Vesting Clause Example from Business Contracts

Vesting. This Award shall vest in full on the Vesting Date set forth above provided the Participant is continuously employed by a member of the Premier Group. Notwithstanding the foregoing: (a) In the event that a Participant terminates employment due to being a Good Leaver (as defined below), the Participant shall immediately vest in a portion of the Award equal to the number of Award Shares granted times a fraction, the numerator of which is the number of days of active service elapsed since the Grant ...Date and the denominator of which is 1,095. A Participant is a "Good Leaver" on account of (i) terminating employment with the Premier Group due to death or Disability ) or (ii) the termination of the Participant's employment with the Premier Group Without Cause (as defined in Section 14 below) prior to a Change in Control; and (b) In the event a member of the Premier Group (or a successor) terminates the Participant's employment Without Cause or the Participant terminates his employment for Good Reason (as defined in Section 14 below) within the twelve-month period commencing upon a Change in Control (as defined in the Plan), the Award shall vest in full. The Participant shall be credited with an amount in cash (without interest) equal to the dividends the Participant would have received if the Participant had been the owner of a number of Shares equal to the number of Award Shares; provided, however, that no amount shall be credited with respect to Shares that have been delivered to the Participant as of the applicable record date. Dividend equivalents shall be subject to the same terms and conditions as the Award Shares, and shall vest (or, if applicable, be forfeited) at the same time as the Award Shares. Notwithstanding the foregoing, nothing in this Award Agreement shall be interpreted to require the Company to grant dividends or dividend equivalents on any Shares or Award Shares. View More