to your death, then all of the unvested Units shall vest as of such termination date. (2) Disability. If your Service terminates prior to the final Scheduled Vesting Date due to your Disability, then a pro rata portion (based on the number of days during which you were a Service Provider since the most recent Scheduled Vesting Date (or since the Grant Date if there was no previous Scheduled Vesting Date) as a percentage of 365) of the Units scheduled to vest as of the next Scheduled Vesting Date shall vest as of such termination date. RSU Agreement (2020 Equity Incentive Plan) Page 2 (3) Change in Control. If a Change in Control occurs while you continue to be a Service Provider and prior to the final Scheduled Vesting Date, the following provisions shall apply: (i) If, within 12 months after a Change of Control (A) described in paragraphs (1) or (2) of Section 2(g) of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) of Section 2(g) of the Plan and in connection with which the surviving or acquiring entity (or its parent entity) has continued, assumed or replaced this Award, you cease to be a Service Provider due either to an involuntary termination for reasons other than Cause or a resignation for Good Reason, then all unvested Units shall immediately vest in full. (ii) If this Award is not continued, assumed or replaced in connection with a Change in Control that constitutes a Corporate Transaction, then all unvested Units shall immediately vest in full upon the occurrence of the Change in Control. (iii) For purposes of this Section 4(b)(3), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) of the Plan.View More
Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the Scheduled Vesting Dates specified in the Vesting Schedule on the cover page of this Agreement, on which Units subject to this Agreement vest as provided in this Section 4. Notwithstanding the vesting and subsequent settlement of this Award, it shall remain subject to the provisions of Section 9 of this Agreement. (a) Scheduled Vesting. If you remain a Service Provider continuously from the Grant Date specified on the co...ver page of this Agreement, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) Accelerated or Continued Vesting. The vesting of outstanding Units will be accelerated or continued under the circumstances provided below: (1) Death. If your Service terminates prior to the final Scheduled Vesting Date due to your death, then all of the unvested Units shall vest as of such termination date. (2) Death or Disability. If your Service terminates prior to the final Scheduled Vesting Date due to your death or Disability, then a pro rata portion (based on the number of days during which you were a Service Provider since the most recent Scheduled Vesting Date (or since the Grant Date if there was no previous Scheduled Vesting Date) as a percentage of 365) all of the unvested Units scheduled to vest as of the next Scheduled Vesting Date shall vest as of such termination date. RSU Agreement (2020 Equity Incentive Plan) Page 2 (2) Retirement. If your Service terminates prior to the final Scheduled Vesting Date due to your Approved Retirement (as defined in Section 10 below), then all of the unvested Units shall vest as of such termination date, except that no unvested Units shall vest pursuant to this Section 4(b)(2) if less than one year has elapsed from the Grant Date to the date of termination of Service. (3) Termination without Cause or for Good Reason. If your Service terminates prior to the final Scheduled Vesting Date due to your termination by the Company without Cause, or is terminated by you for Good Reason (as defined in Section 10 below) (excluding any such termination or resignation in connection with a Change in Control as described in Section 4(b)(4) below), then all of the unvested Units shall vest as of such termination date, except that no unvested Units shall vest pursuant to this Section 4(b)(3) if less than one year has elapsed from the Grant Date to the date of termination of Service. (4) Change in Control. If a Change in Control occurs while you continue to be a Service Provider and prior to the final Scheduled Vesting Date, the following provisions shall apply: (i) If, within 12 twenty-four (24) months after a Change of in Control (A) described in paragraphs (1) or (2) of Section 2(g) of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) of Section 2(g) of the Plan and in connection with which the surviving or acquiring successor entity (or its parent entity) Parent) has continued, assumed or replaced this Award, you cease to be a Service Provider due either to experience an involuntary termination of Service for reasons other than Cause or a resignation you terminate your Service for Good Reason, then all unvested Units shall immediately vest in full. full as of such termination date. (ii) If this Award is not continued, assumed or replaced in connection with a Change in Control that constitutes a Corporate Transaction, then all unvested Units shall immediately vest in full upon immediately prior to the occurrence effective time of the Change in Control. Corporate Transaction. (iii) For purposes of this Section 4(b)(3), 4(b)(4), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) of the Plan. View More
Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the Scheduled Vesting Dates specified in the Vesting Schedule on the cover page of this Agreement, on which Units subject to this Agreement vest as provided in this Section 4. (a) Scheduled Vesting. If you remain a Service Provider continuously from the Grant Date specified on the cover page of this Agreement, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) A...ccelerated or Continued Vesting. The vesting of outstanding Units will be accelerated or continued under the circumstances provided below: (1) Death. If your Service terminates prior to the final Scheduled Vesting Date due to your death, then all of the unvested Units shall vest as of such termination date. (2) Disability. If your Service terminates prior to the final Scheduled Vesting Date due to your Disability, then a pro rata portion (based on the number of days during which you were a Service Provider since the most recent Scheduled Vesting Date (or since the Grant Date if there was no previous Scheduled Vesting Date) as a percentage of 365) of the Units scheduled to vest as of the next Scheduled Vesting Date shall vest as of such termination date. RSU Agreement (2020 Equity Incentive Plan) Page 2 (3) Change in Control. If a Change in Control occurs while you continue to be a Service Provider and prior to the final Scheduled Vesting Date, the following provisions shall apply: (i) If, within 12 months after a Change of Control (A) described in paragraphs (1) or (2) of Section 2(g) of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) of Section 2(g) of the Plan and in connection with which the surviving or acquiring entity (or its parent entity) has continued, assumed or replaced this Award, you cease to be a Service Provider due either to an involuntary termination for reasons other than Cause or a resignation for Good Reason, then all unvested Units shall immediately vest in full. (ii) If this Award is not continued, assumed or replaced in connection with a Change in Control that constitutes a Corporate Transaction, then all unvested Units shall immediately vest in full upon the occurrence of the Change in Control. (iii) For purposes of this Section 4(b)(3), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) of the Plan.View More
Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the Scheduled Vesting Dates specified in the Vesting Schedule on the cover page of this Agreement, on which Units subject to this Agreement vest as provided in this Section 4. (a) Scheduled Vesting. If you remain a Service Provider continuously from the Grant Date specified on the cover page of this Agreement, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) A...ccelerated or Continued Vesting. The vesting Vesting of outstanding the Units will may be accelerated or continued during the term of the Award under the circumstances provided below: (1) Death. If your Service terminates prior to the final Scheduled Vesting Date due to your death, then all of the unvested Units shall vest as of such termination date. (2) Disability. If your Service terminates prior to the final Scheduled Vesting Date due to your Disability, then a pro rata portion (based on the number of days during which you were a Service Provider since the most recent Scheduled Vesting Date (or since the Grant Date if there was no previous Scheduled Vesting Date) as a percentage of 365) of the Units scheduled to vest as of the next Scheduled Vesting Date shall vest as of such termination date. RSU Agreement (2020 Equity Incentive Plan) Page 2 (3) Change in Control. If a Change in Control occurs while you continue to be a Service Provider and prior to the final Scheduled Vesting Date, the following provisions shall apply: (i) If, within 12 months after a Change of Control (A) described in paragraphs (1) or (2) of Section 2(g) of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) of Section 2(g) of the Plan Sections 3(b)(2), 12(b) and in connection with which the surviving or acquiring entity (or its parent entity) has continued, assumed or replaced this Award, you cease to be a Service Provider due either to an involuntary termination for reasons other than Cause or a resignation for Good Reason, then all unvested Units shall immediately vest in full. (ii) If this Award is not continued, assumed or replaced in connection with a Change in Control that constitutes a Corporate Transaction, then all unvested Units shall immediately vest in full upon the occurrence of the Change in Control. (iii) For purposes of this Section 4(b)(3), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) 12(c) of the Plan. View More
Vesting of Units. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice. For purposes of determining the number of Vested Units following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after the Ownership Change Event.
