Vesting Clause Example with 10 Variations from Business Contracts

Vesting. Subject to the limitations contained herein, your the Award will vest, if at all, vest in accordance with the vesting schedule provided in the Grant Notice, provided that subject to your continuous Service through the applicable vesting will cease upon the dates and events. Upon termination of your Continuous Service. Upon such termination of your Continuous Service, the Restricted Stock Units/shares of Common Stock credited any RSUs that have not satisfied, on or prior to the Account that were ...not vested on the date of such termination termination, both the Service-Based Requirement and the Liquidity Event Requirement, will be forfeited at no cost to the Company and you will have no further right, title or interest in or to such RSUs or the underlying shares of Common Stock. Shares (provided that any such RSUs eligible for accelerated vesting shall remain outstanding to the extent necessary to satisfy such accelerated vesting conditions). For purposes of your this Award, your Continuous termination of Service will be considered terminated deemed to occur as of the date you are no longer actively providing services as an Employee, Consultant or Outside Director (regardless of the reason of termination, for such termination and whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services or the terms of your employment or service agreement, if any) effective as of the date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board any) and will not be extended by any notice period (e.g., your period of employment or service will not include any contractual notice period or period of "garden leave" or similar period mandated under employment laws in the jurisdiction where you are employed or the terms of your employment or service agreement, if any); the Committee shall have the exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan (including whether you still may be considered to be providing services while on a leave of absence). 1 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More

Vesting. Subject to the limitations contained herein, your the Award will vest, if at all, vest in accordance with the vesting schedule provided in the Grant Notice, provided that subject to your continuous Service through the applicable vesting will cease upon the dates and events. Upon termination of your Continuous Service. Upon such termination of your Continuous Service, the Restricted Stock Units/shares of Common Stock credited any RSUs that have not satisfied, on or prior to the Account that were ...not vested on the date of such termination termination, both the Service-Based Requirement and the Liquidity Event Requirement, will be forfeited at no cost to the Company and you will have no further right, title or interest in or to such underlying shares of Common Stock. Shares. For purposes of your this Award, your Continuous termination of Service will be considered terminated deemed to occur as of the date you are no longer actively providing services as an Employee, Consultant or Outside Director (regardless of the reason of termination, for such termination and whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services or the terms of your employment or service agreement, if any) effective as of the date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board any) and will not be extended by any notice period (e.g., your period of employment or service will not include any contractual notice period or period of "garden leave" or similar period mandated under employment laws in the jurisdiction where you are employed or the terms of your employment or service agreement, if any); the Committee shall have the exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan (including whether you still may be considered to be providing services while on a leave of absence). 1 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More

Vesting. Subject to the limitations contained herein, your Award Your Option will vest, if at all, in accordance with the vesting schedule vest and become exercisable as provided in the your Grant Notice, provided that vesting Notice. Vesting will cease upon the termination of your Continuous Service. Upon such termination of your Continuous Service, the Restricted Stock Units/shares of Common Stock credited to the Account that were not vested on the date of such termination will be forfeited at no cost ...to the Company and you will have no further right, title or interest in or to such underlying shares of Common Stock. For purposes of your Award, Option, your Continuous Service will be considered terminated (regardless of the reason of termination, whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services or the terms of your employment or service agreement, if any) effective as of the date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board Stock Plan Administrator shall have exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan (including whether you still may be considered to be providing services while on a leave of absence). 1 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More

