Vesting of Units Clause Example with 19 Variations from Business Contracts

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. 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 may 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) Change in Control. [Vesting of the Units scheduled to vest as may be accelerated during the term 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 described in Section 12(b)(1) Sections 12(b) and 12(c) of the Plan. 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 5. Notwithstanding the vesting and subsequent settlement of this Award, the Award and any Share issuances or payments made hereunder shall remain subject to the provisions of Section 16(i) of the Plan. (a)Scheduled Vesting. If you remain... a Service Provider continuously from the Grant Date specified on the cover page of this Agreement, Agreement and in compliance with the terms of Exhibit 1, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) Accelerated or Continued (b)Accelerated 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) (1)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) – Executives (2019 Plan – October 11, 2022 Grant) Page 2 (3) Change (2)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) 12 of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) shall apply, including those providing for benefits upon termination 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, subject to your continued compliance with Exhibit 1. (3)Retirement. If, due to Retirement, your Service terminates at least twelve (12) months after the Grant Date and prior to the final Scheduled Vesting Date, then all of the unvested Units shall immediately vest in full. as of such termination date, subject to your continued compliance with Exhibit 1. For this purpose, (i) Retirement means any termination of employment (other than by the Company for Cause or due to death or Disability) at or after age sixty-five (65) or at or after age fifty-five (55) with ten (10) or more years of continuous Service to the Company and its Affiliates, with Service measured from your most recent date of hire and (ii) If this Award is any period of service to an entity prior to such entity becoming an Affiliate will 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. count towards your Service measurement. 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 Notwithstanding Section 4(a), vesting and exercisability of outstanding the Units will subject to this Award may 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 described in Sections 12(b) and 12(c) of the unvested Units shall vest as of such termination date. (2) Disability. If your Service terminates prior to Plan, and at 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) discretion 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 Committee 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 accordance with 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) 3(b)(2) 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 5. Notwithstanding the vesting and subsequent settlement of this Award, the Award and any Share issuances or payments made hereunder shall remain subject to the provisions of Section 16(i) of the Plan. (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) Accelerated or Continued (b)Accelerated 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) (1)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) – Executives (2019 Plan – October 12, 2021 Grant) Page 2 (3) Change 2US.134780092.02 (2)Change in Control. If a Change in Control occurs while you continue to be a an 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) 12 of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) shall apply, including those providing for benefits upon termination of Section 2(g) Service for Good Reason. (3)Retirement. If, due to Retirement, your Service terminates at least twelve (12) months after the Grant Date and prior to the final Scheduled Vesting Date, then all 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 as of such termination date. For this Award is not continued, assumed purpose, Retirement means any termination of employment (other than by the Company for Cause or replaced in connection due to death or Disability) at or after age sixty-five (65) or at or after age fifty-five (55) with a Change in Control that constitutes a Corporate Transaction, then all unvested Units shall immediately vest in full upon ten (10) or more years of continuous Service to the occurrence Company and its Affiliates, with Service measured from your most recent date 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. hire. 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 All unvested Units shall vest as in full upon the occurrence 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 that 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. Provider. 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 Change in Control. [In the final Scheduled Vesting event of a Change in Control which occurs within six (6) months following the Grant Date due to your death, then all of the this Award, 50% of unvested Units shall vest as upon the occurrence of such termination date. a Change in Control that occurs while you continue to be a Service Provider. All unvested Units shall in full vest upon the occurrence of a Change in Control that occurs following six months from your Grant Date while you continue to be a Service Provider.] [All unvested Units shall vest in full upon the occurrence of a Change in Control that occurs while you continue to be a Service Provider.] (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) 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 3. Notwithstanding the vesting and subsequent settlement of this Award, it shall remain subject to the provisions of Section 17 of the Plan. a)Scheduled Vesting. If you remain a Service Provider continuously from the Grant Date specified... on the cover page of this Agreement, Date, then the Units will vest in the amounts and on the Scheduled Vesting Dates specified in the Vesting Schedule. (b) Accelerated 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) (1)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 (2)Termination by the Company without Cause or Voluntarily by You for Good Reason. If your Service is terminated by the Company without Cause or voluntarily by you for Good Reason in accordance with the procedures set forth in [your [Amended and Restated] Employment and Noncompetition Agreement (2020 dated [ ] (the "Employment Agreement")][the Plan] prior to the final Scheduled Vesting Date, all of the unvested Units shall vest as of such termination Restricted Stock Unit Agreement (2017 Equity Incentive Plan) Page 2 (3) Change date. For purposes of this Agreement, "Cause" and "Good Reason" are each as defined in [your Employment Agreement][the Plan]. (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, (i)If, within 12 24 months after a Change of Control (A) described in paragraphs (1) (i) or (2) (ii) of Section 2(g) 2(f) of the Plan or (B) that constitutes a Corporate Transaction as defined in paragraph (3) (iii) of Section 2(g) 2(f) 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 a termination for reasons other than by the Company without Cause or a resignation voluntarily by you for Good Reason, Reason in accordance with the procedures set forth in [your Employment Agreement][the Plan], then all unvested Units shall immediately vest in full. (ii) If full upon such termination. (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 (iii)For purposes of this Section 4(b)(3), 3(b)(3), this Award will be considered assumed or replaced under the circumstances specified in Section 12(b)(1) 12(b)(i) of the Plan. View More

Vesting of Units. For purposes of this Agreement, "Vesting Date" means any date, including the Scheduled Vesting Dates Date 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 Notwithstanding the vesting and subsequent settlement of this Award, the Award and any Share issuances or payments made hereunder shall remain subject to the provisions of Section 16(i) of the Plan. (a)Scheduled Vesting. If you rema...in 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) Accelerated or Continued Date. (b)Accelerated Vesting. The vesting of outstanding Units will be accelerated or continued under the circumstances provided below: (1) Death. (1)Death or Disability. If your Service terminates prior to the final Scheduled Vesting Date due to your death, death or Disability, 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 (2)Change in Control. If a Change in Control occurs while you continue to be a your Service Provider continues 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) then all 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 as of the date of the consummation of such 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