Vesting of Units. 5.1 Units acquired pursuant to this Agreement shall vest and become Vested Units "Vested Units" as provided in the Grant Notice. Notice and Exhibit A to this Agreement. For purposes of determining the number of Vested Units that are vested following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after the Owne...rship Change Event. View More
Vesting of Units. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Award Notice. Dividend Equivalent Units shall become Vested Units at the same time as the RSUs originally subject to the Award with respect to which they have been credited. For purposes of determining the number of Vested Units following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company participating company at the time the Servic...e is rendered, whether or not such corporation is a Participating Company participating company both before and after the Ownership Change Event. View More
Vesting of Units. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice. Dividend Equivalent Units shall become Vested Units at the same time as the Restricted Stock Units originally subject to the Award with respect to which they have been credited. For purposes of determining the number of Vested Units following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rende...red, whether or not such corporation is a Participating Company both before and after the Ownership Change Event. View More
Vesting of Units. 4.1 Scheduled Vesting. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice, and shall be settled as soon as practicable, and no later than the fifteenth day of the third month following, the Scheduled Vesting Date, in each case, subject to the Participant's continuous provision of Service from the Date of Grant through the applicable Scheduled Vesting Date, and the Participant's continuous compliance from the Date of Grant through the settlement da...te of the Vested Units with the following: [insert any additional vesting criteria] (the "Agreement Conditions") . 4.2 [Insert any applicable additional vesting provisions] 5. Company Reacquisition Right. 5.1 Grant of Company Reacquisition Right. In the event that the Participant's Service terminates for any reason or no reason, with or without Cause, or upon the Participant's breach of the Agreement Conditions, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination or breach, as the case may be, Vested Units ("Unvested Units"), and the Participant shall not be entitled to any payment therefor (the "Company Reacquisition Right"). In the event that the Participant breaches any of the Agreement Conditions prior to the settlement of any Vested Units, the Participant shall forfeit and the Company shall automatically reacquire all such Units pursuant to the Company Reacquisition Right and the Participant shall not be entitled to any payment therefor. 5.2 Ownership Change Event, Non-Cash Dividends, Distributions and Adjustments. Upon the occurrence of an Ownership Change Event, a dividend or distribution to the stockholders of the Company paid in shares of Stock or other property, or any other adjustment upon a change in the capital structure of the Company as described in Section 9, any and all new, substituted or additional securities or other property (other than regular, periodic cash dividends paid on Stock pursuant to the Company's dividend policy) to which the Participant is entitled by reason of the Participant's ownership of Unvested Units shall be immediately subject to the Company Reacquisition Right and included in the terms "Units" and "Unvested Units" for all purposes of the Company Reacquisition Right with the same force and effect as the Unvested Units immediately prior to the Ownership Change Event, dividend, distribution or adjustment, as the case may be. For purposes of determining the number of Vested Units following an Ownership Change Event, dividend, distribution or adjustment, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after any such event.View More
Vesting of Units. 4.1 Scheduled Vesting. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice, and Notice. Dividend Equivalent Units shall be settled become Vested Units at the same time as soon as practicable, and no later than the fifteenth day of the third month following, the Scheduled Vesting Date, in each case, Restricted Stock Units originally subject to the Participant's continuous provision Award with respect to which they have been credited. For purposes of...Service from determining the Date number of Grant through the applicable Scheduled Vesting Date, and the Participant's continuous compliance from the Date of Grant through the settlement date of the Vested Units following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the following: [insert any additional vesting criteria] (the "Agreement Conditions") . 4.2 [Insert any applicable additional vesting provisions] time the Service is rendered, whether or not such corporation is a Participating Company both before and after the Ownership Change Event. 2 5. Company Reacquisition Right. COMPANY REACQUISITION RIGHT. 