Vesting. Subject to the limitations contained herein, your Award will (a)The Restricted Stock Units shall vest, if at all, in accordance with the vesting schedule as provided in the Vesting Schedule set forth in your Grant Notice, this Award Agreement, and the Plan, provided that vesting will shall cease upon the termination of your Continuous Service. Upon Service, except as otherwise set forth herein. (b)If your Service terminates due to your death or Disability, then you will be given credit for an ad...ditional twelve (12) months of continuous Service such termination that the number of your Continuous Service, the Restricted Stock Units/shares Units that otherwise would have vested had your Service continued for an additional twelve (12) months following your termination will accelerate and become vested as of Common Stock credited to the Account that were not vested on the date of your Service termination; provided, however, that in no event shall such applicable vesting exceed 100% of the number of Restricted Stock Units subject to your Award. For purposes of this provision, (i) your Service shall be deemed to have terminated on account of death if your death occurs within three (3) months after your termination of Service, and (ii) "Disability" shall mean your permanent and total disability within the meaning of Section 22(e)(3) of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), and any applicable regulations promulgated thereunder to the extent not inconsistent with the regulations under Section 409A of the Code. Except as set forth in this Section 1(b), any Restricted Stock Units subject to the Award that have not vested at the time of your termination of Service for any or no reason will be forfeited immediately and automatically transferred to and reacquired by the Company at no cost to the Company and you will have no further right, title or interest in or to such underlying shares of Common Stock. For Company. (c)For purposes of your the Award, your Continuous Service will be considered terminated as of the date you are no longer actively providing Service to the Participating Company Group (regardless of the reason of termination, for such termination and whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services employed or the terms of your employment or service agreement, if any) effective any), and unless otherwise expressly provided in this Award Agreement or determined by the Participating Company Group, your right to vest in the Award under the Plan, if any, will terminate as of the such date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or your period of service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board Committee shall have the exclusive discretion to determine when you are no longer actively employed or providing services Service for purposes of the Plan your Award (including whether you may still may be considered to be providing services while on a leave of absence). 1 3. Number Any such determination by the Company (or any Participating Company, as applicable) for the purposes of Shares. The number this Award Agreement shall have no effect upon any determination of the rights or obligations of you or the Company (or any Participating Company, as applicable) for any other purpose. (d)The Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee. Notwithstanding Section 5 and in accordance with Section 16, the payment of shares of Stock vesting pursuant to this Section 1(d) shall in all cases be paid at a time or in a manner that is exempt from, or complies with, Section 409A.2.Number of Restricted Stock Units/shares Units and Underlying Shares of Stock. (a)The Restricted Stock Units subject to your Award may and the shares of Stock deliverable with respect to such Restricted Stock Units will be adjusted from time to time for Capitalization Adjustments, capitalization adjustments, as provided in Section 4.2 of the Plan. Any (b)Any additional Restricted Stock Units, shares, shares of Stock, cash or other property that become subject to the Award pursuant to this Section 3, if any, will 2 shall be subject, in a manner determined by the Board, Committee, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares of Stock covered by your Award. Notwithstanding (c)Notwithstanding the provisions of this Section 3, 2, no fractional shares Restricted Stock Units or rights for fractional shares of Common Stock will shall be created pursuant to this Section 3. Any fraction of a share will 2. The Board shall, in its discretion, determine an equivalent benefit for any fractional Restricted Stock Units or fractional shares that might be rounded down created by the adjustments referred to the nearest whole share. in this Section 2. View More

Vesting. Subject to the limitations contained herein, your Award will (a) The Restricted Stock Units shall vest, if at all, in accordance with the vesting schedule as provided in the Vesting Schedule set forth in your Grant Notice, this Award Agreement and the Plan, provided that vesting will shall cease upon the termination of your Continuous Service. Upon Service, except as otherwise set forth herein. (b) If your Service terminates due to your death or Disability, then you will be given credit for an a...dditional twelve (12) months of continuous Service such termination that the number of your Continuous Service, the Restricted Stock Units/shares Units that otherwise would have vested had your Service continued for an additional twelve (12) months following your termination will accelerate and become vested as of Common Stock credited to the Account that were not vested on the date of your Service termination; provided, however, that in no event shall such applicable vesting exceed 100% of the number of Restricted Stock Units subject to your Award. For purposes of this provision, "Disability" shall mean your permanent and total disability within the meaning of Section 22(e)(3) of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), and any applicable regulations promulgated thereunder to the extent not inconsistent with the regulations under Section 409A of the Code. Except as set forth in this Section 1(b), any Restricted Stock Units subject to the Award that have not vested at the time of your termination of Service for any or no reason will be forfeited immediately and automatically transferred to and reacquired by the Company at no cost to the Company and you will have no further right, title or interest in or to such underlying shares of Common Stock. Company. (c) For purposes of your the Award, your Continuous Service will be considered terminated as of the date you are no longer actively providing Service to the Participating Company Group (regardless of the reason of termination, for such termination and whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services employed or the terms of your employment or service agreement, if any) effective any), and unless otherwise expressly provided in this Award Agreement or determined by the Participating Company Group, your right to vest in the Award under the Plan, if any, will terminate as of the such date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or your period of service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board Committee shall have the exclusive discretion to determine when you are no longer actively employed or providing services Service for purposes of the Plan your Award (including whether you may still may be considered to be providing services Services while on a leave of absence). 1 3. Number Any such determination by the Committee for the purposes of Shares. this Award Agreement shall have no effect upon any determination of the rights or obligations of you or the Company (or any Participating Company, as applicable) for any other purpose. (d) The number Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units/shares Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee. Notwithstanding Section 5 and in accordance with Section 16, the payment of shares of Stock vesting pursuant to this Section 1 shall in all cases be paid at a time or in a manner that is exempt from, or complies with, Section 409A.2.NUMBER OF RESTRICTED STOCK UNITS AND UNDERLYING SHARES OF STOCK. (a) The Restricted Stock Units subject to your Award may and the shares of Stock deliverable with respect to such Restricted Stock Units will be adjusted from time to time for Capitalization Adjustments, capitalization adjustments, as provided in Section 4.2 of the Plan. (b) Any additional Restricted Stock Units, shares, shares of Stock, cash or other property that become subject to the Award pursuant to this Section 3, if any, will 2 shall be subject, in a manner determined by the Board, Committee, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares of Stock covered by your Award. (c) Notwithstanding the provisions of this Section 3, 2, no fractional shares Restricted Stock Units or rights for fractional shares of Common Stock will shall be created pursuant to this Section 3. Any fraction of a share will 2. The Board shall, in its discretion, determine an equivalent benefit for any fractional Restricted Stock Units or fractional shares that might be rounded down created by the adjustments referred to the nearest whole share. in this Section 2. View More