5.1 Grant of Company Reacquisition Right. In Except to the extent otherwise provided by the Superseding Agreement, if any, in the event that the Participant's Service terminates for any reason or no reason, with or without Cause, or upon the Participant's breach of the Agreement Conditions, cause, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination or breach, as the case may be, termination, Vested Units ("Unvested Units"), and the Participant shall not be entitled to any payment therefor (the "Company Reacquisition Right"). In the event that the Participant breaches any of the Agreement Conditions prior to the settlement of any Vested Units, the Participant shall forfeit and the Company shall automatically reacquire all such Units pursuant to the Company Reacquisition Right and the Participant shall not be entitled to any payment therefor. 5.2 Ownership Change Event, Non-Cash Dividends, Distributions and Adjustments. Upon the occurrence of an Ownership Change Event, a dividend or distribution to the stockholders of the Company paid in shares of Stock or other property, or any other adjustment upon a change in the capital structure of the Company as described in Section 9, any and all new, substituted or additional securities or other property (other than regular, periodic cash dividends paid on Stock pursuant to the Company's dividend policy) policy, which shall be treated in accordance with Section 3.3) to which the Participant is entitled by reason of the Participant's ownership of Unvested Units shall be immediately subject to the Company Reacquisition Right and included in the terms "Units" and "Unvested Units" for all purposes of the Company Reacquisition Right with the same force and effect as the Unvested Units immediately prior to the Ownership Change Event, dividend, distribution or adjustment, as the case may be. For purposes of determining the number of Vested Units following an Ownership Change Event, dividend, distribution or adjustment, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after any such event. View More
Vesting of Units. 4.1 Scheduled Vesting. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice, and Notice. Dividend Equivalent Units shall be settled become Vested Units at the same time as soon as practicable, and no later than the fifteenth day of the third month following, the Scheduled Vesting Date, in each case, Restricted Stock Units originally subject to the Participant's continuous provision Award with respect to which they have been credited. For purposes of...Service from determining the Date number of Grant through the applicable Scheduled Vesting Date, and the Participant's continuous compliance from the Date of Grant through the settlement date of the Vested Units following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the following: [insert any additional vesting criteria] (the "Agreement Conditions") . 4.2 [Insert any applicable additional vesting provisions] time the Service is rendered, whether or not such corporation is a Participating Company both before and after the Ownership Change Event. 2 5. Company Reacquisition Right. 5.1 Grant of Company Reacquisition Right. In Except to the extent otherwise provided by the Superseding Agreement, if any, in the event that the Participant's Service terminates for any reason or no reason, with or without Cause, or upon the Participant's breach of the Agreement Conditions, cause, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination or breach, as the case may be, termination, Vested Units ("Unvested Units"), and the Participant shall not be entitled to any payment therefor (the "Company Reacquisition Right"). In the event that the Participant breaches any of the Agreement Conditions prior to the settlement of any Vested Units, the Participant shall forfeit and the Company shall automatically reacquire all such Units pursuant to the Company Reacquisition Right and the Participant shall not be entitled to any payment therefor. 5.2 Ownership Change Event, Non-Cash Dividends, Distributions and Adjustments. Upon the occurrence of an Ownership Change Event, a dividend or distribution to the stockholders of the Company paid in shares of Stock or other property, or any other adjustment upon a change in the capital structure of the Company as described in Section 9, any and all new, substituted or additional securities or other property (other than regular, periodic cash dividends paid on Stock pursuant to the Company's dividend policy) policy, which shall be treated in accordance with Section 3.3) to which the Participant is entitled by reason of the Participant's ownership of Unvested Units shall be immediately subject to the Company Reacquisition Right and included in the terms "Units" and "Unvested Units" for all purposes of the Company Reacquisition Right with the same force and effect as the Unvested Units immediately prior to the Ownership Change Event, dividend, distribution or adjustment, as the case may be. For purposes of determining the number of Vested Units following an Ownership Change Event, dividend, distribution or adjustment, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after any such event. View More