Vesting. Subject to the limitations contained herein, your Award will vest, if at all, in accordance with the vesting schedule provided in the Grant Notice, provided that vesting will cease upon the termination of your Continuous Service. Upon such termination of your Continuous Service, the Restricted Stock Units/shares of Common Stock Units/Ordinary Shares credited to the Account that were not vested on the date of such termination will be forfeited at no cost to the Company and you will have no furthe...r right, title or interest in or to such underlying shares of Common Stock. Ordinary Shares. For purposes of your this Award, your Continuous Service will be considered terminated as of the date you are no longer actively providing services to the Company or an Affiliate (regardless of the reason of termination, for such termination and whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services employed or the terms of your employment or service agreement, if any) effective any), and unless otherwise expressly provided in the RSU Award Agreement or determined by the Company, (i) your right to vest in the Award, if any, will terminate as of the such date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or (that is your period of service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board or its duly authorized designee shall have the exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan your Award (including whether you may still may be considered to be providing services while on a leave of absence). 1 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More

Vesting. Subject to the limitations contained herein, your Award will (a)The Restricted Stock Units shall vest, if at all, in accordance with the vesting schedule as provided in the Vesting Schedule set forth in your Grant Notice, this Award Agreement and the Plan, provided that vesting will shall cease upon the termination of your Continuous Service. Upon Service, except as otherwise set forth herein. (b)If your Service terminates due to your death or Disability, then you will be given credit for an add...itional twelve (12) months of continuous Service such termination that the number of your Continuous Service, the Restricted Stock Units/shares Units that otherwise would have vested had your Service continued for an additional twelve (12) months following your termination will accelerate and become vested as of Common Stock credited to the Account that were not vested on the date of your Service termination; provided, however, that in no event shall such applicable vesting exceed 100% of the number of Restricted Stock Units subject to your Award. For purposes of this provision, "Disability" shall mean your permanent and total disability within the meaning of Section 22(e)(3) of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), and any applicable regulations promulgated thereunder to the extent not inconsistent with the regulations under Section 409A of the Code. Except as set forth in this Section 1(b), any Restricted Stock Units subject to the Award that have not vested at the time of your termination of Service for any or no reason will be forfeited immediately and automatically transferred to and reacquired by the Company at no cost to the Company and you will have no further right, title or interest in or to such underlying shares of Common Stock. For Company. (c)For purposes of your the Award, your Continuous Service will be considered terminated as of the date you are no longer actively providing Service to a Participating Company (regardless of the reason of termination, for such termination and whether or not later found to be invalid or in breach of employment or other labor laws or rules in the jurisdiction where you are employed or providing services Service or the terms of your employment or service agreement, if any) effective any), and unless otherwise expressly provided in this Award Agreement or determined by the Company your right to vest in the Award under the Plan, if any, will terminate as of the such date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service your period of Service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other labor laws in the jurisdiction where you are employed or providing services Service or the terms of your employment or service agreement, if any). The Board Committee shall have the exclusive discretion to determine when you are no longer actively employed or providing services Service for purposes of the Plan your Award (including whether you may still may be considered to be providing services Services while on a leave of absence). Any such determination by the Committee for the purposes of this Award Agreement shall have no effect upon any determination of the rights or obligations of you or the Company (or any Participating Company, as applicable) for any other purpose. (d)The Committee, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Restricted Stock Units at any time, subject to the terms of the Plan. If so accelerated, such Restricted Stock Units will be considered as having vested as of the date specified by the Committee. Notwithstanding Section 5 and in accordance with Section 15, the payment of shares of Stock vesting pursuant to this Section 1 3. Number of Shares. The number shall in all cases be paid at a time or in a manner that is exempt from, or complies with, Section 409A.22.Number of Restricted Stock Units/shares Units and Underlying Shares of Stock. (a)The Restricted Stock Units subject to your Award may and the shares of Stock deliverable with respect to such Restricted Stock Units will be adjusted from time to time for Capitalization Adjustments, capitalization adjustments, as provided in Section 4.2 of the Plan. Any (b)Any additional Restricted Stock Units, shares, shares of Stock, cash or other property that become subject to the Award pursuant to this Section 3, if any, will 2 shall be subject, in a manner determined by the Board, Committee, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares of Stock covered by your Award. Notwithstanding (c)Notwithstanding the provisions of this Section 3, 2, no fractional shares Restricted Stock Units or rights for fractional shares of Common Stock will shall be created pursuant to this Section 3. Any fraction of a share will 2, unless otherwise permitted under the Plan. The Board shall, in its discretion, determine an equivalent benefit for any fractional Restricted Stock Units or fractional shares that might be rounded down created by the adjustments referred to the nearest whole share. in this Section 2. View More