Vesting of Units. 4.1 Scheduled Vesting. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice, and Notice. Dividend Equivalent Units shall be settled become Vested Units at the same time as soon as practicable, and no later than the fifteenth day of the third month following, the Scheduled Vesting Date, in each case, Restricted Stock Units originally subject to the Participant's continuous provision Award with respect to which they have been credited. For purposes of...Service from determining the Date number of Grant through the applicable Scheduled Vesting Date, and the Participant's continuous compliance from the Date of Grant through the settlement date of the Vested Units following an Ownership Change Event, credited Service shall include all Service with any corporation which is a Participating Company at the following: [insert any additional vesting criteria] (the "Agreement Conditions") . 4.2 [Insert any applicable additional vesting provisions] time the Service is rendered, whether or not such corporation is a Participating Company both before and after the Ownership Change Event. 2 5. Company Reacquisition Right. COMPANY REACQUISITION RIGHT. 5.1 Grant of Company Reacquisition Right. In Except to the extent otherwise provided by the Superseding Agreement, if any, in the event that the Participant's Service terminates for any reason or no reason, with or without Cause, or upon the Participant's breach of the Agreement Conditions, cause, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination or breach, as the case may be, termination, Vested Units ("Unvested Units"), and the Participant shall not be entitled to any payment therefor (the "Company Reacquisition Right"). In the event that the Participant breaches any of the Agreement Conditions prior to the settlement of any Vested Units, the Participant shall forfeit and the Company shall automatically reacquire all such Units pursuant to the Company Reacquisition Right and the Participant shall not be entitled to any payment therefor. 5.2 Ownership Change Event, Non-Cash Dividends, Distributions and Adjustments. Upon the occurrence of an Ownership Change Event, a dividend or distribution to the stockholders of the Company paid in shares of Stock or other property, or any other adjustment upon a change in the capital structure of the Company as described in Section 9, any and all new, substituted or additional securities or other property (other than regular, periodic cash dividends paid on Stock pursuant to the Company's dividend policy) policy, which shall be treated in accordance with Section 3.3) to which the Participant is entitled by reason of the Participant's ownership of Unvested Units shall be immediately subject to the Company Reacquisition Right and included in the terms "Units" and "Unvested Units" for all purposes of the Company Reacquisition Right with the same force and effect as the Unvested Units immediately prior to the Ownership Change Event, dividend, distribution or adjustment, as the case may be. For purposes of determining the number of Vested Units following an Ownership Change Event, dividend, distribution or adjustment, credited Service shall include all Service with any corporation which is a Participating Company at the time the Service is rendered, whether or not such corporation is a Participating Company both before and after any such event. View More
Vesting of Units. Units acquired pursuant to this Agreement shall become Vested Units as provided in the Grant Notice. Dividend Equivalent Units shall become Vested Units at the same time as the Restricted Stock Units originally subject to the Award with respect to which they have been credited.
Vesting of Units. Units acquired pursuant to this Agreement shall become Vested Units or Vestable Units as provided in the Grant Notice. Dividend Equivalent Units shall become Vested Units at the same time as the Restricted Stock Units originally subject to the Award with respect to which they have been credited.
Vesting of Units. The Units acquired pursuant to this Agreement shall vest and become Vested Units as provided in the Grant Notice. Dividend Equivalent Units shall become Vested Units at the same time as the Restricted Stock Units originally subject to the Award with respect to which they have been credited.
Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the scheduled vesting dates specified in the Vesting Schedule on the cover page to this Agreement, on which Units subject to this Agreement vest as provided in this Section 2. (a) Scheduled Vesting. So long as your Service (as defined in Section 11 of this Agreement) to the Company and its Affiliates has not ended, the Units will vest and become non-forfeitable as specified in the Vesting Schedule on the cover page to this ...Agreement. (b) Accelerated Vesting Upon Change in Control. The vesting of the Units shall be automatically accelerated immediately prior to a Change in Control. (c) Effect of Termination of Service. Except as otherwise provided in accordance with Section 2(b) above, if your Service ends for any reason prior to the vesting of all Units, then this Agreement shall terminate and all remaining unvested Units shall be forfeited; provided, that, the Company shall remain obligated to issue and deliver to you any Shares in payment and settlement of any Units that have vested in accordance with Section 2 prior to the date of such termination; provided, further, that upon the termination of the Agreement, dated as of November 18, 2019, by and between Grantee and the Company (the "License Agreement") by Grantee in accordance with the terms thereof, all unvested Units shall be automatically accelerated.View More
Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the scheduled vesting dates specified in the Vesting Schedule on the cover page to this Agreement, on which Units subject to this Agreement vest as provided in this Section 2. (a) Scheduled Vesting. So long as your Service (as defined in Section 11 of this Agreement) the Plan) to the Company and its Affiliates has not ended, the Units will vest and become non-forfeitable as specified in the Vesting Schedule on the cover pag...e to this Agreement. (b) Accelerated Vesting Upon Change in Control. or Continued Vesting. The vesting of the Units shall may be automatically accelerated immediately prior to a Change under the circumstances described in Control. Section 12 of the Plan, and at the discretion of the Committee in accordance with Section 3(b)(2) of the Plan. (c) Effect of Termination of Service. Except as otherwise provided in accordance with Section 2(b) above, if your Service ends for any reason prior to the vesting of all Units, then this Agreement shall terminate and all remaining unvested Units shall be forfeited; provided, that, the Company shall remain obligated to issue and deliver to you any Shares in payment and settlement of any Units that have vested in accordance with Section 2 prior to the date of such termination; provided, further, that upon the termination of the Agreement, dated as of November 18, 2019, by and between Grantee and the Company (the "License Agreement") by Grantee in accordance with the terms thereof, all unvested Units shall be automatically accelerated. forfeited. View More
Vesting of Units. (a)Upon the vesting of the Award, as described in this Paragraph, the Company shall deliver for each Restricted Stock Unit that becomes vested, one share of Company Stock based on continued employment; provided, however, that the Company shall withhold from the Grantee at the time of delivery of the Company Stock the amount that the Company determines necessary to pay applicable withholding taxes as and to the extent provided in Paragraph 10 below. The Company Stock shall be delivered as soon as... practicable following the vesting date or event set forth below, but in any case within 30 days after such date or event. 3Form of WEX Inc. Restricted Stock Unit Agreement under the WEX Inc. 2019 Equity and Incentive Plan (b) Subject to Paragraphs 3(c) and (d) and Paragraph 4, (i) the Restricted Stock Units shall vest on the Vesting Date set forth on the attached Memorandum so long as the Grantee remains employed with the Company or its subsidiaries through such Vesting Date and (ii) of such Restricted Stock Units eligible for vesting as determined under clause (i), 1/3 of such Restricted Stock Units shall become vested and payable to the Grantee on each of the first three anniversaries of the Grant Date, in each case so long as the Grantee remains employed with the Company or its subsidiaries through each such vesting date. (c)Notwithstanding Paragraph 3(b), upon the Grantee's death, then the Award shall become immediately and fully vested as to the number of Restricted Stock Units set forth in the Memorandum that have not yet vested pursuant to Paragraph 3(b), subject to any terms and conditions set forth in the Plan or imposed by the Compensation Committee of the Board of Directors (the "Committee"). (d)Notwithstanding Paragraph 3(b), upon a "Change in Control" of the Company, if the surviving entity does not agree to assume the obligations set forth in the Agreement, then the Award shall become immediately and fully vested, subject to any terms and conditions set forth in the Plan or imposed by the Committee. "Change in Control" shall have the meaning set forth in the Plan.View More
Vesting of Units. (a)Upon (a) Upon the vesting of the Award, as described in this Paragraph, Section, the Company shall deliver for each Restricted Stock Unit that becomes vested, one (1) share of Company Stock based on continued employment; provided, however, that the Company shall withhold from the Grantee at the time of delivery of the Company Stock the amount that the Company determines necessary to pay applicable withholding taxes as and to the extent provided in Paragraph 10 below. Stock. The Company Stock ...shall be delivered as soon as practicable following the each vesting date or event set forth below, but in any case within 30 days after such date or event. 