Vesting. Subject to the limitations contained herein, your Award will vest, if at all, in accordance with the vesting schedule provided in the Grant Notice, provided that vesting will cease upon the termination of your Continuous Service. Upon such termination of your Continuous Service, the Restricted Stock Units/shares of Common Stock credited to the Account that were not vested on the date of such termination will be forfeited at no cost to the Company and you will have no further right, title or inte...rest in or to such underlying shares of Common Stock. For purposes of your Award, your Continuous Service will be considered terminated (regardless of the reason of termination, whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services or the terms of your employment or service agreement, if any) effective as of the date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board Stock Plan Administrator shall have exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan (including whether you still may be considered to be providing services while on a leave of absence). 1 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More

Vesting. Subject to the limitations contained herein, your Award will vest, if at all, in accordance with the vesting schedule provided in the Grant Notice, provided that vesting will cease upon the termination of your Continuous Service. Upon such termination of your Continuous Service, the Restricted Stock Units/shares of Common Stock credited to the Account that were not vested on the date of such termination will be forfeited at no cost to the Company and you will have no further right, title or inte...rest in or to such underlying shares of Common Stock. For purposes of your Award, your Continuous Service will be considered terminated (regardless of the reason of termination, whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services or the terms of your employment or service agreement, if any) effective as of the date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The Board shall have exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan (including whether you still may be considered to be providing services while on a leave of absence). 1 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More

Vesting. Subject to the limitations contained herein, your Award will vest, if at all, in accordance with the vesting schedule provided in the Grant Notice, provided that vesting will cease upon the termination of your Continuous Service. Service, except in the case of your death. Upon such termination of your Continuous Service, Service (except in the case of your death), the Restricted Stock Units/shares of Common Stock credited to the Account that were not vested on the date of such termination will b...e forfeited at no cost to the Company and you will have no further right, title or interest in or to such underlying shares of Common Stock. If your Continuous Service terminates by reason of your death, vesting of your Award will be accelerated and the shares of Common Stock subject to your Award will be issued to your executor, the administrator of your estate or your legal heirs in accordance with Section 5(a) and Section 6 below. For purposes of your Award, your Continuous Service will be considered terminated (regardless of the reason of termination, whether or not later found to be invalid or in breach of employment or other laws or rules in the jurisdiction where you are providing services service or the terms of your employment or service agreement, if any) effective as of the date that you cease to actively provide services to the Company or any Affiliate and will not be extended by any notice period (e.g., employment or service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment or other laws in the jurisdiction where you are employed or providing services or the terms of your employment or service agreement, if any). The any); the Board shall have exclusive discretion to determine when you are no longer actively employed or providing services for purposes of the Plan (including whether you still may be considered to be providing services while on a leave of absence). 1 4 3. Number of Shares. The number of Restricted Stock Units/shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. Any additional Restricted Stock Units, shares, cash or other property that become subject to the Award pursuant to this Section 3, if any, will shall be subject, in a manner determined by the Board, to the same forfeiture restrictions, restrictions on transferability, and time and manner of delivery as applicable to the other Restricted Stock Units and shares covered by your Award. Notwithstanding the provisions of this Section 3, no fractional shares or rights for fractional shares of Common Stock will shall be created pursuant to this Section 3. Any fraction of a share will be rounded down to the nearest whole share. View More