3Form of WEX Inc. Restricted Stock Unit Agreement under the WEX Inc. 2019 Equity and Incentive Plan (b) Subject to Paragraphs Paragraph 3(c) and (d) and Paragraph 4, (i) the vesting of the Restricted Stock Units shall vest on the Vesting Date be as set forth on in the attached Memorandum so long as the Grantee remains employed with the Company or its subsidiaries through such Vesting Date and (ii) of such Restricted Stock Units eligible for vesting as determined under clause (i), 1/3 of such Restricted Stock Units shall become vested and payable to the Grantee on each of the first three anniversaries of the Grant Date, Memorandum, in each case so long as the Grantee remains employed with with, or continues to provide services as a director to, the Company or its subsidiaries through each such vesting date. (c)Notwithstanding (c) Notwithstanding Paragraph 3(b), upon the Grantee's death, then the Award shall become immediately and fully vested as to the number of Restricted Stock Units set forth in the Memorandum that have not yet vested pursuant to Paragraph 3(b), vested, subject to any terms and conditions set forth in the Plan or imposed by the Compensation Committee of the Board of Directors (the "Committee"). (d)Notwithstanding Paragraph 3(b), upon a "Change in Control" of the Company, if the surviving entity does not agree to assume the obligations set forth in the Agreement, then the Award shall become immediately and fully vested, subject to any terms and conditions set forth in the Plan or imposed by the Committee. "Change in Control" shall have the meaning set forth in the Plan.View More
Vesting of Units. Subject to section 4 below, the interest of the Employee in the Units shall vest on March 1, 20__ (the "Vesting Date"), conditioned upon the Employee's continued employment with the Company or an Affiliated Employer as of the Vesting Date, and the achievement of the performance goals established by the Committee and set forth in the Employee's grant statement. In the event of the Employee's Termination of Employment with the Company or an Affiliated Employer for any reason other than as set fort...h in section 4, unvested Units shall be forfeited. A transfer of Employee's employment among the Company and any Affiliated Employer shall not be treated as a Termination of 1 Employment hereunder. Vesting in Units is subject to the Committee's exercise of downward discretion to reduce the amounts earned on achievement of performance goals. As a condition of the Employee's right to vest in the Units, the Employee shall be required to execute and comply with any Mastercard LTIP Non-Competition Agreement that the Company requires for the Employee to be eligible to participate in the Plan, and to execute any other documents required by the Committee pursuant to this Agreement. If the Employee has not executed and delivered to the Company any such required Mastercard LTIP Non-Competition Agreement by the date required by the Company, which will in no event be later than the Vesting Date or such earlier vesting event pursuant to section 4(c)(ii) below, the unvested Units shall be forfeited.View More
Vesting of Units. Subject to section 4 below, the interest of the Employee in the Units shall vest on March 1, 20__ (the "Vesting Date"), conditioned upon the Employee's continued employment with the Company or an Affiliated Employer as of the Vesting Date, and the achievement of the performance goals established by the Committee and set forth in the Employee's grant statement. In the event of the Employee's Termination of Employment with the Company or an Affiliated Employer for any reason other than as set fort...h in section 4, unvested Units shall be forfeited. A transfer of Employee's employment among the Company and any Affiliated Employer shall not be treated as a Termination of 1 Employment hereunder. Vesting in Units is subject to the Committee's exercise of downward discretion to reduce the amounts earned on achievement of performance goals. As a condition of the Employee's right to vest in the Units, the Employee shall be required to execute and comply with any Mastercard LTIP Non-Competition Agreement that the Company requires for the Employee to be eligible to participate in the Plan, and to execute any other documents required by the Committee pursuant to this Agreement. If the Employee has not executed and delivered to the Company any such required Mastercard LTIP Non-Competition Agreement by the date required by the Company, which will in no event be later than the Vesting Date or such earlier vesting event pursuant to section 4(c)(ii) below, the unvested Units shall be forfeited. 1 3. Form and Timing of Payment. (a) Payment Date. Except as otherwise provided in section 4(a) or 4(c)(ii) below, on the first anniversary of the Vesting Date, March 1, 2026 (or if such date is not a business day, then on the first business day thereafter) (the "Payment Date"), the Company shall pay to the Employee a number of Common Shares equal to the aggregate number of Units determined to have been earned based on achievement of the performance goals. (b) Treatment of Vested Units. Between the Vesting Date and the Payment Date (the "Deferral Period"), the number of Units determined to have been earned ("Vested Units") will be fully vested and nonforfeitable by the Employee, subject to section 9 below. In any case under this Agreement where the Deferral Period applies, such Vested Units will accrue dividend equivalents, consisting of a cash amount equal to the number of Vested Units held by the Employee times any per share dividend payment made to holders of the Company's Common Shares during the Deferral Period. Such dividend equivalents will be paid to the Employee in cash on the Payment Date, along with the Common Shares distributable pursuant to section 3(a), except as otherwise provided in section 4(a) or 4(c)(ii) below. Vested Units will count as Common Shares for purpose of the Employee's compliance with the Company's stock ownership requirement. For purposes of this Agreement, "Vested Units" shall include Units that vest at target pursuant to sections 4(a) or 4(c). (c) Cash Settlement. Notwithstanding section 3(a) or (b) above, the Company may, in its sole discretion, settle the Units in the form of a cash payment to the extent settlement in Common Shares is prohibited under local law, or would require the Employee, the Company and/or the Employer to obtain the approval of any governmental and/or regulatory body in the Employee's country of residence (or country of employment, if different). Alternatively, the Company may, in its sole discretion, settle the Units in the form of Common Shares but require the Employee to immediately sell such Common Shares (in which case, this Agreement shall give the Company the authority to issue sales instructions on behalf of the Employee). View More
Vesting of Units. So long as the Participant remains in Service, one-fourth (1/4) of the Units will be deemed to become "Vested Units" on the first anniversary of date of this Agreement and one-forty-eighth (1/48) of the Units will become Vested Units on each monthly anniversary of the date of this agreement thereafter. Vesting of the Units upon a Change in Control while in Service of the Company shall be determined as provided in Article 15 of the Plan. Notwithstanding any other provision of this Award Agreement..., no portion of this Award shall vest unless and until stockholder approval of the Plan is obtained.View More
Vesting of Units. So long as the Participant remains in Service, one-fourth (1/4) of the Units will be deemed to become "Vested Units" on the first anniversary of date of this Agreement and one-forty-eighth (1/48) of the Units will become Vested Units on each monthly anniversary of the date of this agreement thereafter. Agreement. Vesting of the Units upon a Change in Control while in Service of the Company shall be determined as provided in Article 15 of the Plan. Notwithstanding any other provision of this Awar...d Agreement, no portion of this Award shall vest unless and until stockholder approval of the Plan is obtained. View More
Vesting of Units. 4.1Normal Vesting. Except as otherwise provided by this Agreement, Eligible Units shall vest and become Vested Units as provided in the Grant Notice. 4.2Effect of Termination of Service upon Vesting. Except as provided by Section 4.4 or a Superseding Agreement, if any, if the Participant's Service terminates for any reason, all Units subject to the Award which have not become Vested Units as of the time of such termination of Service shall be subject to the Company Reacquisition Right (as define...d by Section 5.1). 4.3Effect of a Change in Control. In the event of a Change in Control, the number of Eligible Units shall be determined in accordance with Section 8.2. 4.4Vesting Upon Termination Upon a Change in Control. In the event of the Participant's "Termination Upon a Change in Control" (as defined by the Extreme Networks, Inc. Executive Change in Control Severance Plan, as amended or its successor (the "Change in Control Plan"), the vesting of Eligible Units shall be determined in accordance with Section 8.3.View More
Vesting of Units. 4.1Normal Vesting. Except as otherwise provided by this Agreement, Eligible Earned Units shall vest and become Vested Units as provided in the Grant Notice. 4.2Effect of Termination of Service upon Vesting. Except as provided by Section 4.4 or a Superseding Agreement, if any, if the Participant's Service terminates for any reason, all Units subject to the Award which have not become Vested Units as of the time of such termination of Service shall be subject to the Company Reacquisition Right (as... defined by Section 5.1). 4.3Effect of 4.3Vesting Upon a Change in Control. In the event of a Change in Control, the number vesting of Eligible Earned Units shall be determined in accordance with Section 8.2. 8.1. 4.4Vesting Upon Termination Upon a Change in Control. In the event of the Participant's "Termination Upon a Change in Control" (as defined by the the Extreme Networks, Inc. Executive Change in Control Severance Plan, as amended or its successor (the "Change in Control Plan"), the vesting of Eligible Earned Units subject to a Time-Vesting Unit Award shall be determined in accordance with Section 8.3. 8.2. View More